BACKUP SERVICING AGREEMENT among CNH CAPITAL RECEIVABLES LLC, as Seller NEW HOLLAND CREDIT COMPANY, LLC, as Servicer CNH EQUIPMENT TRUST 2008-A, as Issuing Entity and SYSTEMS & SERVICES TECHNOLOGIES, INC. as Backup Servicer Dated as of April 1, 2008

Exhibit 4.6

EXECUTION VERSION

BACKUP SERVICING AGREEMENT

among

CNH CAPITAL RECEIVABLES LLC,
as Seller

NEW HOLLAND CREDIT COMPANY, LLC,
as Servicer

CNH EQUIPMENT TRUST 2008-A,
as Issuing Entity

and

SYSTEMS & SERVICES TECHNOLOGIES, INC.
as Backup Servicer

Dated as of April 1, 2008

TABLE OF CONTENTS

		Page
Article I DEFINITIONS		1
Section 1.1.	Definitions	1
Section 1.2.	Usage of Terms	3
Section 1.3.	Section References	3
Article II ADMINISTRATION AND SERVICING OF RECEIVABLES		3
Section 2.1.	Duties of the Backup Servicer	3
Section 2.2.	Representations and Warranties of Backup Servicer	4
Section 2.3.	Backup Servicing Termination	6
Section 2.4.	Backup Servicer Fees; Payment of Expenses by Backup Servicer	7
Article III THE BACKUP SERVICER		7
Section 3.1.	Liability of Backup Servicer; Indemnities	7
Section 3.2.	Limitation on Liability	9
Section 3.3.	Corporate Existence	9
Section 3.4.	Insurance	9
Section 3.5.	Compliance with Laws	9
Section 3.6.	Backup Servicer Legal Proceedings	9
Article IV TERMINATION EVENTS		10
Section 4.1.	Termination Event	10
Section 4.2.	Consequences of a Termination Event	11
Article V MISCELLANEOUS PROVISIONS		11
Section 5.1.	Waiver; Amendment	11
Section 5.2.	Governing Law	12
Section 5.3.	Severability of Provisions	12
Section 5.4.	Assignment	12
Section 5.5.	Third-Party Beneficiaries	12
Section 5.6.	Counterparts	12
Section 5.7.	Notices	13
Section 5.8.	Nonpetition Covenants	13
Section 5.9.	Term	13
Section 5.10.	Limitation of Liability of Trustee	14
Section 5.11.	Miscellaneous	14
Section 5.12.	Confidentiality	14
Section 5.13.	Information Requests	14
Section 5.14.	Notice to Xxxxx’x	14
Section 5.15.	Form 8-K Filings	14
Section 5.16.	Indemnification	14

i

SCHEDULES

SCHEDULE I Description of Verification and Confirmation Duties (Backup Servicing)

ii

THIS BACKUP SERVICING AGREEMENT, dated as of April 1, 2008, (this “Agreement”) is made among NEW HOLLAND CREDIT COMPANY, LLC, a Delaware limited liability company (the “Servicer”), CNH CAPITAL RECEIVABLES LLC, a Delaware limited liability company (the “Seller”), CNH EQUIPMENT TRUST 2008-A, a Delaware statutory trust (the “Issuing Entity”), SYSTEMS & SERVICES TECHNOLOGIES, INC., a Delaware corporation (the “Backup Servicer” or “SST”).

W I T N E S S E T H:

WHEREAS, the Servicer, the Seller and the Issuing Entity have entered into the Sale and Servicing Agreement dated as of the date hereof (the “Sale and Servicing Agreement”) a copy of which is provided to the Backup Servicer as of the date hereof;

WHEREAS, the Issuing Entity and the Servicer desire that the Backup Servicer perform certain backup servicing duties in accordance with the terms and provisions of this Agreement;

WHEREAS, the Issuing Entity desires that the Backup Servicer assume the role of Successor Servicer under the terms of the Sale and Servicing Agreement in the event that the Servicer is terminated thereunder; and

WHEREAS, the Backup Servicer is willing to perform the backup servicing duties specified herein and assume the role of Successor Servicer under the terms of the Sale and Servicing Agreement pursuant to the conditions and for the consideration described herein.

NOW, THEREFORE, in consideration of the mutual agreements herein contained, and of other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties agree as follows:

ARTICLE I

DEFINITIONS

Section 1.1.       Definitions.  Unless otherwise specified herein, all terms defined in the Indenture, shall have the same meaning in this Agreement.  Whenever capitalized and used in this Agreement, the following words and phrases, unless the context otherwise requires, shall have the following meanings:

Agreement or “this Agreement”:  This Backup Servicing Agreement, all amendments and supplements thereto and all exhibits and schedules to any of the foregoing.

Backup Servicer: Systems & Services Technologies, Inc., in its capacity as Backup Servicer under this Agreement, and its successors and assigns in such capacity.

Backup Servicer Account:  means the account designated as such, established and maintained pursuant to Section 5.1(a)(vii) of the Sale and Servicing Agreement.

Backup Servicer Expenses:  is defined in Section 4.12 of the Sale and Servicing Agreement.

Backup Servicer Termination Event:  An event described in Section 4.1.

Backup Servicing Duties:  The duties defined as such in Section 2.1.

Backup Servicing Fee:  means the greater of (a) 1/12 of 0.02% of the Pool Balance as of the first day of each Collection Period and (b) $4,000.

Business Day:  means any day other than a Saturday, a Sunday or a day on which banking institutions or trust companies in The City of New York, New York, the City of Racine, Wisconsin and the City of St. Xxxxxx, Missouri are authorized or obligated by law, regulation or executive order to remain closed.

Collection Period:  means, with respect to any Payment Date, the period from and including the end of the preceding Collection Period (or, for the first Payment Date, the day after the Initial Cutoff Date) to and including the last day of the calendar month preceding the calendar month in which the Payment Date occurs.

Indenture:  means the Indenture dated as of April 1, 2008 between the Issuing Entity and the Indenture Trustee, as the same may be amended and supplemented from time to time.

Indenture Trustee: means The Bank of New York Trust Company, N.A., a national banking association, not in its individual capacity but solely as Indenture Trustee under the Indenture, or any successor Indenture Trustee under the Indenture.

Initial Collection Period:  The Collection Period ending April 30, 2008.

Payment Date: means, with respect to each Collection Period, the fifteenth day of the calendar month following the end of that Collection Period, or, if such day is not a Business Day, the next Business Day, commencing on May 15, 2008.

Person:  Any legal person, including any individual, corporation, partnership, joint venture, estate, association, joint stock company, trust, unincorporated organization or government or any agency or political subdivision thereof, or any other entity.

Sale and Servicing Agreement:  The Sale and Servicing Agreement dated as of April 1, 2008 between the Issuing Entity, the Seller and the Servicer, as the same may be amended from time to time in accordance with its terms and with the written consent of the Backup Servicer, such consent not to be unreasonably withheld.

Servicing Transfer Date:  The Business Day next succeeding the expiration of the Transfer Period.

Transfer Notice:  Written notice from the Indenture Trustee or Noteholders to the Backup Servicer and the Servicer, (with a copy to the Rating Agencies, the Noteholders (if given by the Indenture Trustee), the Counterparties and the Trustee provided by the Indenture Trustee) advising the Backup Servicer of the transfer of active servicing duties for the Contracts to the Backup Servicer.

Transfer Period:  A period of up to sixty (60) days following the Backup Servicer’s receipt of a Transfer Notice and ending on the date the Backup Servicer is to begin Successor Servicer duties for the Contracts and the related Receivables.

Verification and Confirmation Duties:  The duties defined as such in Section 2.1(a).

Section 1.2.       Usage of Terms.  With respect to all terms used in this Agreement, the singular includes the plural and the plural the singular; words importing any gender include the other gender; references to “writing” include printing, typing, lithography, and other means of reproducing words in a visible form; references to agreements and other contractual instruments include all subsequent amendments thereto or changes therein entered into in accordance with their respective terms and not prohibited by this Agreement; references to Persons include their permitted successors and assigns; and the terms “include” or “including” mean “include without limitation” or “including without limitation.”

Section 1.3.       Section References.  All references to Articles, Sections, paragraphs, subsections, exhibits and schedules shall be to such portions of this Agreement unless otherwise specified.

ARTICLE II

ADMINISTRATION AND SERVICING OF RECEIVABLES

Section 2.1. Duties of the Backup Servicer.

(a)           Verification and Confirmation Duties.  The Backup Servicer agrees to perform all of the duties of the Backup Servicer as identified on Schedule I hereto (collectively, the “Verification and Confirmation Duties”) on behalf of the Issuing Entity in accordance with the terms of this Agreement.  On or before each Determination Date (beginning with the Determination Date immediately preceding the initial Payment Date), the Servicer shall deliver to the Backup Servicer the Servicer’s Certificate and a computer tape in a format acceptable to the Backup Servicer containing the information with respect to the Receivables for the preceding Collection Period necessary for the preparation of the Servicer’s Certificate and the performance of the Verification and Confirmation Duties relating to such Collection Period.

(b)           Active Servicing Duties.  Unless and until the Backup Servicer or another Person is appointed as Successor Servicer, the Backup Servicer agrees that, in the event the Servicer is terminated or otherwise ceases to function as the Servicer pursuant to the Sale and Servicing Agreement, if the Indenture Trustee or Noteholders representing not less than 25% of the Outstanding Amount of Notes shall issue a Transfer Notice to the Backup Servicer and Servicer, then prior to the expiration of the Transfer Period, the Backup Servicer shall promptly execute a counterpart to the Sale and Servicing Agreement and thereafter shall assume the rights, obligations and duties of a Successor Servicer as expressly set forth thereunder.

(c)           The Servicer covenants and agrees to perform within three weeks after receipt of the Transfer Notice (or on such later date as the Issuing Entity and the Backup Servicer shall agree in writing) the following:

(i)            The Servicer shall provide to the Backup Servicer all necessary servicing files and records relating to the Contracts (as reasonably deemed necessary by the Backup Servicer at such time) and the Servicer shall provide to the Backup Servicer access to and transfer of records and use by the Backup Servicer of all licenses or software necessary or desirable to collect the Contracts and the related Receivables to the extent that any of the foregoing is not prohibited under any licensing or other agreements with third parties.

(ii)           The Servicer will provide to the Backup Servicer the servicing information necessary to prepare and distribute the Servicer Certificate required to be delivered under the Sale and Servicing Agreement.

(d)           Prior to the expiration of the Transfer Period, the Servicer will send each Obligor written notice containing the following information:  (i) the Servicing Transfer Date, (ii) the address, telephone number and department of the Backup Servicer which is able to answer questions regarding billing, (iii) notification that the legal terms and conditions of such Obligor’s obligations will not be affected by the servicing transfer and (iv) instructions as to how to handle any Contract related questions.  The Backup Servicer will consult with the Servicer concerning the form of any such notice.  If the Servicer has failed to send this notice within three weeks after the Servicing Transfer Date, the Backup Servicer will send such a notice to each such Obligor on the Backup Servicer’s or the Servicer’s stationery within four weeks of the later of (A) the date a counterpart to the Sale and Servicing Agreement executed by the Backup Servicer is effective and (B) the Servicing Transfer Date.  The Servicer will provide the Backup Servicer with its stationery in an amount sufficient to allow for the sending of the notices described in this Section 2.1(d).  The Servicer hereby irrevocably appoints the Backup Servicer as its attorney-in-fact for the purpose of sending such notices.

