TCR_Public/090503.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

               Sunday, May 3, 2009, Vol. 13, No. 121

                            Headlines


ABACUS 2006-11: S&P Downgrades Ratings on Class C Notes to 'D'
ACADEMICA CHARTER: S&P Withdraws 'BB' Rating on 2004-A Bonds
ALON REFINING: S&P Raises Corporate Credit Rating to 'B'
APPLETON PAPERS: Moody's Confirms 'B2' Corporate Family Rating
ARBOR REALTY: Moody's Downgrades Ratings on Four 2004-1 Notes

BAC CAPITAL: Moody's Downgrades Ratings on Securities to 'Ba3'
BANC OF AMERICA: Fitch Downgrades Ratings on 2003-2 Certificates
BEAR STEARNS: Fitch Affirms Ratings on 2004-PWR3 Certificates
BEAR STEARNS: Moody's Downgrades Ratings on 89 Tranches
BERNOULLI HIGH: Moody's Cuts Rating on $750 Mil. Notes to 'C'

BIRMINGHAM-JEFFERSON CIVIC: Moody's Raises Bond Ratings from 'B3'
BLUE HERON: Fitch Junks Ratings on Two Classes of Notes
BLUE HERON: Fitch Junks Rating on Class A-1 and A-2 Notes
BRANDYWINE REALTY: Fitch Cuts Credit Ratings; Affirms 'BB+' Rating
BROADRIDGE FINANCIAL: S&P Raises Counterparty Rating from 'BB+/B'

BUCHANAN SPC: S&P Downgrades Ratings on Three Classes to 'D'
C-BASS SERIES: Moody's Downgrades Ratings on 56 Tranches
CABCO TRUST: S&P Downgrades Rating on $52.65 Mil. Certs. to 'BB'
CANADIAN REVOLVING: Moody's Takes Rating Actions on Various Notes
CHASE MORTGAGE: Moody's Downgrades Ratings on 147 Tranches

CHRYSLER CANADA: DBRS Keeps Lease and Loan Securitizations Ratings
CHRYSLER FINANCIAL: Moody's Takes Rating Actions on Dealer Notes
CHRYSLER FINANCIAL: Moody's Reviews Ratings on Five Tranches
CHRYSLER FINANCIAL: Moody's Downgrades Ratings on Two Classes
CHRYSLER FINANCIAL: DBRS Puts Ratings on 2 Deals Under Review

CIFC FUNDING: No Rating Action on 2006-I Notes From Moody's
CIFC FUNDING: No Rating Actions on 2006-II Notes From Moody's
CIFC FUNDING: No Rating Action on 2006-I B Notes From Moody's
CITIGROUP MORTGAGE: DBRS Junks Ratings on 5 Re-REMIC 2009-4 Certs.
CLEARWATER FUNDING: Moody's Junks Ratings on Two 2001-A Notes

COMM 2005-C6: Moody's Affirms Ratings on 10 Classes of Certs.
CORDS 2004-4: Moody's Junks Ratings on Class IV Units from 'Ba2'
CORIOLANUS LIMITED: Moody's Cuts Rating on $125 Mil. Notes to 'C'
CORTS TRUST: S&P Cuts Rating on $100 Mil. Certificates to 'BB'
COUNTRYWIDE HOME: Moody's Downgrades Ratings on 42 Tranches

CRESS 2008-1: Moody's Downgrades Ratings on Five Classes of Notes
CW CAPITAL: Moody's Downgrades Ratings on 11 Classes of Notes
CWABS INC: Moody's Downgrades Ratings on 145 Securities
DALTON CDO: Fitch Downgrades Ratings on Six Classes of Notes
DLJ COMMERCIAL: Fitch Affirms Ratings on 1999-CG1 Certificates

DPL CAPITAL: S&P Raises Ratings on 2002-1 SAT Units to 'BB+'
DPL CAPITAL: S&P Raises Ratings on 2002-3 SAT Units from 'BB+'
EMERALD INVESTMENT: Moody's Junks Ratings on $30 Mil. Notes
EQUIFIRST MORTGAGE: Moody's Downgrades Rating on 15 Securities
FINANCIAL GUARANTY: S&P Withdraws Ratings on Three Note Issues

