IMDEMNIFICATION AGREEMENT

Exhibit 10.2

EXECUTION COPY

INDEMNIFICATION AGREEMENT

between

FINANCIAL GUARANTY INSURANCE COMPANY ,
as Insurer

and

DEUTSCHE BANK SECURITIES INC.
as Representative of the Underwriters

Dated as of September 14, 2006

TABLE OF CONTENTS

INDEMNIFICATION AGREEMENT

      INDEMNIFICATION AGREEMENT (as may be amended, modified or supplemented from time to time, this “Agreement”) dated as of September 14, 2006, by and among FINANCIAL GUARANTY INSURANCE COMPANY , as insurer (the “Insurer”) and DEUTSCHE BANK SECURITIES INC. , as representative of the several Underwriters named in the Underwriting Agreement referred to herein.

     Section 1. Definitions . Capitalized terms used but not otherwise defined herein shall have the meanings specified in the Sale and Servicing Agreement. For purposes of this Agreement, the following terms shall have the meanings provided below:

     “ Agreement ” means this Indemnification Agreement, as amended from time to time.

     “ AmeriCredit Parties ” means the Issuer, the Servicer and the Seller.

     “ Closing Date ” means September 26, 2006.

     “ Date of Issuance ” means the date on which the Policy is issued as specified therein.

     “ Exchange Act ” means the Securities Exchange Act of 1934, as amended, together with all related rules and regulations.

     “ Federal Securities Laws ” means the Securities Act, the Exchange Act, the U.S. Trust Indenture Act of 1939, the U.S. Investment Company Act of 1940 and the U.S. Investment Advisers Act of 1940, each as amended from time to time, and the rules and regulations in effect from time to time under such Acts.

     “ Indemnified Party ” means any party entitled to any indemnification pursuant to Section 4 hereof.

     “ Indemnifying Party ” means any party required to provide indemnification pursuant to Section 4 hereof.

     “ Indenture ” means the Indenture dated as of September 18, 2006, by and between the Issuer and the Trustee.

     “ Insurance Agreement ” means the Insurance Agreement dated as of September 18, 2006, among the Insurer, AmeriCredit Automobile Receivables Trust 2006-B-G, as Issuer, AFS SenSub Corp., as Seller, AmeriCredit Financial Services, Inc., as Servicer, and Wells Fargo Bank, National Association, as Trustee.

     “ Insurer Agreements ” means this Agreement and the Insurance Agreement.

     “ Insurer Information ” means the information in the Preliminary Prospectus Supplement and the Prospectus Supplement regarding the Insurer and the Policy, which consists solely of the information set forth under the captions “The Insurer” and “The Policy” in the Preliminary

Prospectus Supplement and the Prospectus Supplement, and the consolidated financial statements of the Insurer and subsidiaries as of December 31, 2005 and December 31, 2004 and for the years ended December 31, 2005 and 2004, and for the periods from December 18, 2003 through December 31, 2003 and from January 1, 2003 through December 17, 2003, and the unaudited consolidated financial statements of the Insurer and subsidiaries as of June 30, 2006 and for the three and six month periods ended June 30, 2006 and 2005, in each case as provided to the Depositor for incorporation by reference in the Preliminary Prospectus Supplement and the Prospectus Supplement. The Insurer Information does not include any other information. The Insurer has provided the Insurer Information in connection with its role as credit enhancer, which consists solely of the obligation to pay claims, if any, under and in accordance with the express terms of the Policy.

     “ Insurer Party ” means any of the Insurer, its subsidiaries and Affiliates, and any shareholder, director, officer, employee, agent or “controlling person,” within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act, of any of the foregoing.

     “ Losses ” means (a) any and all claims, losses, liabilities (including penalties), actions, suits, judgments, demands, damages, costs or expenses (including reasonable fees and expenses of attorneys, consultants and auditors and reasonable costs of investigations) of any nature incurred by the party entitled to indemnification or contribution hereunder, to the extent not paid, satisfied or reimbursed from funds provided by any other Person other than an Affiliate of such party (provided that the foregoing shall not create or imply any obligation to pursue recourse against any such other Person), plus (b) interest on the amount paid by the party entitled to indemnification or contribution from the date of such payment to the date of payment by the party who is obligated to indemnify or contribute hereunder at the statutory rate applicable to judgments for breach of contract.