(e)           Effective upon the occurrence of the Servicing Transfer Date, the Servicer hereby irrevocably authorizes and grants to the Backup Servicer an irrevocable power-of-attorney to take any and all steps in the Servicer’s name and on behalf of the Servicer that are necessary or desirable to perform its duties hereunder, including collecting amounts due under the Receivables, endorsing the Servicer’s name on checks and other instruments representing Collections and enforcing the Receivables.

(f)            The Servicer shall provide a copy of the Sale and Servicing Agreement to the Backup Servicer on or prior to the Closing Date.

Section 2.2.       Representations and Warranties of Backup Servicer.  The Backup Servicer represents and warrants as of the date of execution and delivery of this Agreement (other than with respect to Section 2.2(f), which is as of the dates specified therein):

(a)           Organization and Good Standing.  The Backup Servicer has been duly organized and is validly existing and in good standing under the laws of its

jurisdiction of organization, with power, authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this Agreement;

(b)           Due Qualification.  The Backup Servicer is duly qualified to do business as a foreign corporation in good standing, and has obtained all necessary licenses and approvals, in all jurisdictions where the failure to do so would materially and adversely affect the performance of its obligations under this Agreement;

(c)           Power and Authority.  The Backup Servicer has the power and authority to execute and deliver this Agreement and to carry out the terms hereof; and the execution, delivery and performance of this Agreement have been duly authorized by the Backup Servicer by all necessary corporate action;

(d)           Binding Obligation.  This Agreement constitutes the legal, valid and binding obligation of the Backup Servicer enforceable in accordance with its terms, except as enforceability may be limited by bankruptcy, insolvency, reorganization or other similar laws affecting the enforcement of creditors rights generally and by equitable limitations on the availability of specific remedies, regardless of whether such enforceability is considered in a proceeding in equity or at law;

(e)           No Violation.  The execution and delivery of this Agreement, the consummation of the transactions contemplated by this Agreement, and the fulfillment of the terms hereof, do not conflict with, result in any breach of any of the terms and provisions of, or constitute (with or without notice or lapse of time, or both) a default under, the certificate of incorporation or bylaws of the Backup Servicer, or any indenture, agreement, mortgage, deed of trust or other instrument to which the Backup Servicer is a party or by which it is bound, or result in the creation or imposition of any lien upon any of its properties pursuant to the terms of any such indenture, agreement, mortgage, deed of trust or other instrument, or violate any law, order, rule or regulation applicable to the Backup Servicer of any court or of any federal or State regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Backup Servicer or any of its properties;

(f)            No Proceedings.  As of the date of the Underwriting Agreement, the Preliminary Prospectus Date, the Prospectus Date and the Closing Date, there are no proceedings or investigations pending or, to the Backup Servicer’s knowledge, threatened against the Backup Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Backup Servicer or its properties (i) asserting the invalidity of this Agreement, (ii) seeking to prevent the consummation of any of the transactions contemplated by this Agreement, or (iii) seeking any determination or ruling that might materially and adversely affect the performance by the Backup Servicer of its obligations under, or the validity or enforceability of, this Agreement or otherwise be material to the Noteholders, except as otherwise may be disclosed in the Preliminary Prospectus and the Prospectus; and

(g)           No Consents.  The Backup Servicer is not required to obtain the consent of any other party or any consent, license, approval or authorization, or registration or declaration with, any governmental authority, bureau or agency in connection with the execution, delivery, performance, validity or enforceability of this Agreement.

Section 2.3.       Backup Servicing Termination.

(a)           Prior to the time the Backup Servicer receives a Transfer Notice, this Agreement may be terminated upon delivery of thirty (30) days advance written notice to the Backup Servicer of such termination.  This Agreement shall be terminated pursuant to the previous sentence if (A) (i) the Servicer notifies the Issuing Entity in writing that the Servicer has engaged a replacement backup servicer or a Successor Servicer, (ii) the agreement with such replacement backup servicer or Successor Servicer, as the case may be, is reasonably satisfactory to the Issuing Entity in form and substance and (iii) the identity of such replacement backup servicer or Successor Servicer, as the case may be, is acceptable to the Issuing Entity in its sole discretion, (B) Xxxxx’x shall have been given at least 10 Business Days’ prior notice thereof and shall have not notified the Issuing Entity and the Indenture Trustee that such action will result in a reduction or withdrawal of the then current rating of any Class of the Notes or (C) CNH Global N.V.’s long term unsecured debt credit rating by Xxxxx’x rises to “Ba2” or higher.

(b)           Prior to the time the Backup Servicer receives a Transfer Notice, the Backup Servicer may resign as Backup Servicer under this Agreement for any reason in its sole judgment and discretion upon delivery of one hundred twenty (120) days advance written notice (“Resignation Notice”) to the Issuing Entity of such resignation.  In the event that the Backup Servicer delivers a Resignation Notice pursuant to the foregoing sentence, the Servicer agrees to cooperate with the Issuing Entity, and to take such actions as the Issuing Entity may reasonably request, in order to appoint a replacement backup servicer as promptly as possible. If a successor Backup Servicer has not accepted appointment as the Successor Backup Servicer pursuant to Section 2.3(c) by the last day of such 120 day period, this Agreement shall terminate on the last day of such period.

(c)           The Issuing Entity may appoint a replacement backup servicer to serve as the backup servicer hereunder (a “Successor Backup Servicer”).  Provided that the Successor Backup Servicer has executed a written assumption instrument acceptable to the Issuing Entity, the Successor Backup Servicer shall become the Backup Servicer hereunder effective on the date specified in such assumption instrument, which shall be a date not later than the day the predecessor Backup Servicer ceases to perform as Backup Servicer hereunder.  The Successor Backup Servicer shall be the successor in all respects to the predecessor Backup Servicer (except with respect to responsibilities and obligations of the predecessor Backup Servicer set forth in Section 3.1) and shall be subject to all the responsibilities, duties and liabilities arising thereafter relating thereto placed on the predecessor Backup Servicer and shall be entitled to the Backup Servicing Fee and all the rights granted to the predecessor Backup Servicer by this Agreement.  None of the Backup Servicer, the Indenture Trustee, the Issuing Entity, the Administrator, the Trustee or any other Successor Backup Servicer shall be deemed to be liable for or in breach of any obligations hereunder due to any act or omission of a predecessor Backup Servicer.

Section 2.4. Backup Servicer Fees; Payment of Expenses by Backup Servicer.  Unless and until the Backup Servicer or another Person is appointed as Successor Servicer, on the Payment Date relating to the Initial Collection Period and each Payment Date thereafter the Backup Servicer shall be entitled to receive the Backup Servicer Fees in accordance with the terms of the Sale and Servicing Agreement and the Indenture.  The Backup Servicer shall further receive all reimbursable Backup Servicer Expenses in accordance with the terms of the Sale and Servicing Agreement and the Indenture.  The Backup Servicer shall be required to pay all other expenses incurred by it in connection with its activities under this Agreement (including taxes imposed on the Backup Servicer and all expenses incurred in connection with reports to the Issuing Entity).

ARTICLE III

THE BACKUP SERVICER

Section 3.1. Liability of Backup Servicer; Indemnities.

(a) The Backup Servicer shall be liable hereunder only to the extent of the obligations in this Agreement specifically undertaken by the Backup Servicer and the representations made by the Backup Servicer.  Other than as specifically set forth in this Backup Servicing Agreement, the Backup Servicer shall have no obligation to supervise, verify, monitor or administer the performance of the Servicer and shall have no liability for any action taken or omitted by the Servicer.

(b) The Backup Servicer shall indemnify, defend and hold harmless the Servicer, the Issuing Entity and their respective officers, trustees, directors, agents and employees from and against any and all costs, expenses, losses, claims, damages and liabilities to the extent that such cost, expense, loss, claim, damage or liability arose out of, or was imposed upon the Servicer or the Issuing Entity through the Backup Servicer’s breach of this Agreement, the negligence, willful misfeasance or bad faith of the Backup Servicer in the performance of its duties under this Agreement or by reason of reckless disregard of its obligations and duties under this Agreement.

(c) The Servicer shall indemnify, defend and hold harmless the Backup Servicer and its respective officers, directors, agents and employees from and against any and all costs, expenses, losses, claims, damages and liabilities to the extent that such cost, expense, loss, claim, damage or liability arose out of, or was imposed upon the Backup Servicer through the Servicer’s breach of this Agreement, the negligence, willful misfeasance or bad faith of the Servicer in the performance of its duties under this Agreement or by reason of reckless disregard of its obligations and duties under this Agreement.

(d) The Issuing Entity shall (solely from amounts paid pursuant to Section 5.6(b)(xi) of the Sale and Servicing Agreement) indemnify, defend and hold harmless the Backup Servicer and its respective officers, directors, agents and employees from and against any and all costs, expenses, losses, claims, damages and liabilities to the extent that such cost, expense, loss, claim, damage or liability arose out of, or was imposed

upon the Backup Servicer through the Issuing Entity’s breach of this Agreement, the negligence, willful misfeasance or bad faith of the Issuing Entity in the performance of its duties under this Agreement or by reason of reckless disregard of its obligations and duties under this Agreement.

(e) The Backup Servicer may accept and reasonably rely on all accounting and servicing records and other documentation provided to the Backup Servicer by or at the direction of the Servicer, including documents prepared or maintained by any Originator, or Servicer, or any party providing services related to the Receivables (collectively “Third Party”).  The Servicer agrees to indemnify (subject to the limitation provided in Section 3.2 below) and hold harmless the Backup Servicer, its respective officers, employees and agents against any and all claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments, and any other costs, fees and expenses that the Backup Servicer may sustain in any way related to the negligence, willful misfeasance or bad faith of any Third Party with respect to the Receivables.  The Backup Servicer shall have no duty, responsibility, obligation or liability (collectively “Liability”) for the acts or omissions of any such Third Party.  If any error, inaccuracy or omission (collectively “Error”) exists in any information provided to the Backup Servicer of which it is not aware and such Errors cause or materially contribute to the Backup Servicer making or continuing any Error (collectively “Continuing Errors”), the Backup Servicer shall have no liability for such Continuing Errors; provided, however, that this provision shall not protect the Backup Servicer against any liability which would otherwise be imposed by reason of willful misconduct, bad faith or negligence in failing to discover or correct any Error or in the performance of its duties contemplated herein.

In the event the Backup Servicer becomes aware of Errors and/or Continuing Errors which, in the opinion of the Backup Servicer, impair its ability to perform its services hereunder, the Backup Servicer shall promptly notify the Servicer and the Indenture Trustee of such Errors and/or Continuing Errors.  The Backup Servicer shall discuss such Errors with the Servicer, and the Servicer and the Backup Servicer shall use their reasonable efforts to correct such Errors.  If after such discussion such Errors are not promptly corrected, with the prior consent of the Indenture Trustee, the Backup Servicer may undertake to reconstruct any data or records appropriate to correct such Errors and/or Continuing Errors and to prevent future Continuing Errors.  The Backup Servicer shall be entitled to recover its costs thereby expended as Backup Servicer Expenses in accordance with the Sale and Servicing Agreement and the Indenture.

(f) Indemnification under this Article shall include, without limitation, reasonable fees and expenses of counsel (including but not limited to counsel who may be employees of the Backup Servicer) and expenses of litigation.  If the indemnifying party has made any indemnity payments pursuant to this Article and the recipient thereafter collects any of such amounts from others, the recipient shall promptly repay such amounts collected to the indemnifying party, together with any interest earned thereon.

(g) The provisions of this Section shall survive the termination of this Agreement.

