Fitch Expects to Rate General Electric Dealer Floorplan Master Note Trust 2006-3.

NEW YORK -- Fitch Ratings expects to rate General Electric Dealer Floorplan Master Note Trust series 2006-3 as follows:

Series 2006-3:

-- $955,000,000 class A floating-rate asset-backed notes 'AAA';

-- $35,000,000 class B floating-rate asset-backed notes 'A';

-- $10,000,000 class C floating-rate asset-backed notes 'BBB'.

The expected ratings on the notes are based upon their respective levels of subordination and the specified credit enhancement amounts. All expected ratings reflect the transaction's sound legal structure and the high quality of the floorplan receivables generated under revolving credit agreements between various dealers, manufacturers, and distributors ('dealers').

The series 2006-3 collateral securing the notes consists of direct and indirect interests in the receivables, namely floorplan receivables, accounts receivables, and asset-based lending receivables. The series is the seventh issuance from the master note trust formed in mid-2004. The originators of the receivables include CDF, GECC and Brunswick Acceptance Company, LLC (BAC), and other originators from time to time.

The issuer will have a direct interest in receivables that the Originators transfer to CDF Funding, Inc. (the transferor), and that the transferor will transfer to the issuer. The issuer will have an indirect interest in receivables pursuant to a note trust certificate that Distribution Financial Services Floorplan Master Note Trust (DFMNT), the underlying trust, will issue to the transferor, and the transferor will transfer to the issuer. The note trust certificate represents a beneficial ownership interest in a pool of the receivables that are owned by DFMNT.

Initial enhancement for the series for the class A notes as a percentage of collateral balance, is 7.00% (3.50% subordination from the class B notes, 1.00% the class C notes, and the 2.50% reserve); 3.50% for the class B notes (1.00% subordination from the class C notes and 2.50% reserve); and 2.50% for the class C notes comprising of the 2.50% reserve account.

There have been no changes in the structure, credit enhancement levels, or concentration limits (manufacturer, dealers and product concentration limits) in 2006-3 when compared to 2006-1/2. Concentration limits on dealers, manufacturers and product types are established to ensure diversification of the trust receivables and to limit over-exposure to an individual dealer or manufacturer bankruptcies. On the closing date, there will be a 3% seller's interest minimum, requiring the pool balance to equal 103% of all outstanding series' invested amounts.

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