Item 1. Business.
Not Applicable
Item 1A.
Item 1A. Risk Factors.
Not Applicable
Item 1B.
Item 1B. Unresolved Staff Comments.
None
Item 2.
Item 2. Properties.
Not Applicable
Item 3.
Item 3. Legal Proceedings.
Not Applicable
Item 4.
Item 4. Submission of Matters to a Vote of Security Holders.
Not Applicable
PART II
Item 5.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
Not Applicable
Item 6.
Item 6. Selected Financial Data.
Not Applicable
Item 7.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operation.
Not Applicable
Item 7A.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
Not Applicable
Item 8.
Item 8. Financial Statements and Supplementary Data.
Not Applicable
Item 9.
Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.
Not Applicable
Item 9A.
Item 9A. Controls and Procedures.
Not Applicable
Item 9B.
Item 9B. Other Information.
None
PART III
Item 10.
Item 10. Directors, Executive Officers and Corporate Governances.
Not Applicable
Item 11.
Item 11. Executive Compensation.
Not Applicable
Item 12.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
Not Applicable
Item 13, Certain Relationships and Related Transactions, and Director Independences.
Not Applicable
Item 14.
Item 14. Principal Accounting Fees and Services.
Not Applicable
ADDITIONAL DISCLOSURE ITEMS FOR REGULATION AB
Item 1112(b) of Regulation AB, Significant Obligors, Financial Information.
No single obligor represents 10% or more of the pool assets held by the issuing entity.
Item 1114(b)(2) and 1115(b) of Regulation AB, Significant Enhancement Provider Financial Information.
None
Item 1117 of Regulation AB, Legal Proceedings
None
Item 1119 of Regulation AB, Affiliations and Certain Relationships and Related Transactions.
None
Item 1122 of Regulation AB, Compliance with Applicable Servicing Criteria.
See Exhibits 33 and 34
SunTrust Bank found the following material noncompliance with the servicing criteria set forth in Regulation AB applicable to SunTrust Bank during the Reporting Period:
As required by Item 1122(d)(4)(x)(b) of Regulation AB, interest on escrow funds must be paid, or credited, to obligors in accordance with applicable pool asset documents and state laws. In one instance, out of a sample of 30, the escrow funds were not deposited in an interest bearing account in accordance with the transaction agreement.
Babson Capital Management LLC disclosed the following material noncompliance with criterion 1122(d)(2)(vii)(B) applicable to the Company as of and for the seven month period ended December 31, 2006. Certain reconciliations for asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts, were not prepared within 25 days specified in the service agreement.
Item 1123 of Regulation AB, Servicer Compliance Statement.
See Exhibit 35
PART IV
Item 15.
Item 15. Exhibits, Financial Statement Schedules.
(a) The following is a list of documents filed as part of this Annual Report on Form 10-K:
(1) Not Applicable
(2) Not Applicable
(3)
Exhibit Number
Description
4.1
Pooling and Servicing Agreement, dated as of June 1, 2006, by and among the Company, as depositor, Wells Fargo Bank, N.A., as general master servicer, LNR Partners, Inc., as general special servicer, NCB, FSB, as NCB master servicer, National Consumer Cooperative Bank, as co-op special servicer and LaSalle Bank National Association, as trustee, paying agent and certificate registrar. (Filed as part of the Registrant’s Current Report on Form 8-K filed on June 23, 2006 and are incorporated by reference)
Rule 13a-14(d)/15d-14(d) Certifications
33(a)
Report on assessment of compliance with servicing criteria for asset-backed securities, Wells Fargo Bank, National Association, as General Master Servicer
33(b)
Report on assessment of compliance with servicing criteria for asset-backed securities, NCB, FSB, as Master Servicer
33(c)
Report on assessment of compliance with servicing criteria for asset-backed securities, LNR Partners, Inc., as General Special Servicer
33(d)
Report on assessment of compliance with servicing criteria for asset-backed securities, National Consumer Cooperative Bank, as Co-op Special Servicer
33(e)