FLORIDA DEVELOPMENT: S&P Puts Neg Outlook on 'BB-' Bond Rating
FOLEY SQUARE: Moody's Downgrades Ratings on 2007-1 Notes
FORD MOTOR: S&P Affirms 'CCC-' Rating on $59MM Corp. Backed Certs.
GMAC COMMERCIAL: Fitch Puts Ratings on 2004-C3 Notes on Neg. Watch
GS MORTGAGE: Moody's Affirms Ratings on 20 2005-GG4 Certificates

HAMPDEN CBO: Moody's Downgrades Ratings on Various Classes
HEARTLAND FUNDING: S&P Downgrades Ratings on Various Notes to 'D'
HEWETT'S ISLAND: No Rating Action on CLO III Notes From Moody's
I-PREFERRED: A.M. Best Junks Rating on $6.2MM Class D Notes
INDEPENDENCE II: Fitch Cuts Rating on Class B Notes to 'CC'

INFINITI SPC: S&P Downgrades Ratings on Three Notes to 'D'
INMAN SQUARE: Moody's Downgrades Rating on Class I to 'B2'
JC PENNEY: S&P Downgrades Ratings on 2007-1 SAT Units to 'BB'
JC PENNEY: S&P Cuts Rating on 2007-1 Corp. Backed Certs. to 'BB'
JC PENNEY: S&P Cuts Ratings on 2006-1 Corp. Backed Certs. to 'BB'

JEFFERSON COUNTY: Failure to Make Payments Cue Moody's Junk Rating
JP MORGAN: Fitch Downgrades Ratings on 2004-PNC1 Certificates
JP MORGAN: Fitch Downgrades Ratings on 2007-FL1 Certificates
KENT HOSPITAL: S&P Downgrades Rating on $135 Mil. Bonds to 'BB+'
KLEROS PREFERRED: Fitch Junks Rating on Two Classes of Notes

KLEROS PREFERRED: Fitch Junks Ratings on Four Classes of Notes
LAS VEGAS MONORAIL: Moody's Cuts Ratings on $439MM Bonds to 'Caa2'
LSP BATESVILLE: S&P Puts 'B' Rating on $246.2 Mil. Senior Bonds
LUBBOCK HOUSING: Moody's Affirms 'Ba3' Rating on Refunding Bonds
MESA WEST: Moody's Downgrades Ratings on 10 2007-1 Notes

MERRILL LYNCH: Moody's Downgrades Ratings on 15 Securities
MEZZ CAP: Fitch Downgrades Ratings on 2005-C3 Certificates
MORGAN STANLEY: Fitch Affirms Ratings on 2005-TOP19 Notes
MORGAN STANLEY: Fitch Affirms Rating on 2000-LIFE2 Certificates
MORGAN STANLEY: Moody's Downgrades Ratings on 94 Tranches

MORGAN STANLEY: Moody's Downgrades Ratings on Three Tranches
MORGAN STANLEY: S&P Junks Rating on $3 Mil. Class A-9 Notes
MORGAN STANLEY: S&P Cuts Rating on $3 Mil. Class A-5 Notes to 'D'
OCEANVIEW CBO: Moody's Downgrades Ratings on Two Classes to 'Ca'
PARCS MASTER: S&P Downgrades Ratings on 2007-24 Notes to 'D'

PNC MORTGAGE: Fitch Downgrades Ratings on 2000-C1 Certificates
PNC MORTGAGE: Fitch Downgrades Ratings on 1999-CM1 Certificates
PURSUIT RESECURITIZATION: Moody's Cuts Rating on 2006-1 Notes
RAFFLES PLACE: S&P Downgrades Ratings on Three Notes to 'CC'
RAMP SERIES: Moody's Downgrades Ratings on 57 RAMP-RZ RMBS Deals

RESTRUCTURED ASSET: Moody's Junks Ratings on 2003-1 Certificates
RESTRUCTURED ASSET: Moody's Junks Rating on 2003-2EP Certificates
REVELSTOKE CDO: DBRS Junks Rating on Class A-1 Notes
RICHMOND REDEVELOPMENT: Moody's Affirms 'Ba3' Rating on Bonds
RUTLAND RATED: Moody's Downgrades Ratings on Notes to 'C'

