Fitch Rates Brazos Student Finance Corporation's Series 2006 Notes.

NEW YORK -- Fitch assigns the following ratings to the $401,000,000 Brazos Student Finance Corporation (BSFC) student loan asset-backed notes:

--$50,000,000 senior series 2006A-1 'AAA';

--$76,500,000 senior series 2006A-2 'AAA';

--$76,500,000 senior series 2006A-3 'AAA';

--$76,500,000 senior series 2006A-4 'AAA';

--$76,500,000 senior series 2006A-5 'AAA';

--$45,000,000 subordinate series 2006B-1 'A'.

In addition, Fitch confirms the following existing debt:

--$38,485,000 senior series 1997A-2 'AAA';

--$11,385,000 subordinate series 1997B 'A'.

The ratings are based on the quality of the student loan portfolio, the credit enhancement provided, and the sound legal structure. The collateral in the trust consists of approximately 94% Federal Family Education Loan Program (FELP) student loans and approximately 6% private student loans. The ratings address the ability of the trust to pay note principal at maturity and pay timely interest. The ratings do not address the ability of the trust to pay carry-over interest, nor do they address the ability of auction-rate noteholders to successfully redeem their notes at an auction now or in the future.

The series 2006 notes are issued under the Amended and Restated Indenture of Trust dated Dec. 1, 2006. The proceeds of the series 2006 notes will be used to purchase student loans, pay accrued interest and premiums, make a deposit to the reserve fund, and to pay the costs of issuance.

The senior series 2006A-1 notes are taxable, 7-day auction-rate securities with interest payable on the first business day following an auction period. The legal final maturity date is Dec. 1, 2042.

The senior series 2006A-2 through A-5 notes and the subordinate series 2006B notes are taxable, 28-day auction-rate securities with interest payable on the first business day following an auction period. The legal final maturity date is Dec. 1, 2042.

The collateral securing the notes consists of FFELP student loans, and private student loans, including Tuition Guard loans, TERI guaranteed loans and HEAL loans. The FFELP loans are guaranteed currently at least 97% (depending on their disbursement date), by an eligible guarantor and are re-insured by the U.S. Department of Education.

BFSC is a Texas non-profit corporation, with its principal office located in Waco, TX. It is authorized to provide funds for the acquisition of student loans, and other charitable and educational purposes.

Brazos Higher Education Service Corporation, Inc. is the master servicer for the trust and will oversee the operational duties of the subservicers. The subservicers for the FFELP portfolio are ACS Education Services, Inc., CFS-SunTech Servicing LLC, Pennsylvania Higher Education Assistance Agency, and Sallie Mae Servicing L.P.

Citigroup is the lead underwriter on this transaction.

Fitch's rating definitions and the terms of use of such ratings are available on the agency's public site, www.fitchratings.com. Published ratings, criteria and methodologies are available from this site, at all times. Fitch's code of conduct, confidentiality, conflicts of interest, affiliate firewall, compliance and other relevant policies and procedures are also available from the 'Code of Conduct' section of this site.