Report on assessment of compliance with servicing criteria for asset-backed securities, LaSalle Bank National Association, as Trustee, Paying Agent, and Certificate Registrar
33(f)
Report on assessment of compliance with servicing criteria for asset-backed securities, Babson Capital Management LLC, as subservicer
33(g)
Report on assessment of compliance with servicing criteria for asset-backed securities, SunTrust Bank, as subservicer
34(a)
Attestation report on assessment of compliance with servicing criteria for asset-backed securities, Wells Fargo Bank, National Association, as General Master Servicer
34(b)
Attestation report on assessment of compliance with servicing criteria for asset-backed securities, NCB, FSB, as Master Servicer
34(c)
Attestation report on assessment of compliance with servicing criteria for asset-backed securities, LNR Partners, Inc., as General Special Servicer
34(d)
Attestation report on assessment of compliance with servicing criteria for asset-backed securities, National Consumer Cooperative Bank, as Co-op Special Servicer
34(e)
Attestation report on assessment of compliance with servicing criteria for asset-backed securities, LaSalle Bank National Association, as Trustee, Paying Agent, and Certificate Registrar
34(f)
Attestation report on assessment of compliance with servicing criteria for asset-backed securities, Babson Capital Management LLC, as subservicer
34(g)
Attestation report on assessment of compliance with servicing criteria for asset-backed securities, SunTrust Bank, as subservicer
35(a)
Servicer compliance statement, Wells Fargo Bank, National Association, as General Master Servicer
35(b)
Servicer compliance statement, NCB, FSB, as Master Servicer
35(c)
Servicer compliance statement, LNR Partners, Inc., as General Special Servicer
35(d)
Servicer compliance statement, National Consumer Cooperative Bank, as Co-op Special Servicer
35(e)
Servicer compliance statement, LaSalle Bank National Association, as Trustee, Paying Agent, and Certificate Registrar
35(f)
Servicer compliance statement, Babson Capital Management LLC, as subservicer
35(g)
Servicer compliance statement, SunTrust Bank, as subservicer
99.1
Mortgage Loan Purchase Agreement, dated as of June 1, 2006, between the Company, as purchaser, and Morgan Stanley Mortgage Capital Inc., as seller. (Filed as part of the Registrant’s Current Report on Form 8-K filed on June 23, 2006 and are incorporated by reference)
99.2
Mortgage Loan Purchase Agreement, dated as of June 1, 2006, between the Company, as purchaser, and IXIS Real Estate Capital Inc., as seller. (Filed as part of the Registrant’s Current Report on Form 8-K filed on June 23, 2006 and are incorporated by reference)
99.3
Mortgage Loan Purchase Agreement, dated as of June 1, 2006, between the Company, as purchaser, and NCB, FSB, as seller. (Filed as part of the Registrant’s Current Report on Form 8-K filed on June 23, 2006 and are incorporated by reference)
99.4
Mortgage Loan Purchase Agreement, dated as of June 1, 2006, between the Company, as purchaser, and Massachusetts Mutual Life Insurance Company, as seller. (Filed as part of the Registrant’s Current Report on Form 8-K filed on June 23, 2006 and are incorporated by reference)
99.5
Mortgage Loan Purchase Agreement, dated as of June 1, 2006, between the Company, as purchaser, and SunTrust Bank, as seller. (Filed as part of the Registrant’s Current Report on Form 8-K filed on June 23, 2006 and are incorporated by reference)
99.6
Mortgage Loan Purchase Agreement, dated as of June 1, 2006, between the Company, as purchaser, and Union Central Mortgage Funding, Inc., as seller. (Filed as part of the Registrant’s Current Report on Form 8-K filed on June 23, 2006 and are incorporated by reference)
99.7
Mortgage Loan Purchase Agreement, dated as of June 1, 2006, between the Company, as purchaser, and National Consumer Cooperative Bank, as seller. (Filed as part of the Registrant’s Current Report on Form 8-K filed on June 23, 2006 and are incorporated by reference)
(b) see (a) above
(c) Not Applicable.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
MORGAN STANLEY CAPITAL I INC.