Section 3.2. Limitation on Liability.  Neither the Backup Servicer, the Servicer, the Issuing Entity nor any of their respective directors or officers or employees or agents shall be under any liability to the other, or any party to the Basic Documents except as provided in this Agreement, for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement; provided, however, that this provision shall not protect the Backup Servicer, the Servicer, the Issuing Entity or any such Person against any liability that would otherwise be imposed by reason of a breach of this Agreement, the inaccuracy of any of their respective representations or warranties set forth in this Agreement or willful misfeasance, bad faith or negligence in the performance of their respective duties, by reason of reckless disregard of obligations and duties under this Agreement or any violation of law by the Backup Servicer, the Servicer, the Issuing Entity or such Person, as the case may be.  The Backup Servicer, the Servicer, the Issuing Entity and any of their respective directors, officers, employees or agents may rely in good faith on the advice of counsel (including but not limited to counsel who may be employees of the Backup Servicer or the Servicer, as the case may be) or on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising under this Agreement.

Section 3.3. Corporate Existence.  The Backup Servicer shall maintain its existence and rights as a corporation under the laws of the jurisdiction of its incorporation, and will obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which the failure to so qualify would have an adverse effect on the validity or enforceability of any Receivable or this Agreement or on the ability of the Backup Servicer to perform its duties under this Agreement.

Section 3.4. Insurance.  The Backup Servicer shall maintain adequate insurance in amounts and with terms customarily subscribed by companies in the same industry performing similar functions to those of the Backup Servicer in its role as Backup Servicer or Successor Servicer, as applicable.

Section 3.5. Compliance with Laws.  The Backup Servicer covenants with the parties hereto that, upon the expiration of the Transfer Period, the practices used or to be used by the Backup Servicer to monitor collections with respect to the Contracts and repossess and dispose of the Financed Equipment related to the contracts will be, in all material respects, legal, proper and in conformity with the requirements of all applicable federal and State laws, rules and regulations.  Upon the expiration of the Transfer Period, the Backup Servicer will be in possession of all State and local licenses (including all debt collection licenses) required for it to perform its services hereunder and under the Sale and Servicing Agreement, and none of such licenses shall have been suspended, revoked or terminated.

Section 3.6. Backup Servicer Legal Proceedings.  At any time when the Backup Servicer’s reporting obligations under Section 15(d) of the Exchange Act are not suspended, the Backup Servicer shall notify the Servicer within 5 Business Days of the date that the Backup Servicer becomes aware of (a) the initiation of any legal proceedings against the Backup Servicer, or of which any property of the Backup Servicer is subject, that are material to the Noteholders, (b) any developments in any such proceedings that are material to the Noteholders and (c) any such material proceedings that are contemplated by any governmental authority against the Backup Servicer or any property of the Backup Servicer that are material to the

Noteholders; provided, however that in each case notice need not be provided to the extent disclosure of same would not be required pursuant to the terms of Regulation AB of the Exchange Act.

ARTICLE IV

TERMINATION EVENTS

Section 4.1. Termination Event.  For purposes of this Agreement, each of the following shall constitute a Termination Event (subsections (a) through (d) shall further constitute a “Backup Servicer Event of Default”):

(a) Failure on the part of the Backup Servicer duly to observe or perform in any material respect any covenant or agreement of the Backup Servicer set forth in this Agreement, which failure continues unremedied for a period of 30 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Backup Servicer by the Servicer; or

(b) (i) The commencement of an involuntary case under the federal bankruptcy laws, as now or hereinafter in effect, or another present or future federal or State bankruptcy, insolvency or similar law and such case is not dismissed within 60 days; or (ii) the entry of a decree or order for relief by a court or regulatory authority having jurisdiction in respect of the Backup Servicer in an involuntary case under the federal bankruptcy laws, as now or hereafter in effect, or another present or future, federal or State, bankruptcy, insolvency or similar law, or appointing a receiver, liquidator, assignee, trustee, custodian, sequestrator or other similar official of the Backup Servicer or of any substantial part of its properties or ordering the winding up or liquidation of the affairs of the Backup Servicer; or

(c) The commencement by the Backup Servicer of a voluntary case under the federal bankruptcy laws, as now or hereafter in effect, or any other present or future federal or State bankruptcy, insolvency or similar law, or the consent by the Backup Servicer to the appointment of or taking possession by a receiver, liquidator, assignee, trustee, custodian, sequestrator or other similar official of the Backup Servicer or of any substantial part of its property or the making by the Backup Servicer of an assignment for the benefit of creditors or the failure by the Backup Servicer generally to pay its debts as such debts become due or the taking of corporate action by the Backup Servicer in furtherance of any of the foregoing; or

(d) Any representation, warranty or statement of the Backup Servicer made in this Agreement or any certificate, report or other writing delivered by the Backup Servicer pursuant hereto shall prove to be incorrect in any material respect as of the time when the same shall have been made and, within thirty (30) days after written notice thereof shall have been given to the Backup Servicer by the Servicer, the circumstances or condition in respect of which such representation, warranty or statement was incorrect shall not have been waived, eliminated or otherwise cured; or

(e) Failure on the part of the Backup Servicer to receive Backup Servicer Fees or Backup Servicer Expenses as and when due as set forth in the Sale and Servicing Agreement and the Indenture, which failure shall not be cured within twenty (20) days after the date on which written notice of such failure shall have been received by the Servicer and the Issuing Entity; or

(f) Failure on the part of the Backup Servicer to notify the Servicer as required pursuant to Section 3.6.

Section 4.2. Consequences of a Termination Event.

(a) If a Backup Servicer Event of Default (as defined in Section 4.1 above) shall occur and be continuing, the Servicer may, by notice given in writing to the Backup Servicer, terminate all of the rights and obligations of the Backup Servicer under this Agreement, except as set forth in Sections 3.1(b), (c), (d), (e) and (f).  On or after the receipt by the Backup Servicer of such written notice, all authority, power, obligations and responsibilities of the Backup Servicer under this Agreement shall be terminated (other than Section 3.1(b), (c), (d), (e) and (f)).  The terminated Backup Servicer agrees to cooperate with the Servicer in effecting the termination of the responsibilities and rights of the terminated Backup Servicer under this Agreement.

(b) Notwithstanding any other provision of this Agreement, in the event of a Termination Event pursuant to Section 4.1(e), this Agreement shall terminate upon expiration of the given cure period, and the Backup Servicer shall then have no obligations or responsibilities under this Agreement, except as set forth in Section 3.1(b) and (f).

ARTICLE V

MISCELLANEOUS PROVISIONS

Section 5.1. Waiver; Amendment.  Neither this Agreement nor any provision hereof may be waived, amended or modified orally, but only by an instrument in writing signed by the Servicer, the Seller, the Backup Servicer, the Indenture Trustee and the Issuing Entity; provided that any such amendment shall not materially and adversely affect the interests of any Noteholder; provided, further, that any such amendment shall be deemed not to materially and adversely affect the interests of any Noteholder if any of the following conditions is satisfied:

(i) the Servicer delivers an Opinion of Counsel to the Backup Servicer to the effect that such amendment will not materially and adversely affect the interests of the Noteholders; or

(ii) the Servicer delivers an Officer’s Certificate of the Servicer to the Backup Servicer to the effect that such amendment will not materially and adversely affect the interests of the Noteholders.

An amendment shall be deemed not to adversely affect in any material respect the interests of any Noteholders of a Class of Notes if the Rating Agency Condition has been satisfied with respect to such amendment for such Class of Notes.

Prior to the execution of any such amendment or consent, the Servicer shall furnish written notification of the substance of such amendment or consent to each of the Rating Agencies.

Notwithstanding anything herein to the contrary (other than as provided in the following paragraph), any term or provision of this Agreement may be amended by the Servicer and the Seller without the consent of the Noteholders or any other Person to add, modify or eliminate any provisions as may be necessary or advisable in order to comply with or obtain more favorable treatment under or with respect to any law or regulation or any accounting rule or principle (whether now or in the future in effect); it being a condition to any such amendment that the Rating Agency Condition shall have been satisfied.

With respect to any amendment pursuant to this Section 5.1, if any amendment or supplement would either: (1) materially and adversely affect any of the Counterparties’ rights or obligations under an Interest Rate Swap Agreement or any other Basic Document; or (b) materially and adversely modify the obligations of, or materially and adversely impact the ability of, the Trust to fully perform any of the Trust’s obligations under an Interest Rate Swap Agreement, the Trust and the Indenture Trustee shall be required to first obtain the written consent of the applicable Counterparties to the affected Interest Rate Swap Agreements before entering into any such amendment or supplement (which consent shall not be unreasonably withheld).  In addition, the Counterparties have the right to receive prior notice to any amendment or supplement to this Agreement.

Section 5.2. Governing Law.  THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES UNDER THIS AGREEMENT SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Section 5.3. Severability of Provisions.  If any one or more of the covenants, agreements, provisions or terms of this Agreement shall be for any reason whatsoever held invalid, then such covenants, agreements, provisions or terms shall be deemed severable from the remaining covenants, agreements, provisions or terms of this Agreement and shall in no way affect the validity or enforceability of the other provisions of this Agreement.

Section 5.4. Assignment.  Notwithstanding anything to the contrary contained in this Agreement, this Agreement may not be assigned by the Backup Servicer without the prior written consent of the Servicer.

Section 5.5. Third-Party Beneficiaries.  This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and permitted assigns.  Nothing in this Agreement, express or implied, shall give to any Person, other than the parties hereto, their successors hereunder and the Persons entitled to be indemnified pursuant to Section 3.1, any benefit or any legal or equitable right, remedy or claim under this Agreement.

Section 5.6. Counterparts.  For the purpose of facilitating its execution and for other purposes, this Agreement may be executed simultaneously in any number of counterparts, each

of which counterparts shall be deemed to be an original, and all of which counterparts shall constitute but one and the same instrument.

Section 5.7. Notices.  All demands, notices and communications under this Agreement shall be in writing, personally delivered or mailed, or by facsimile transmission: (a) in the case of the Backup Servicer, at the following address: 0000 Xxxxxxx Xxxx, Xx. Xxxxxx, Xxxxxxxx 00000 Attention: Xxxx X. Xxxxxxxx and Xxxxxx X. Xxxx, Facsimile Number (000) 000-0000; (b) in the case of the Servicer, at the following address: New Holland Credit Company, LLC, 00 Xxxxx Xxxxxxxx Xxxxxx, Xxx Xxxxxxx, Xxxxxxxxxxxx 00000, Attention: Finance Manager, Facsimile Number (000) 000-0000; with a copy to: New Holland Credit Company, LLC, 0000 Xxxxxxxx Xxxxxxxxx, Xxxx Xxxxx, Xxxxxxxx 00000, Attention: Assistant Treasurer, Facsimile Number (000) 000-0000; (c) in the case of the Issuing Entity, at the following address: CNH Equipment Trust 2008-A, in care of Wilmington Trust Company, Xxxxxx Square North, 0000 Xxxxx Xxxxxx Xxxxxx, Xxxxxxxxxx, Xxxxxxxx 00000 Attention: Corporate Trust Administration, Facsimile Number (000) 000-0000; (d) in the case of the Seller, to CNH Capital Receivables LLC, 0000 Xxxxxxxx Xxxxxxxxx, Xxxx Xxxxx, Xxxxxxxx 00000, Attention: Assistant Treasurer, Facsimile Number (000) 000-0000; (e) in the case of the Indenture Trustee, at its Corporate Trust Office; and (f) in the case of any Counterparty, at the address set forth in Section 11.4(c) of the Indenture; or at such other address or facsimile number as shall be designated by any such party in a written notice to the other parties.  All such notices and communications shall be effective, upon receipt, or in the case of (i) notice by mail, five days after being deposited in the United States mail, first class postage prepaid, (ii) notice by telex, when telexed against receipt of answer back, or (iii) notice by facsimile copy, when verbal communication of receipt is obtained.