     “ Offering Document ” means, collectively, the Preliminary Prospectus Supplement, dated September 12, 2006 (the “Preliminary Prospectus Supplement”), the Prospectus Supplement, dated September 14, 2006 (the “Prospectus Supplement”), and the Prospectus, dated April 28, 2006 (the “Prospectus”), of the Depositor, in respect of the offering and sale of the Notes, any amendment or supplement thereto, and any other offering document in respect of the Notes that makes reference to the Policy.

     “ Policy ” means the Financial Guaranty Insurance Policy No. 06030109 dated September 26, 2006, including any endorsements thereto, issued by the Insurer with respect to the Notes.

     “ Representative ” means Deutsche Bank Securities Inc.

     “ Securities Act ” means the Securities Act of 1933, as amended.

     “ Transaction Documents ” means this Agreement, the Indenture, the Notes, the Sale and Servicing Agreement, the Purchase Agreement, the Custodian Agreement, the Trust Agreement, the Insurance Agreement, the Spread Account Agreement and all other documents and certificates delivered in connection therewith except for the Policy.

     “ Trustee ” means Wells Fargo Bank, National Association, or any successor Trustee under the Indenture.

     “ Underwriter Information ” means (A) with respect to the Prospectus Supplement, (i) on the cover of the Prospectus Supplement, the information in the table under the headings entitled “Price to Public”, “Underwriting Discounts” and “Proceeds to Seller” and (ii) in the body of the Prospectus Supplement and within the section entitled “Underwriting”, (a) the paragraph immediately following the table listing the Underwriters’ respective commitments and (b) the third paragraph following the second paragraph containing three bulleted sub-paragraphs and (B) with respect to the Preliminary Prospectus Supplement, in the body of the Preliminary Prospectus Supplement and within the section entitled “Underwriting”, the third paragraph following the second paragraph containing the three bulleted sub-paragraphs.

     “ Underwriter Party ” means, with respect to each of the Underwriters, any of the following: each Underwriter, its parent, subsidiaries and Affiliates and any shareholder, director, officer, employee, agent or “controlling person,” within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act, of any of the foregoing.

     “ Underwriters ” means, the several Underwriters named in the Underwriting Agreement.

     “ Underwriting Agreement ” means the Underwriting Agreement dated September 14, 2006, among the Seller, AmeriCredit Financial Services, Inc. and the Representative, on behalf of the several Underwriters, with respect to the offer and sale of the Notes, as amended, modified or supplemented from time to time.

     Section 2. Representations and Warranties of the Insurer . The Insurer represents and warrants to, and agrees with, each Underwriter as follows:

     (a) Organization and Licensing . The Insurer is a duly organized, validly existing and in good standing New York stock insurance corporation duly qualified to conduct an insurance business in the State of New York.

     (b) Corporate Power . The Insurer has the corporate power and authority to issue the Policy and execute and deliver this Agreement and to perform all of its obligations hereunder and thereunder.

     (c) Authorization; Approvals . All proceedings legally required for the execution, delivery and performance of the Policy and this Agreement have been taken and all licenses, orders, consents or other authorizations or approvals of the Insurer’s Board of Directors or stockholders or any governmental boards or bodies legally required for the enforceability of the Policy and this Agreement have been obtained or are not material to the enforceability of the Policy and this Agreement.

     (d) Enforceability . The Policy, when issued, will constitute the legal, valid and binding obligation of the Insurer, enforceable in accordance with its terms, subject to insolvency, reorganization, moratorium, receivership and other similar laws affecting creditors’ rights generally and by general principles of equity.

     (e) No Conflict . The execution by the Insurer of the Policy and this Agreement will not, and the performance of the provisions thereof and hereof will not, conflict with or result in a breach of any of the terms, conditions or provisions of the

Certificate of Incorporation or the Amended By Laws of the Insurer, or any restriction contained in any contract, agreement or instrument to which the Insurer is a party or by which it is bound; constitute a default under any of the foregoing which would materially and adversely affect its ability to perform its obligations under the Policy or this Agreement.

     (f) Financial Information . The consolidated financial statements of the Insurer and its subsidiaries as of December 31, 2005 and December 31, 2004 and for the years ended December 31, 2005 and 2004, and for the periods from December 18, 2003 through December 31, 2003 and from January 1, 2003 through December 17, 2003 and the accompanying notes, together with an opinion thereon of Ernst & Young LLP, independent registered public accounting firm, a copy of which has been delivered to the