March 30, 2007 /s/ Warren H. Friend
By: Warren H. Friend
Title: Vice President
EXHIBIT INDEX
Exhibit Number
Description
4.1
Pooling and Servicing Agreement, dated as of June 1, 2006, by and among the Company, as depositor, Wells Fargo Bank, N.A., as general master servicer, LNR Partners, Inc., as general special servicer, NCB, FSB, as NCB master servicer, National Consumer Cooperative Bank, as co-op special servicer and LaSalle Bank National Association, as trustee, paying agent and certificate registrar. (Filed as part of the Registrant’s Current Report on Form 8-K filed on June 23, 2006 and are incorporated by reference)
Rule 13a-14(d)/15d-14(d) Certifications
33(a)
Report on assessment of compliance with servicing criteria for asset-backed securities, Wells Fargo Bank, National Association, as General Master Servicer
33(b)
Report on assessment of compliance with servicing criteria for asset-backed securities, NCB, FSB, as Master Servicer
33(c)
Report on assessment of compliance with servicing criteria for asset-backed securities, LNR Partners, Inc., as General Special Servicer
33(d)
Report on assessment of compliance with servicing criteria for asset-backed securities, National Consumer Cooperative Bank, as Co-op Special Servicer
33(e)
Report on assessment of compliance with servicing criteria for asset-backed securities, LaSalle Bank National Association, as Trustee, Paying Agent, and Certificate Registrar
33(f)
Report on assessment of compliance with servicing criteria for asset-backed securities, Babson Capital Management LLC, as subservicer
33(g)
Report on assessment of compliance with servicing criteria for asset-backed securities, SunTrust Bank, as subservicer
34(a)
Attestation report on assessment of compliance with servicing criteria for asset-backed securities, Wells Fargo Bank, National Association, as General Master Servicer
34(b)
Attestation report on assessment of compliance with servicing criteria for asset-backed securities, NCB, FSB, as Master Servicer
34(c)
Attestation report on assessment of compliance with servicing criteria for asset-backed securities, LNR Partners, Inc., as General Special Servicer
34(d)
Attestation report on assessment of compliance with servicing criteria for asset-backed securities, National Consumer Cooperative Bank, as Co-op Special Servicer
34(e)
Attestation report on assessment of compliance with servicing criteria for asset-backed securities, LaSalle Bank National Association, as Trustee, Paying Agent, and Certificate Registrar
34(f)
Attestation report on assessment of compliance with servicing criteria for asset-backed securities, Babson Capital Management LLC, as subservicer
34(g)
Attestation report on assessment of compliance with servicing criteria for asset-backed securities, SunTrust Bank, as subservicer
35(a)
Servicer compliance statement, Wells Fargo Bank, National Association, as General Master Servicer
35(b)
Servicer compliance statement, NCB, FSB, as Master Servicer
35(c)
Servicer compliance statement, LNR Partners, Inc., as General Special Servicer
35(d)
Servicer compliance statement, National Consumer Cooperative Bank, as Co-op Special Servicer
35(e)
Servicer compliance statement, LaSalle Bank National Association, as Trustee, Paying Agent, and Certificate Registrar
35(f)
Servicer compliance statement, Babson Capital Management LLC, as subservicer
35(g)
Servicer compliance statement, SunTrust Bank, as subservicer
99.1
Mortgage Loan Purchase Agreement, dated as of June 1, 2006, between the Company, as purchaser, and Morgan Stanley Mortgage Capital Inc., as seller. (Filed as part of the Registrant’s Current Report on Form 8-K filed on June 23, 2006 and are incorporated by reference)
99.2
Mortgage Loan Purchase Agreement, dated as of June 1, 2006, between the Company, as purchaser, and IXIS Real Estate Capital Inc., as seller. (Filed as part of the Registrant’s Current Report on Form 8-K filed on June 23, 2006 and are incorporated by reference)
99.3
Mortgage Loan Purchase Agreement, dated as of June 1, 2006, between the Company, as purchaser, and NCB, FSB, as seller. (Filed as part of the Registrant’s Current Report on Form 8-K filed on June 23, 2006 and are incorporated by reference)
99.4
Mortgage Loan Purchase Agreement, dated as of June 1, 2006, between the Company, as purchaser, and Massachusetts Mutual Life Insurance Company, as seller. (Filed as part of the Registrant’s Current Report on Form 8-K filed on June 23, 2006 and are incorporated by reference)
99.5
Mortgage Loan Purchase Agreement, dated as of June 1, 2006, between the Company, as purchaser, and SunTrust Bank, as seller. (Filed as part of the Registrant’s Current Report on Form 8-K filed on June 23, 2006 and are incorporated by reference)
99.6
Mortgage Loan Purchase Agreement, dated as of June 1, 2006, between the Company, as purchaser, and Union Central Mortgage Funding, Inc., as seller. (Filed as part of the Registrant’s Current Report on Form 8-K filed on June 23, 2006 and are incorporated by reference)
99.7
Mortgage Loan Purchase Agreement, dated as of June 1, 2006, between the Company, as purchaser, and National Consumer Cooperative Bank, as seller. (Filed as part of the Registrant’s Current Report on Form 8-K filed on June 23, 2006 and are incorporated by reference)