Section 5.8. Nonpetition Covenants.  Notwithstanding any prior termination of this Agreement, the Backup Servicer, the Servicer and the Indenture Trustee shall not, prior to the date that is one year and one day after the payment in full of all securities issued by Issuing Entity or any other special purpose entity to which Seller transfers receivables, which securities are rated at issuance by a nationally recognized statistical rating organization, with respect to the Issuing Entity or the Seller, acquiesce, petition or otherwise invoke or cause the Issuing Entity or the Seller to invoke the process of any court or governmental authority for the purpose of commencing or sustaining a case against the Issuing Entity or the Seller under any federal or state bankruptcy, insolvency or similar law or appointing a receiver, liquidator, assignee, trustee, custodian, sequestrator or other similar official of the Issuing Entity or the Seller or any substantial part of its property, or ordering the winding up or liquidation of the affairs of the Issuing Entity or the Seller.  The foregoing shall not limit the right of the Backup Servicer, the Servicer or the Indenture Trustee to file any claim in or otherwise take any action with respect to any such insolvency proceeding that was instituted against the Issuing Entity or the Seller by any Person other than the Backup Servicer, the Servicer or the Indenture Trustee.

Section 5.9. Term.  The provisions of this Agreement and the duties and obligations of the Backup Servicer hereunder shall commence on the date hereof and shall continue in full force and effect until either (i) if SST is not then the Successor Servicer, the Notes have been repaid in their entirety or (ii) the Pool Balance equals zero, unless earlier terminated pursuant to the terms of this Agreement.

Section 5.10. Limitation of Liability of Trustee.  Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by Wilmington Trust Company, not in its individual capacity but solely in its capacity as Owner Trustee of the Issuing Entity, and in no event shall Wilmington Trust Company, in its individual capacity, or any beneficial owner of the Issuing Entity have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuing Entity hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuing Entity.

Section 5.11. Miscellaneous.  In connection with its execution and performance of this Agreement, the Issuing Entity is entitled to all rights, privileges, benefits and indemnities provided to it under the Sale and Servicing Agreement.

Section 5.12. Confidentiality.  SST shall maintain, and shall cause each officer, employee and agent of itself and its affiliates to maintain, the confidentiality of this Backup Servicing Agreement, the Basic Documents and all other confidential proprietary information with respect to the Servicer, CNH Capital America LLC, the Seller and CNH Global N.V. and their affiliates and successors and each of their respective businesses obtained by SST in connection with the structuring, negotiation and execution of the transactions contemplated herein and in the other Basic Documents or as otherwise provided to SST from time to time due to its role as Backup Servicer or Successor Servicer, except for information that has become publicly available or information disclosed (i) to legal counsel, accountants and other professional advisors to SST, (ii) as required by law, regulation or legal process, (iii) in connection with any legal or regulatory proceeding to which SST or any of their affiliates is subject or (iv) any other disclosure with the prior written consent of CNHCA.

Section 5.13. Information Requests.  The parties hereto shall provide any information reasonably requested by the Servicer or the Seller or any of their Affiliates, at the expense of such party, in order to comply with or obtain more favorable treatment under any current or future law, rule, regulation, accounting rule or principle.

Section 5.14. Notice to Xxxxx’x.  The Servicer shall notify Xxxxx’x upon the termination of this Agreement pursuant to Section 2.3 or the termination of SST as Backup Servicer pursuant to Section 4.2.

Section 5.15. Form 8-K Filings.  So long as the Seller is filing Exchange Act Reports with respect to the Issuer, the Backup Servicer shall promptly notify the Seller, but in no event later than five (5) Business Days after its occurrence, of any Reportable Event of which a Responsible Officer of the Backup Servicer has actual knowledge (other than a Reportable Event described in clause (a) or (b) of the definition thereof as to which the Seller or the Servicer has actual knowledge).  The Backup Servicer shall be deemed to have actual knowledge of any such event to the extent that it relates to the Backup Servicer in its individual capacity or any action by the Backup Servicer under this Agreement.

Section 5.16. Indemnification.

(a) The Backup Servicer shall indemnify the Seller, each Affiliate of the Seller or each Person who controls any of such parties (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act) and the respective present and former directors, officers, employees and agents of each of the foregoing, and shall hold each of them harmless from and against any losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs, judgments, and any other costs, fees and expenses that any of them may sustain arising out of or based upon:

(i) (A) any untrue statement of a material fact contained in any information provided in writing by the Backup Servicer to the Seller or its affiliates under Sections 3.6 or 5.15 (such information, the “Provided Information”), or (B) the omission to state in the Provided Information a material fact required to be stated in the Provided Information, or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, by way of clarification, that clause (B) of this paragraph shall be construed solely by reference to the related information and not to any other information communicated in connection with a sale or purchase of securities, without regard to whether the Provided Information or any portion thereof is presented together with or separately from such other information; or

(ii) any failure by the Backup Servicer to deliver any information report, or other material when and as required under Sections 3.6 or 5.15.

(b) In the case of any failure of performance described in clause (a)(ii) of this Section, the Backup Servicer shall promptly reimburse the Seller for all costs reasonably incurred in order to obtain the information, report or other material not delivered as required by the Backup Servicer.

(c) Notwithstanding anything to the contrary contained herein, in no event shall the Backup Servicer be liable under this Section 5.16 for special, indirect or consequential damages of any kind whatsoever, including but not limited to lost profits, even if the Backup Servicer has been advised of the likelihood of such loss or damage and regardless of the form of action.

(d) Depositor agrees to pay, and to protect, indemnify and save harmless the Backup Servicer, and its respective officers, directors, shareholders, employees, agents and each person, if any, who controls the Backup Servicer, within the meaning of either Section 15 of the Securities Act or Section 20 of the Exchange Act, from and against, any and all claims, losses, liabilities (including penalties), actions, suits, judgments, demands, damages, costs or expenses (including reasonable fees and expenses of attorneys or, as necessary, consultants and auditors and reasonable costs of investigations) (collectively, “Backup Servicer Losses”) of any nature to the extent such Backup Servicer Losses arise out of or are based upon any untrue statement of a material fact contained under the heading “Depositor” in the base prospectus contained in the Preliminary Prospectus and the Prospectus or any omission to state under the heading “Depositor” in the base prospectus contained in the Preliminary Prospectus and the Prospectus a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstance under which they were made, not misleading.  Notwithstanding anything to the contrary

contained herein, in no event shall the Depositor be liable under this Section 5.16 for special, indirect or consequential damages of any kind whatsoever, including but not limited to lost profits, even if the Depositor has been advised of the likelihood of such loss or damage and regardless of the form of action.

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IN WITNESS WHEREOF, the Servicer, the Issuing Entity, the Backup Servicer, the Seller and the Indenture Trustee have caused this Backup Servicing Agreement to be duly executed by their respective officers as of the day and year first above written.

	NEW HOLLAND CREDIT COMPANY, LLC,
	as Servicer
	By:	/s/ Xxxxxx X. Xxxxxxxx
	Name:	Xxxxxx X. Xxxxxxxx
	Title:	Assistant Treasurer
	CNH CAPITAL RECEIVABLES LLC,
	as Seller
	By:	/s/ Xxxxxx X. Xxxxxxxx
	Name:	Xxxxxx X. Xxxxxxxx
	Title:	Assistant Treasurer
	CNH EQUIPMENT TRUST 2008-A,
	as Issuing Entity
	By:		Wilmington Trust Company, not in its individual capacity but solely as Trustee
	By:		/s/ Xxxxx X. Xxxxxx
	Name:		Xxxxx X. Xxxxxx
	Title: Financial Services Officer
	SYSTEMS & SERVICES TECHNOLOGIES, INC., as Backup Servicer
	By:			/s/ Xxxxxx Xxxxxx
	Name:			Xxxxxx Xxxxxx
	Title: Secretary

ACKNOWLEDGED AND AGREED:

THE BANK OF NEW YORK TRUST
COMPANY, N.A., not in its individual
capacity but solely as Indenture Trustee

By:	/s/ Xxxxx Xxxxxxxxxx
Name:	Xxxxx Xxxxxxxxxx
Title:	Vice President

SCHEDULE I

DESCRIPTION OF VERIFICATION AND CONFIRMATION DUTIES

(BACKUP SERVICING)

The Backup Servicer shall provide the following services related to backup servicing in connection with the Contracts.

(i)            The Backup Servicer will work with the Servicer’s personnel to obtain the necessary systems and data information from the servicing systems in use by the Servicer (the “Initial Data File Data Layouts and Definitions” as set forth in Appendix A).  Using this information, the Backup Servicer will create a set of conversion routines and database mapping programs, as necessary, that will enable the Backup Servicer to receive data from the Servicer on a monthly basis (at the time and in the manner specified in Section 2.1(a) of the Backup Servicing Agreement) and to ensure that the data is readable.

(ii)           On a monthly basis, commencing with the Initial Collection Period, the Backup Servicer shall (x) verify receipt of the monthly data files, as set forth in Appendix B, required to be delivered by the Servicer (at the time and in the manner specified in Section 2.1(a) of the Backup Servicing Agreement) and (y) verify that the records and data contained in the monthly data files are in a readable format.

(iii)          On the 10th Business Day after receipt of the monthly data files and the Servicer’s Certificate from the Servicer (“Backup Servicer Notice Date”), the Backup Servicer shall notify the Servicer that (i) the Backup Servicer has reviewed the monthly data files for the related Collection Period, (ii) a review of the information concerning delinquency aging, defaults and ending Contract Value reflected on the Servicer’s Certificate has been made and (iii) to the best of SST’s knowledge using its best reasonable efforts, the data in such monthly data files ties to such items on the Servicer’s Certificate, resulting in no discrepancies between them.  If the preceding statement cannot be made in the affirmative, on or by the Backup Servicer Notice Date, SST shall notify the Servicer of the nature of any and all discrepancies.  The Backup Servicer and the Servicer shall attempt to reconcile all discrepancies with respect to such Servicer’s Certificate.  The effect, if any, of such reconciliation shall be reflected in the next succeeding Servicer’s Certificate.

