Exhibit
      34.2




**Report
      of Independent Registered Public Accounting Firm**





The
      Board
      of Directors


The
      Bank
      of New York


BNYM
      (Delaware)


The
      Bank
      of New York Trust Company, N.A.:




We
      have
      examined the compliance of The Bank of New York, BNYM (Delaware) formerly known
      as The Bank of New York (Delaware) and The Bank of New York Trust Company,
      N.A.,
      (collectively, the “Company”) with the servicing criteria set forth in Item
      1122(d) of the Securities and Exchange Commission’s Regulation AB for the
      publicly issued (i.e. transaction-level reporting initially required under
      the
      Securities and Exchange Act of 1934, as amended) asset-backed securities issued
      on or after January 1, 2006 and like-kind transactions issued prior to January
      1, 2006 that are subject to Regulation AB for which the Company provides
      trustee, securities administration or paying agent services, other than
      residential mortgage-backed securities and other mortgage-related asset-backed
      securities (the Platform), except for servicing criteria 1122(d)(1)(ii),
      1122(d)(1)(iii), 1122(d)(1)(iv), 1122(d)(4)(vi), 1122(d)(4)(viii),
      1122(d)(4)(x), 1122(d)(4)(xi), 1122(d)(4)(xii), 1122(d)(4)(xiii) and
      1122(d)(4)(xiv), which the Company has determined are not applicable to the
      activities it performs with respect to the Platform, as of and for the twelve
      months ended December 31, 2007. With respect to applicable servicing criteria
      1122(d)(2)(iii), 1122(d)(2)(vi) and 1122(d)(4)(vii) the Company’s Assertion of
      Compliance With Applicable Servicing Criteria indicates that there were no
      activities performed as of and for the twelve months ended December 31, 2007
      with respect to the Platform, because there were no occurrences of events that
      would require the Company to perform such activities. Management is responsible
      for the Company’s compliance with those servicing criteria. Our responsibility
      is to express an opinion on the Company’s compliance based on our
      examination.





Our
      examination was conducted in accordance with the standards of the Public Company
      Accounting Oversight Board (United States) and, accordingly, included examining,
      on a test basis, evidence about the Company’s compliance with the servicing
      criteria specified above and performing such other procedures as we considered
      necessary in the circumstances. Our examination included testing selected
      asset-backed transactions and securities that comprise the Platform, testing
      selected servicing activities related to the Platform, and determining whether
      the Company processed those selected transactions and performed those selected
      activities in compliance with the servicing criteria. Furthermore, our
      procedures were limited to the selected transactions and servicing activities
      performed by the Company during the period covered by this report. Our
      procedures were not designed to determine whether errors may have occurred
      either prior to or subsequent to our tests that may have affected the balances
      or amounts calculated or reported by the Company during the period covered
      by
      this report for the selected transactions or any other transactions. We believe
      that our examination provides a reasonable basis for our opinion. Our
      examination does not provide a legal determination on the Company’s compliance
      with the servicing criteria.











Our
      examination disclosed the following material noncompliance with servicing
      criterion 1122(d)(2)(i) applicable to the Company as of and for the twelve
      months ended December 31, 2007. Certain payments on pool assets were not
      deposited to the appropriate custodial bank accounts as required by the related
      transaction agreements.





In
      our
      opinion, except for the material noncompliance described above, the Company
      complied, in all material respects, with the aforementioned servicing criteria
      as of and for the twelve months ended December 31, 2007.





(Signed)
      KPMG LLP





Chicago,
      Illinois


February
      29, 2008