APPENDIX A

INITIAL DATA FILE DATA LAYOUTS AND DEFINITIONS

Record length = 100		LOS01
DESCRIPTION		START		END		POS		ANNOTATIONS
ENTITY		001		005		5
COST CENTER		006		011		6
POOL IDENTIFIER		012		014		3
SUB POOL IDENTIFIER		015		024		10
CUSTOMER #		025		034		10
NOTE #		035		042		8
MT CODE		043		045		3
TRANSACTION CODE		046		047		2		WILL HAVE ‘MT’ IF FEED IS FROM MT, OTHERWISE THE CL TRANS. CODE.
TRANSACTION CODE QUALIFIER		048		049		2
TRANSACTION DATE		050		057		8		CCYYMMDD
BUSINESS LINE		058		059		2
ACKTBL TRANSACTION CODE		060		062		3
TRANSACTION AMOUNT		063		079		17
SIGN		063		063		1
DOLLARS		064		076		13
DECIMAL		077		077		1
CENTS		078		079		2
GL ACCOUNT NUMBER		080		093		14
ACCOUNT		080		089		10
SUB ACCOUNT NUMBER		090		093		4
VARIABLE RATE TYPE		094		095		2
FILLER		094		100		5

Record length = 3775		SS01
DESCRIPTION		START		END		POS.		ANNOTATIONS
ACCOUNT #		0001		0026		26
BANK CODE		0001		0002		2
BRANCH CODE		0003		0005		3
RETAIL/LEASE CODE		0006		0008		3
CUSTOMER #		0009		0018		10
NOTE #		0019		0026		8
POOL IDENTIFIER		0027		0029		3
SUB POOL IDENTIFIER		0030		0039		10
CONTRACT DATE		0040		0047		8		CCYYMMDD
ORIGINAL MATURITY DATE		0048		0055		8		CCYYMMDD
CURRENT MATURITY DATE		0056		0063		8		CCYYMMDD
ORIGINAL AMOUNT FINANCED		0064		0080		17
SIGN		0064		0064		1
DOLLARS		0065		0077		13
DECIMAL		0078		0078		1
CENTS		0079		0080		2
CURRENT OBLIGOR BALANCE		0081		0097		17
SIGN		0081		0081		1

A-1

DOLLARS		0082		0094		13
DECIMAL		0095		0095		1
CENTS		0096		0097		2
CURRENT HOLDER BALANCE		0098		0114		17
SIGN		0098		0098		1
DOLLARS		0099		0111		13
DECIMAL		0112		0112		1
CENTS		0113		0114		2
FIRST DUE DATE		0115		0122		8		CCYYMMDD
NEXT DUE DATE		0123		0130		8		CCYYMMDD
NEXT PAYMENT AMOUNT		0131		0147		17
SIGN		0131		0131		1
DOLLARS		0132		0144		13
DECIMAL		0145		0145		1
CENTS		0146		0147		2
CURRENT INTEREST RATE (APR)		0148		0155		8
SIGN		0148		0148		1
LEFT OF DECIMAL		0149		0149		1
DECIMAL		0150		0150		1
RIGHT OF DECIMAL		0151		0155		5
ORIGINAL TERMS		0156		0158		3
PAYMENT METHOD		0159		0159		1		C=COUPON
								A=ACH
								B=XXXX
								N=NO XXXX
INTEREST TYPE		0160		0161		2		00 = SIMPLE INTEREST
								01=SIMPLE INTEREST
								02=78’S INTEREST
								03=STRIGHT LINE INTEREST
								04=SIMPLE INTEREST (ON SCHEDULED PRIN. BAL.) FOR LOANS W/AMORTIZED PAYMENT SCHEDULE.
								05=SIMPLE INT. AVERAGE BAL.
								07=SIMPLE INT. W/BALANCE

DESCRIPTION		START		END		POS.		ANNOTATIONS
								SPREAD RATE ADJ.
								08=ACTURIAL
								09=SUM OF BALANCE
# OF DAYS LATE TO ASSESS LATE FEES		0162		0164		3
LATE FEE AMOUNT		0165		0181		17
SIGN		0165		0165		1
DOLLARS		0166		0178		13
DECIMAL		0179		0179		1
CENTS		0180		0181		2
LATE FEE PERCENT		0182		0189		8
SIGN		0182		0182		1

A-2

LEFT OF DECIMAL		0183		0183		1
DECIMAL		0184		0184		1
RIGHT OF DECIMAL		0185		0189		5
INTEREST PAID THROUGH DATE		0190		0197		8		CCYYMMDD
INTEREST ACCRUED/UNPAID AT TRANSFER		0198		0214		17
SIGN		0198		0198		1
DOLLARS		0199		0211		13
DECIMAL		0212		0212		1
CENTS		0213		0214		2
LATE FEES DUE		0215		0231		17
SIGN		0215		0215		1
DOLLARS		0216		0228		13
DECIMAL		0229		0229		1
CENTS		0230		0231		2
OTHER AMOUNT DUE		0232		0248		17
SIGN		0232		0232		1
DOLLARS		0233		0245		13
DECIMAL		0246		0246		1
CENTS		0247		0248		2
REMAINING TERM		0249		0251		3
CHARGE OFF DATE		0252		0259		8		CCYYMMDD
CHARGE OFF AMOUNT		0260		0276		17
SIGN		0260		0260		1
DOLLARS		0261		0273		13
DECIMAL		0274		0274		1
CENTS		0275		0276		2
CONTRACT STATE (DEALER)		0277		0278		2
LAST PAYMENT DATE		0279		0286		8		CCYYMMDD
TIMES PAST DUE DATA (1st occ. Info. Below)		0287		0306		20		OCCURS 5 TIMES
SIGN		0287		0287		1		OCC 1 = 10 DAYS PAST DUE
DAYS		0288		0290		3		OCC 2 = 30 DAYS PAST DUE
								OCC 3 = 60 DAYS PAST DUE
								OCC 4 = 90 DAYS PAST DUE
								OCC 5 = 120 DAYS PAST DUE
NUMBER OF NSF CHECKS		0307		0308		2
BUY-BACK (CLOSEOUT FEE)		0309		0316		8
SIGN		0309		0309		1
LEFT OF DECIMAL		0310		0310		1
DECIAML		0311		0311		1
RIGHT OF DECIMAL		0312		0316		5
BRANCH/REGION/PROCESSING CENTER		0317		0319		3
ORIGINATOR APPLICATION NUMBER		0320		0329		10
ORIGINATOR FUNDING DATE		0330		0337		8		CCYYMMDD
PAY AHEAD BALANCE		0338		0354		17
SIGN		0338		0338		1

DESCRIPTION		START		END		POS.		ANNOTATIONS
DOLLARS		0339		0351		13
DECIMAL		0352		0352		1
CENTS		0353		0354		2
TITLE STATE		0355		0356		2

A-3

RECOURSE CODE		0357		0357		1
PDI INSURANCE		0358		0358		1		R=XXXXXX-XXXX
								U=UNIVERSAL
								F=FIREMANS’S FUND
								G=EPG
								O=OTHER
								SPACE=NONE
LIFE INSURANCE		0359		0359		1		M=AMERICAN MODERN (USA)
								P=PACIFIC LIFE (CANADA)
								SPACE=NONE
LIABILITY INSURANCE		0360		0360		1		E=ELPA
								SPACE=NONE
DISABILITY INSURANCE		0361		0361		1		M=AMERICAN MODERN
								SPACE=NONE
ESPP INSURANCE		0362		0362		1		G=EPG
								SPACE=NONE
RESIDUAL INSURANCE		0363		0363		1		P=PACIFIC LIFE (CANADA)
								SPACE=NONE
LOAN STATUS		0364		0364		1		A=ACTIVE
								C=CLOSED
								D=ACCOUNT IN REPOESSION BUT NOT IN BANKRUPTCY.
REPO BALANCE		0365		0381		17
SIGN		0365		0365		1
DOLLARS		0366		0378		13
DECIMAL		0379		0379		1
CENTS		0380		0381		2
REPO ESTIMATED LOSS		0382		0398		17
SIGN		0382		0382		1
DOLLARS		0383		0395		13
DECIMAL		0396		0396		1
CENTS		0397		0398		2
INTEREST START DATE		0399		0406		8		CCYYMMDD
FIXED OR VARIABLE		0407		0407		1		F=FIXED
								V=VARIABLE
VARIABLE INDEX ADDITION		0408		0415		8
SIGN		0408		0408		1
LEFT OF DECIMAL		0409		0409		1
DECIMAL		0410		0410		1
RIGHT OF DECIMAL		0411		0415		5
VARIABLE FLOOR		0416		0423		8
SIGN		0416		0416		1
LEFT OF DECIMAL		0417		0417		1
DECIMAL		0418		0418		1
RIGHT OF DECIMAL		0419		0423		5
VARIABLE CEILING		0424		0431		8
SIGN		0424		0424		1
LEFT OF DECIMAL		0425		0425		1
DECIMAL		0426		0426		1

A-4

RIGHT OF DECIMAL		0427		0431		5
STOP ACCRUAL INTEREST		0432		0448		17

DESCRIPTION		START		END		POS.		ANNOTATIONS
SIGN		0432		0432		1
DOLLARS		0433		0445		13
DECIMAL		0446		0446		1
CENTS		0447		0448		2
STOP ACCRUAL DATE		0449		0456		8		CCYYMMDD
PAYMENT SCHEDULE REVIEW		0457		0457		1
RESIDUAL AMOUNT (FINANCE LEASES)		0458		0474		17
SIGN		0458		0458		1
DOLLARS		0459		0471		13
DECIMAL		0472		0472		1
CENTS		0473		0474		2
FINANCE CHARGE (PRE COMPUTED)		0475		0491		17
SIGN		0475		0475		1
DOLLARS		0476		0488		13
DECIMAL		0489		0489		1
CENTS		0490		0491		2
DUE DATE/PAYMENT AMT. INFO. (1st occ. Info. Below)		0492		2991		2500		OCCURS 100 TIMES
DUE DATE		0492		0499		8		CCYYMMDD
DUE AMOUNT		0500		0514		17
SIGN		0500		0500		1
DOLLARS		0501		0513		13
DECIMAL		0514		0514		1
CENTS		0515		0516		2
XXXX DATE/PAYMENT INFO. (1st occ. info. below)		2992		3447		456		OCCURS 6 TIMES
BILLED DUE DATE		2992		2999		8		CCYYMMDD
BILLED PRINCIPAL		3000		3016		17
SIGN		3000		3000		1
DOLLARS		3001		3013		13
DECIMAL		3014		3014		1
CENTS		3015		3016		2
BILLED INTEREST		3017		3033		17
SIGN		3017		3017		1
DOLLARS		3018		3030		13
DECIMAL		3031		3031		1
CENTS		3032		3033		2
BILLED LATE CHARGES		3034		3050		17
SIGN		3034		3034		1
DOLLARS		3035		3047		13
DECIMAL		3048		3048		1
SIGN		3049		3050		2
BILLED OTHER FEES		3051		3067		17
SIGN		3051		3051		1
DOLLARS		3052		3064		13
DECIMAL		3065		3065		1
CENTS		3066		3067		2
BILLED THROUGH DATE		3448		3455		8		CCYYMMDD

A-5

ACCRUAL BASIS YEAR		3456		3456		1		0=365-DAY YEAR
								1=360-DAY YEAR
								2=365/366-DAY YEAR
ACCRUAL BASIS MONTH		3457		3457		1		0=ACTUAL-DAYMONTH
								1=30-DAY MONTH
PAYMENT SCHEDULE INFO. (1st occ. Info. below)		3458		3637		180		OCCURS 5 TIMES
PAYMENT SCHEDULE STATUS		3458		3458		1
PAYMENT SCHEDULE TYPE		3459		3459		1
PAYMENT SCHEDULE INTERVAL		3460		3462		3
PAYMENT SCHEDULE START DATE		3463		3470		8		CCYYMMDD
PAYMENT SCHEDULE TOTAL PAYMENTS		3471		3473		3

DESCRIPTION		START		END		POS.		ANNOTATIONS
PAYMENT SCHEDULE TIMES BILLED		3474		3476		3
PAYMENT SCHEDULE AMOUNT		3477		3493		17
SIGN		3477		3477		1
DOLLARS		3478		3490		13
DECIMAL		3491		3491		1
CENTS		3492		3493		2
CURRENT PAYOFF AMOUNT		3638		3654		17
SIGN		3638		3638		1
DOLLARS		3639		3651		13
DECIMAL		3652		3652		1
CENTS		3653		3654		2
NON RECOGNIZED ACCRUED INTEREST		3655		3671		17
SIGN		3655		3655		1
DOLLARS		3656		3668		13
DECIMAL		3669		3669		1
CENTS		3670		3671		2
VARIABLE RATE TYPE		3672		3673		2		11 = CHANGES ON 15TH (USA)
								12 = CHANGES ON 20TH (USA)
								22 = CHANGES ON 15TH (CAN.)
								23 = CHANGES ON 20TH (CAN.)
RSS MONTHLY CASH FLOW		3674		3690		17
SIGN		3674		3674		1
DOLLARS		3675		3687		13
DECIMAL		3688		3688		1
CENTS		3689		3690		2
PRINCIPAL WRITE OFF AMOUNT		3691		3707		17
SIGN		3691		3691		1
DOLLARS		3692		3704		13
DECIMAL		3705		3705		1
CENTS		3706		3707		2
PAST DUE DAYS		3708		3713		6
SIGN		3708		3708		1
DAYS		3709		3713		5
PAST DUE ALTERNATE		3714		3719		6
SIGN		3714		3714		1
DAYS		3715		3719		3
RECOVERIES		3720		3736		17
SIGN		3720		3720		1
DOLLARS		3721		3733		13
DECIMAL		3734		3734		1
CENTS		3735		3736		2
FILLER		3737		3775		39

A-6

Record length = 650		SS02
DESCRIPTION		START		END		POS		XXXXXXXXXX
XXXXXXX #		000		000		00
BANK CODE		001		002		2
BRANCH CODE		003		005		3
RETAIL/LEASE CODE		006		008		3
CUSTOMER #		009		018		10
NOTE #		019		026		8
OBLIGOR MAILING ADDRESS 01		027		066		40
OBLIGOR MAILING ADDRESS 02		067		106		40
OBLIGOR MAILING ADDRESS 03		107		146		40
OBLIGOR MAILING ADDRESS 04		147		186		40
OBLIGOR MAILING CITY		187		226		40
OBLIGOR MAILING STATE		227		228		2
OBLIGOR MAILING ZIP		229		237		9
ZIP FIRST 5 POS		229		233		5
ZIP LAST 4 POS		234		237		4
OBLIGOR PHYSICAL ADDRESS 01		238		277		40
OBLIGOR PHYSICAL ADDRESS 02		278		317		40
OBLIGOR PHYSICAL ADDRESS 03		318		357		40
OBLIGOR PHYSICAL ADDRESS 04		358		397		40
OBLIGOR PHYSICAL CITY		398		437		40
OBLIGOR PHYSICAL STATE		438		439		2
OBLIGOR PHYSICAL ZIP		440		448		9
ZIP FIRST 5 POS		440		444		5
ZIP LAST 4 POS		445		448		4
OBLIGOR HOME PHONE		000		000		00
OBLIGOR HM PH AREA CODE		449		451		3
OBLIGOR HM PH FIRST 3 POS		452		454		3
OBLIGOR HM PH SECOND 4 POS		455		458		4
OBLIGOR HM PH EXTENSION		459		462		4
OBLIGOR EXTRA PH 01		463		476		14
OBLIGOR EXTRA PH 01 AREA CODE		463		465		3
OBLIGOR EXTRA PH 01 FIRST 3 POS		466		468		3
OBLIGOR EXTRA PH 01 SECOND 4 POS		469		472		4
OBLIGOR EXTRA PH 01 EXTENSION		473		476		4
OBLIGOR EXTRA PH 02		477		490		14
OBLIGOR EXTRA PH 02 AREA CODE		477		479		3
OBLIGOR EXTRA PH 02 FIRST 3 POS		480		482		3
OBLIGOR EXTRA PH 02 SECOND 4 POS		483		486		4
OBLIGOR EXTRA PH 02 EXTENSION		487		490		4
OBLIGOR EXTRA PH 03		491		504		14
OBLIGOR EXTRA PH 03 AREA CODE		491		493		3
OBLIGOR EXTRA PH 03 FIRST 3 POS		494		496		3
OBLIGOR EXTRA PH 03 SECOND 4 POS		497		500		4
OBLIGOR EXTRA XX 00 XXXXXXXXX		000		000		0

X-0

XXXXXXX E-MAIL ADDRESS		505		544		40
OBLIGOR SSN OR TAX ID NUMBER		545		553		9
OBLIGOR SSN OR TAX CODE INDICATOR		554		554		1		0 = NONE
								1 = TAX ID
								2 = SSN
OBLIGOR BIRTH DATE		555		562		8		CCYYMMDD
OBLIGOR EMPLOYER NAME		563		582		20
OBLIGOR EMPLOYER ADDRESS 01		583		600		18
OBLIGOR EMPLOYER CITY		601		615		15
OBLIGOR EMPLOYER STATE		616		617		2
OBLIGOR EMPLOYER ZIP		618		626		9
ZIP FIRST 5 POS		618		622		5
ZIP LAST 4 POS		623		626		4
OBLIGOR EMPLOYER PHONE		000		000		00
OBLIGOR EMPLOYER AREA CODE		627		629		3
OBLIGOR EMPLOYER PH FIRST 3 POS		630		632		3
OBLIGOR EMPLOYER PH SECOND 4 POS		633		636		4
OBLIGOR EMPLOYER PH EXTENSION		637		640		4
FILLER		641		650		10

RECORD LENGTH = 625		SS03
DESCRIPTION		START		END		POS.		ANNOTATIONS
ACCOUNT #		001		026		26
BANK CODE		001		002		2
BRANCH CODE		003		005		3
RETAIL/LEASE CODE		006		008		3
CUSTOMER #		009		018		10
NOTE #		019		026		8
CO-BUYER INFO. (1st occ. Info. Below)		027		215		189		OCCURS 3 TIMES
CO-BUYER FIRST NAME		027		041		15		OCC. 1 - CO BUYER INFO.
CO-BUYER INITIAL		042		042		1		OCC. 2 - 3rd PARTY INFO.
CO-BUYER LAST NAME		043		062		20		OCC. 3 - 4th PARTY INFO.
CO-BUYER NAME SUFFIX		063		065		3
CO-BUYER STREET ADDRESS		066		095		30
CO-BUYER CITY ADDRESS		096		110		15
CO-BUYER STATE		111		112		2
CO-BUYER ZIP		113		121		9
ZIP FIRST 5 POS		113		117		5
ZIP LAST 4 POS		118		121		4
CO-BUYER PHY STREET ADDRESS		122		151		30
CO-BUYER PHY CITY ADDRESS		152		166		15
CO-BUYER PHY STATE		167		168		2
CO-BUYER PHY ZIP		169		177		9
ZIP FIRST 5 POS		169		173		5
ZIP LAST 4 POS		174		177		4
CO-BUYER HOME PHONE		000		000		00
HM PH AREA CODE		178		180		3
HM PH FIRST 3 POS		181		183		3
HM PH LAST 4 POS		184		187		4
CO-BUYER EXTRA PHONE		000		000		00
EXT PH AREA CODE		188		190		3

A-8

EXT PH FIRST 3 POS		191		193		3
EXT PH LAST 4 POS		194		197		4
CO-BUYER SSN OR TAX ID NUMBER		198		206		9
CO-BUYER BIRTH DATE		207		214		8		CCYYMMDD
CO-BUYER STATUS		215		215		1		C=COAP
								G=GAURANTOR
								O=OFFICER
								P=PARTNER
								SPACE = NONE
FILLER		593		625		32

RECORD LENGTH = 125		SS04
DESCRIPTION		START		END		POS		ANNOTATIONS
ACCOUNT #		001		026		26
BANK CODE		001		002		2
BRANCH CODE		003		005		3
RETAIL/LEASE CODE		006		008		3
CUSTOMER #		009		018		10
NOTE #		019		026		8
EQUIP. SEQUENCE #		027		029		3
VEHICLE I.D. # (VIN)		030		046		17
VEHICLE MAKE		047		053		7
VEHICLE MODEL		054		060		7
VEHICLE YEAR		061		062		2
VEHICLE NEW/USED CODE		063		063		1		N = NEW
								U = USED
								S = CROSS COLLATERAL
ORIGINAL SALES PRICE		064		080		17
ORIG SALES PRICE SIGN		064		064		1
ORIG SALES PRICE DOL		065		077		13
ORIG SALES PRICE DCL		078		078		1
ORIG SALES PRICE CENTS		079		080		2
WHOLESALE PRICE		081		097		17
WHSALE SIGN		081		081		1
WHSALE DOL		082		094		13
WHSALE DCL		095		095		1
WHSALE CENTS		096		097		2
EQUIP TITLED CODE		098		098		1		Y = YES
								N = NO
EQUIP HRS AT START		099		105		7
EQUIP HRS SIGN		099		099		1
EQUIP HRS HOURS		100		104		5
EQUIP HRS DCL		105		105		1
EQUIP HRS TENTHS		106		107		2
FILLER		108		125		18

RECORD LENGTH = 300		SS05
DESCRIPTION		START		END		POS		ANNOTATIONS
ACCOUNT #		001		026		26
BANK CODE		001		002		2
BRANCH CODE		003		005		3
RETAIL/LEASE CODE		006		008		3
CUSTOMER #		009		018		10
NOTE #		019		026		8
TRANSACTION SEQ. #		027		031		5

A-9

TRANSACTION DATE		032		039		8		CCYYMMDD
TRANSACTION CODE		040		046		7
XXXX XX		040		041		2
XXXX QUAL		042		043		2
XXXX SOURCE		044		046		3
TRANSACTION AMOUNT		047		063		17
XXXX SIGN		047		047		1
XXXX DOL		048		060		13
XXXX DCL		061		061		1
XXXX CENTS		062		063		2
TRANSACTION EFFECTIVE DATE		064		071		8		CCYYMMDD
PAYMENT DATE SATISFIED		072		079		32		CCYYMMDD OCCURS 4 TIMES
PRINCIPAL AMOUNT		104		121		17
PRIN SIGN		104		104		1
PRIN DOL		105		117		13
PRIN DCL		118		118		1
PRIN CENTS		119		120		2
INTEREST AMOUNT		121		137		17
INT SIGN		121		121		1
INT DOL		122		134		13
INT DCL		135		135		1
INT CENTS		136		137		2
ACTUARIAL INT. AMOUNT		138		154		17
ACTRL SIGN		138		138		1
ACTRL DOL		139		151		13
ACTRL DCL		152		152		1
ACTRL CENTS		153		154		2
LATE FEE AMOUNT		155		171		17
LTE FEE SIGN		155		155		1
LTE FEE DOL		156		168		13
LTE FEE DCL		169		169		1
LTE FEE CENTS		170		171		2
OTHER AMOUNT		172		188		17
OTH SIGN		172		172		1
OTH DOL		173		185		13
OTH DCL		186		186		1
OTH CENTS		187		188		2
OBLIGOR BAL BEFORE TRANS.		189		205		17
OBL BAL BEF SIGN		189		189		1
OBL BAL BEF DOL		190		202		13
OBL BAL BEF DCL		203		203		1
OBL BAL BEF CENTS		204		205		2
OBLIGOR BAL AFTER TRANS		206		222		17
OBL BAL AFT SIGN		206		206		1
OBL BAL AFT DOL		207		219		13
OBL BAL AFT DCL		220		220		1
OBL BAL AFT CENTS		221		222		2
HOLDER BAL BEFORE TRANS		223		239		17
HLD BAL BEF SIGN		223		223		1
HLD BAL BEF DOL		224		236		13
HLD BAL BEF DCL		237		237		1
HLD BAL BEF CENTS		238		239		2
HOLDER BAL AFTER TRANS		240		256		17
HLD BAL AFT SIGN		240		240		1

A-10

HLD BAL AFT DOL		241		253		13
HLD BAL AFT DCL		254		254		1
HLD BAL AFT CENTS		255		256		2
INSTRUMENT		257		259		3		004 = ACH
								005 = LOCK BOX
								014 = APS
								ALL OTHERS = CASH
REVERSAL		260		260		1		Y = REVERSAL TRANSACTION
								SPACE = NOT REVERSAL XXXX
EFFECTS OBLIGOR BAL.		261		261		1		Y = YES
								N = NO
EFFECTS HOLDER BAL.		262		262		1		Y = YES
								N = NO
TRANSACTION DESCRIPTION		263		282		20
TRANSACTION RATE		283		291		9
XXXX RATE SIGN		283		283		1
XXXX RATE DCL		284		284		1
XXXX RATE RATE		285		291		7
FILLER		292		300		9

RECORD LENGTH = 850		SS06
DESCRIPTION		START		END		POS		XXXXXXXXXX
XXXXXXX #		000		000		00
BANK CODE		001		002		2
BRANCH CODE		003		005		3
RETAIL/LEASE CODE		006		008		3
CUSTOMER #		009		018		10
NOTE #		019		026		8
USER		027		066		40
COMMENT DATE		067		074		8		CCYYMMDD
COMMENT TIME		075		080		6		HHMMSS
COMMENT TEXT		081		830		750
FILLER		831		850		20

RECORD LENGTH = 275		SS07
DESCRIPTION		START		END		POS		XXXXXXXXXX
XXXXXXX #		000		000		00
BANK CODE		001		002		2
BRANCH CODE		003		005		3
RETAIL/LEASE CODE		006		008		3
CUSTOMER #		009		018		10
NOTE #		019		026		8
SEQUENCE #		027		029		3
DATE AUTHORIZED FOR REPO.		030		037		8		CCYYMMDD
REPO. ASSIGNMENT DATE		038		045		8		CCYYMMDD
REPO. SALES LOCATION		046		085		40
DATE REPOSSESSED		086		093		8		CCYYMMDD
BALANCE AT REPOSSESSION		094		110		17
REPO BAL SIGN		094		094		1
REPO BAL DOL		095		107		13
REPO BAL DCL		108		108		1
REPO BAL CENTS		109		110		2
INTEREST DUE AT REPO.		111		127		17
REPO INT DUE SIGN		111		111		1

A-11

REPO INT DUE DOL		112		124		13
REPO INT DUE DCL		125		125		1
REPO INT DUE CENTS		126		127		2
ALLOW REINSTATEMENT		128		128		1		Y = YES (Always ‘Y’)
NOTICE OF INTENT EXPIR. DATE		129		136		8		CCYYMMDD
AUCTION REPORT RECEIVED DATE		137		144		8		CCYYMMDD
DATE VEHICLE SOLD		145		152		8		CCYYMMDD
GROSS AMOUNT OF SALE		153		169		17
GROSS SALE SIGN		153		153		1
GROSS SALE DOL		154		166		13
GROSS SALE DCL		167		167		1
GROSS SALE CENTS		168		169		2
NET AUCTION FEES		170		186		17
NET AUCTION SIGN		170		170		1
NET AUCTION DOL		171		183		13
NET AUCTION DCL		184		184		1
NET AUCTION CENTS		185		186		2
REPO. FEE AMOUNT		187		203		17
REPO FEE SIGN		187		187		1
REPO FEE DOL		188		200		13
REPO FEE DCL		201		201		1
REPO FEE CENTS		202		203		2
TRANSPORTATION FEES		204		220		17
TRANSPORT FEE SIGN		204		204		1
TRANSPORT FEE DOL		205		217		13
TRANSPORT FEE DCL		218		218		1
TRANSPORT FEE CENTS		219		220		2
STORAGE FEES		221		237		17
STORAGE FEE SIGN		221		221		1
STORAGE FEE DOL		222		234		13
STORAGE FEE DCL		235		235		1
STORAGE FEE CENTS		236		237		2
RECONDITIONING FEES		238		254		17
RECON FEES SIGN		238		238		1
RECON FEES DOL		239		251		13
RECON FEES DCL		252		252		1
RECON FEES CENTS		253		254		2
FILLER		255		275		21

RECORD LENGTH = 75		SS08
DESCRIPTION		START		END		POS		XXXXXXXXXX
XXXXXXX #		000		000		00
BANK CODE		001		002		2
BRANCH CODE		003		005		3
RETAIL/LEASE CODE		006		008		3
CUSTOMER #		009		018		10
NOTE #		019		026		8
BK FILED DATE		027		034		8		CCYYMMDD
BK CHAPTER FILED		035		037		3
BK CLOSE DATE		038		045		8		CCYYMMDD
BK CLOSE REASON		046		047		2		RE = REAFFIRMED
								LS = LIFT STAYED
								DM = DISMISSED
								DS = DISCHARGED

A-12

DISCHARGE DATE		048		055		8		CCYYMMDD
FILLER		056		075		20

RECORD LENGTH = 200		SS09
DESCRIPTION		START		END		POS		XXXXXXXXXX
XXXXXXX #		000		000		00
BANK CODE		001		002		2
BRANCH CODE		003		005		3
RETAIL/LEASE CODE		006		008		3
CUSTOMER #		009		018		10
NOTE #		019		026		8
CUSTOM CREDIT SCORE		027		032		6
CUST CR SIGN		027		027		1
CUST CR SCORE		028		032		5
EDAS SCORE		033		037		5
EDAS SIGN		033		033		1
EDAS SCORE		034		037		4
BOOK VALUE - INVOICE		038		054		17
BK VALUE SIGN		038		038		1
BK VALUE DOL		039		051		13
BK VALUE DCL		052		052		1
BK VALUE CENTS		053		054		2
DRIVERS LICENSE NUMBER		055		078		24
DRIVERS LICENSE STATE		079		080		2
APPLICATION DATE		081		088		8		CCYYMMDD
LOAN TO VALUE RATIO		089		097		9
LOAN TO VALUE SIGN		089		089		1
LOAN TO VALUE LEFT		090		094		5
LOAN TO VALUE DCL		095		095		1
LOAN TO VALUE RIGHT		096		097		2
DOWN PAYMENT		098		114		17
DN PYMT SIGN		098		098		1
DN PYMT DOL		099		111		13
DN PYMT DCL		112		112		1
DN PYMT CENTS		113		114		2
TRADE IN XXXXXX		000		000		00
XX XX SIGN		115		115		1
TR IN DOL		116		128		13
TR IN DCL		129		129		1
TR IN CENTS		130		131		2
TOTAL ORIGINATION FEES		132		148		17
TOT ORIG SIGN		132		132		1
TOT ORIG DOL		133		145		13
TOT ORIG DCL		146		146		1
TOT ORIG CENTS		147		148		2
TOTAL COST OF SOFT ADDS		149		165		17
TOT CST SIGN		149		149		1
TOT CST DOL		150		162		13
TOT CST DCL		163		163		1
TOT CST CENTS		164		165		2
TOTAL TAXES		166		182		17
TOT TAX SIGN		166		166		1
TOT TAX DOL		167		179		13
TOT TAX DCL		180		180		1

A-13

TOT TAX CENTS		181		182		2
FILLER		183		200		18

RECORD LENGTH = 275		SS10
DESCRIPTION		START		END		POS		XXXXXXXXXX
XXXXXXX #		000		000		00
BANK CODE		001		002		2
BRANCH CODE		003		005		3
RETAIL/LEASE CODE		006		008		3
CUSTOMER #		009		018		10
NOTE #		019		026		8
DEALER ADDRESS 01		027		066		40
DEALER ADDRESS 02		067		106		40
DEALER ADDRESS 03		107		146		40
DEALER ADDRESS 04		147		186		40
DEALER ADDRESS CITY		187		226		40
DEALER ADDRESS STATE		227		228		2
DEALER ZIP		229		237		9
DLR ZIP FIRST 5		229		233		5
DLR ZIP LAST 4		234		237		4
OFFICE PHONE		000		000		00
OFF PH AREA CODE		238		240		3
OFF PH FIRST 3 POS		241		243		3
OFF PH LAST 4 POS		244		247		4
OFF PH EXTENSION		000		000		0
FAX		000		000		00
FAX AREA CODE		000		000		0
FAX FIRST 3 POS		000		000		0
FAX LAST 4 POS		000		000		0
FAX EXTENSION		000		000		0
FILLER		266		275		10

RECORD LENGTH = 375		SS11
DESCRIPTION		START		END		POS		XXXXXXXXXX
XXXXXXX #		000		000		00
BANK CODE		001		002		2
BRANCH CODE		003		005		3
RETAIL/LEASE CODE		006		008		3
CUSTOMER #		009		018		10
NOTE #		019		026		8
COMMENT SEQUENCE #		027		029		3
COMMENT DATA (1st occ. Info. Below)		030		341		312		4 OCCURRENCES
SCRATCH PAD DATA		030		104		75
SCRATCH PAD USER		105		107		3
OPEN DATE		342		349		8		CCYYMMDD
SVC CODE		350		352		3
CLOSE DATE		353		360		8		CCYYMMDD
FILLER		361		375		15

A-14

APPENDIX B

MONTHLY DATA FILES

Record length = 100		LOS01
DESCRIPTION		START		END		POS		ANNOTATIONS
ENTITY		001		005		5
COST CENTER		006		011		6
POOL IDENTIFIER		012		014		3
SUB POOL IDENTIFIER		015		024		10
CUSTOMER #		025		034		10
NOTE #		035		042		8
MT CODE		043		045		3
TRANSACTION CODE		046		047		2		WILL HAVE ‘MT’ IF FEED IS FROM MT, OTHERWISE THE CL TRANS. CODE.
TRANSACTION CODE QUALIFIER		048		049		2
TRANSACTION DATE		050		057		8		CCYYMMDD
BUSINESS LINE		058		059		2
ACKTBL TRANSACTION CODE		060		062		3
TRANSACTION AMOUNT		063		079		17
SIGN		063		063		1
DOLLARS		064		076		13
DECIMAL		077		077		1
CENTS		078		079		2
GL ACCOUNT NUMBER		080		093		14
ACCOUNT		080		089		10
SUB ACCOUNT NUMBER		090		093		4
VARIABLE RATE TYPE		094		095		2
FILLER		094		100		5

Record length = 3775		SS01
DESCRIPTION		START		END		POS.		ANNOTATIONS
ACCOUNT #		0001		0026		26
BANK CODE		0001		0002		2
BRANCH CODE		0003		0005		3
RETAIL/LEASE CODE		0006		0008		3
CUSTOMER #		0009		0018		10
NOTE #		0019		0026		8
POOL IDENTIFIER		0027		0029		3
SUB POOL IDENTIFIER		0030		0039		10
CONTRACT DATE		0040		0047		8		CCYYMMDD
ORIGINAL MATURITY DATE		0048		0055		8		CCYYMMDD
CURRENT MATURITY DATE		0056		0063		8		CCYYMMDD
ORIGINAL AMOUNT FINANCED		0064		0080		17
SIGN		0064		0064		1
DOLLARS		0065		0077		13
DECIMAL		0078		0078		1
CENTS		0079		0080		2
CURRENT OBLIGOR BALANCE		0081		0097		17
SIGN		0081		0081		1
DOLLARS		0082		0094		13

B-1

DECIMAL		0095		0095		1
CENTS		0096		0097		2
CURRENT HOLDER BALANCE		0098		0114		17
SIGN		0098		0098		1
DOLLARS		0099		0111		13
DECIMAL		0112		0112		1
CENTS		0113		0114		2
FIRST DUE DATE		0115		0122		8		CCYYMMDD
NEXT DUE DATE		0123		0130		8		CCYYMMDD
NEXT PAYMENT AMOUNT		0131		0147		17
SIGN		0131		0131		1
DOLLARS		0132		0144		13
DECIMAL		0145		0145		1
CENTS		0146		0147		2
CURRENT INTEREST RATE (APR)		0148		0155		8
SIGN		0148		0148		1
LEFT OF DECIMAL		0149		0149		1
DECIMAL		0150		0150		1
RIGHT OF DECIMAL		0151		0155		5
ORIGINAL TERMS		0156		0158		3
PAYMENT METHOD		0159		0159		1		C=COUPON
								A=ACH
								B=XXXX
								N=NO XXXX
INTEREST TYPE		0160		0161		2		00 = SIMPLE INTEREST
								01=SIMPLE INTEREST
								02=78’S INTEREST
								03=STRIGHT LINE INTEREST
								04=SIMPLE INTEREST (ON SCHEDULED PRIN. BAL.) FOR LOANS W/AMORTIZED PAYMENT SCHEDULE.
								05=SIMPLE INT. AVERAGE BAL.
								07=SIMPLE INT. W/BALANCE

DESCRIPTION		START		END		POS.		ANNOTATIONS
								SPREAD RATE ADJ.
								08=ACTURIAL
								09=SUM OF BALANCE
# OF DAYS LATE TO ASSESS LATE FEES		0162		0164		3
LATE FEE AMOUNT		0165		0181		17
SIGN		0165		0165		1
DOLLARS		0166		0178		13
DECIMAL		0179		0179		1
CENTS		0180		0181		2
LATE FEE PERCENT		0182		0189		8
SIGN		0182		0182		1
LEFT OF DECIMAL		0183		0183		1

B-2

DECIMAL		0184		0184		1
RIGHT OF DECIMAL		0185		0189		5
INTEREST PAID THROUGH DATE		0190		0197		8		CCYYMMDD
INTEREST ACCRUED/UNPAID AT TRANSFER		0198		0214		17
SIGN		0198		0198		1
DOLLARS		0199		0211		13
DECIMAL		0212		0212		1
CENTS		0213		0214		2
LATE FEES DUE		0215		0231		17
SIGN		0215		0215		1
DOLLARS		0216		0228		13
DECIMAL		0229		0229		1
CENTS		0230		0231		2
OTHER AMOUNT DUE		0232		0248		17
SIGN		0232		0232		1
DOLLARS		0233		0245		13
DECIMAL		0246		0246		1
CENTS		0247		0248		2
REMAINING TERM		0249		0251		3
CHARGE OFF DATE		0252		0259		8		CCYYMMDD
CHARGE OFF AMOUNT		0260		0276		17
SIGN		0260		0260		1
DOLLARS		0261		0273		13
DECIMAL		0274		0274		1
CENTS		0275		0276		2
CONTRACT STATE (DEALER)		0277		0278		2
LAST PAYMENT DATE		0279		0286		8		CCYYMMDD
TIMES PAST DUE DATA (1st occ. Info. Below)		0287		0306		20		OCCURS 5 TIMES
SIGN		0287		0287		1		OCC 1 = 10 DAYS PAST DUE
DAYS		0288		0290		3		OCC 2 = 30 DAYS PAST DUE
								OCC 3 = 60 DAYS PAST DUE
								OCC 4 = 90 DAYS PAST DUE
								OCC 5 = 120 DAYS PAST DUE
NUMBER OF NSF CHECKS		0307		0308		2
BUY-BACK (CLOSEOUT FEE)		0309		0316		8
SIGN		0309		0309		1
LEFT OF DECIMAL		0310		0310		1
DECIMAL		0311		0311		1
RIGHT OF DECIMAL		0312		0316		5
BRANCH/REGION/PROCESSING CENTER		0317		0319		3
ORIGINATOR APPLICATION NUMBER		0320		0329		10
ORIGINATOR FUNDING DATE		0330		0337		8		CCYYMMDD
PAY AHEAD BALANCE		0338		0354		17

B-3

SIGN 0338 0338 1

DESCRIPTION		START		END		POS.		ANNOTATIONS
DOLLARS		0339		0351		13
DECIMAL		0352		0352		1
CENTS		0353		0354		2
TITLE STATE		0355		0356		2
RECOURSE CODE		0357		0357		1
PDI INSURANCE		0358		0358		1		R=XXXXXX-XXXX
								U=UNIVERSAL
								F=FIREMANS’S FUND
								G=EPG
								O=OTHER
								SPACE=NONE
LIFE INSURANCE		0359		0359		1		M=AMERICAN MODERN (USA)
								P=PACIFIC LIFE (CANADA)
								SPACE=NONE
LIABILITY INSURANCE		0360		0360		1		E=ELPA
								SPACE=NONE
DISABILITY INSURANCE		0361		0361		1		M=AMERICAN MODERN
								SPACE=NONE
ESPP INSURANCE		0362		0362		1		G=EPG
								SPACE=NONE
RESIDUAL INSURANCE		0363		0363		1		P=PACIFIC LIFE (CANADA)
								SPACE=NONE
LOAN STATUS		0364		0364		1		A=ACTIVE
								C=CLOSED
								D=ACCOUNT IN REPOESSION BUT NOT IN BANKRUPTCY.
REPO BALANCE		0365		0381		17
SIGN		0365		0365		1
DOLLARS		0366		0378		13
DECIMAL		0379		0379		1
CENTS		0380		0381		2
REPO ESTIMATED LOSS		0382		0398		17
SIGN		0382		0382		1
DOLLARS		0383		0395		13
DECIMAL		0396		0396		1
CENTS		0397		0398		2
INTEREST START DATE		0399		0406		8		CCYYMMDD
FIXED OR VARIABLE		0407		0407		1		F=FIXED
								V=VARIABLE
VARIABLE INDEX ADDITION		0408		0415		8
SIGN		0408		0408		1
LEFT OF DECIMAL		0409		0409		1
DECIMAL		0410		0410		1
RIGHT OF DECIMAL		0411		0415		5

B-4

VARIABLE FLOOR		0416		0423		8
SIGN		0416		0416		1
LEFT OF DECIMAL		0417		0417		1
DECIMAL		0418		0418		1
RIGHT OF DECIMAL		0419		0423		5
VARIABLE CEILING		0424		0431		8
SIGN		0424		0424		1
LEFT OF DECIMAL		0425		0425		1
DECIMAL		0426		0426		1
RIGHT OF DECIMAL		0427		0431		5
STOP ACCRUAL INTEREST		0432		0448		17

DESCRIPTION		START		END		POS.		ANNOTATIONS
SIGN		0432		0432		1
DOLLARS		0433		0445		13
DECIMAL		0446		0446		1
CENTS		0447		0448		2
STOP ACCRUAL DATE		0449		0456		8		CCYYMMDD
PAYMENT SCHEDULE REVIEW		0457		0457		1
RESIDUAL AMOUNT (FINANCE LEASES)		0458		0474		17
SIGN		0458		0458		1
DOLLARS		0459		0471		13
DECIMAL		0472		0472		1
CENTS		0473		0474		2
FINANCE CHARGE (PRE COMPUTED)		0475		0491		17
SIGN		0475		0475		1
DOLLARS		0476		0488		13
DECIMAL		0489		0489		1
CENTS		0490		0491		2
DUE DATE/PAYMENT AMT. INFO. (1st occ. Info. Below)		0492		2991		2500		OCCURS 100 TIMES
DUE DATE		0492		0499		8		CCYYMMDD
DUE AMOUNT		0500		0514		17
SIGN		0500		0500		1
DOLLARS		0501		0513		13
DECIMAL		0514		0514		1
CENTS		0515		0516		2
XXXX DATE/PAYMENT INFO. (1st occ. info. below)		2992		3447		456		OCCURS 6 TIMES
BILLED DUE DATE		2992		2999		8		CCYYMMDD
BILLED PRINCIPAL		3000		3016		17
SIGN		3000		3000		1
DOLLARS		3001		3013		13
DECIMAL		3014		3014		1
CENTS		3015		3016		2
BILLED INTEREST		3017		3033		17
SIGN		3017		3017		1
DOLLARS		3018		3030		13
DECIMAL		3031		3031		1

B-5

CENTS		3032		3033		2
BILLED LATE CHARGES		3034		3050		17
SIGN		3034		3034		1
DOLLARS		3035		3047		13
DECIMAL		3048		3048		1
SIGN		3049		3050		2
BILLED OTHER FEES		3051		3067		17
SIGN		3051		3051		1
DOLLARS		3052		3064		13
DECIMAL		3065		3065		1
CENTS		3066		3067		2
BILLED THROUGH DATE		3448		3455		8		CCYYMMDD
ACCRUAL BASIS YEAR		3456		3456		1		0=365-DAY YEAR
								1=360-DAY YEAR
								2=365/366-DAY YEAR
ACCRUAL BASIS MONTH		3457		3457		1		0=ACTUAL-DAYMONTH
								1=30-DAY MONTH
PAYMENT SCHEDULE INFO. (1st occ. Info. below)		3458		3637		180		OCCURS 5 TIMES
PAYMENT SCHEDULE STATUS		3458		3458		1
PAYMENT SCHEDULE TYPE		3459		3459		1
PAYMENT SCHEDULE INTERVAL		3460		3462		3

DESCRIPTION		START		END		POS.		ANNOTATIONS
PAYMENT SCHEDULE TIMES BILLED		3474		3476		3
PAYMENT SCHEDULE AMOUNT		3477		3493		17
SIGN		3477		3477		1
DOLLARS		3478		3490		13
DECIMAL		3491		3491		1
CENTS		3492		3493		2
CURRENT PAY OFF AMOUNT		3638		3654		17
SIGN		3638		3638		1
DOLLARS		3639		3651		13
DECIMAL		3652		3652		1
CENTS		3653		3654		2
NON RECOGNIZED ACCRUED INTEREST		3655		3671		17
SIGN		3655		3655		1
DOLLARS		3656		3668		13
DECIMAL		3669		3669		1
CENTS		3670		3671		2
VARIABLE RATE TYPE		3672		3673		2		11 = CHANGES ON 15TH (USA)
								12 = CHANGES ON 20TH (USA)
								22 = CHANGES ON 15TH (CAN.)
								23 = CHANGES ON 20TH (CAN.)
RSS MONTHLY CASH FLOW		3674		3690		17
SIGN		3674		3674		1
DOLLARS		3675		3687		13
DECIMAL		3688		3688		1
CENTS		3689		3690		2

X-0

XXXXXXXXX XXXXX XXX XXXXXX		0000		0000		17
SIGN		3691		3691		1
DOLLARS		3692		3704		13
DECIMAL		3705		3705		1
CENTS		3706		3707		2
PAST DUE DAYS		3708		3713		6
SIGN		3708		3708		1
DAYS		3709		3713		5
PAST DUE ALTERNATE		3714		3719		6
SIGN		3714		3714		1
DAYS		3715		3719		3
RECOVERIES		3720		3736		17
SIGN		3720		3720		1
DOLLARS		3721		3733		13
DECIMAL		3734		3734		1
CENTS		3735		3736		2
FILLER		3737		3775		39

B-7