SALOMON BROTHERS: Moody's Affirms Ratings on 13 2002-KEY2 Notes
SANDELMAN REALTY: Moody's Downgrades Ratings on 12 Classes
SASCO 2008-C2: Moody's Junks Rating on $1,639,621,398 Notes
SATURNS TRUST: S&P Raises Ratings on 2002-4 Units from 'BB+'
SIGNATURE 5: Moody's Has Not Taken Rating Actions on Notes

SOUNDVIEW HOME: Moody's Downgrades Rating on 14 Securities
TANEY COUNTY: S&P Downgrades Rating on $40.63 Mil. Bonds to 'BB'
TRADEWINDS II: Moody's Junks Rating on Class A 2006-1 Notes
TRANSFERABLE CUSTODIAL: Moody's Lifts Rating on Receipts from Ba3
TRUST CERTIFICATES: S&P Raises Rating on $32 Mil. Certs. to 'CCC-'

UBS 2007-FL1: Fitch Downgrades Ratings on Various Classes of Notes
WACHOVIA BANK: Fitch Downgrades Ratings on 2007-WHALE 8 Certs.
WASHINGTON MUTUAL: Moody's Affirms Ratings on 2003-C1 Notes
WELLS FARGO: Moody's Downgrades Rating on Securities to 'B2'
WELLS FARGO: Moody's Downgrades Ratings on 94 Tranches

WILMINGTON TRUST: Moody's Cuts Multiple Shelf Rating to 'Ba1'
WINGS CBO: Moody's Downgrades Rating on 2004-2 Notes to 'Ca'

* Fitch Downgrades Ratings on 84 Classes from Action Rate Reviews
* Fitch Releases Results on Rating Review of Student Loan ABS
* Moody's Downgrades Rating on 19 Combination Note Securities
* Moody's Downgrades Ratings on 94 Notes by 23 CDO Transactions
* Moody's Downgrades Ratings on 122 Notes by 41 CDO Transactions

* Moody's Downgrades Ratings on 99 Notes by 38 CDO Transactions
* Moody's Downgrades Ratings on 126 Notes by 42 CDO Transactions
* S&P Downgrades Ratings on Four Classes of Mortgage Certs. to 'D'
* S&P Downgrades Ratings on Nine Classes of Mortgage Certs. to 'D'
* S&P Downgrades Ratings on 75 Classes from Seven Alt-A RMBS

* S&P Downgrades Ratings on 39 Tranches from 10 Hybrid CDOs
* S&P Downgrades Ratings on 67 Tranches from 19 Hybrid CDO Deals
* S&P Downgrades Ratings on 329 Classes from 303 Alt-A RMBS to 'D'
* S&P Downgrades Ratings on 39 Classes from 35 Prime RMBS Deals
* S&P Downgrades Ratings on 17 Classes from 16 Closed-End RMBS

* S&P Downgrades Ratings on 151 Classes from 17 RMBS Transactions



                            *********


ABACUS 2006-11: S&P Downgrades Ratings on Class C Notes to 'D'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
C notes issued by ABACUS 2006-11 Ltd. to 'D' from 'CCC-'.

The lowered rating follows a number of recent write-downs of
underlying reference entities, which has caused the class C notes
to incur a partial principal loss.

                          Rating Lowered

                        ABACUS 2006-11 Ltd.

                                     Rating
                                     ------
                    Class          To   From
                    -----          --   ----
                    C              D    CCC-


                    Other Outstanding Ratings

                       ABACUS 2006-11 Ltd.

                    Class              Rating
                    -----              ------
                    A                  CCC-
                    A-2 ser1           CCC-
                    A-2 ser2           CCC-
                    B                  CCC-
                    B ser2             CCC-
                    D                  D


ACADEMICA CHARTER: S&P Withdraws 'BB' Rating on 2004-A Bonds
------------------------------------------------------------
Standard & Poor's Rating Services has withdrawn its 'BB' rating on
Academica Charter Schools Finance LLC, Florida's mortgage loan
revenue bonds series 2004A due to a lack of information on the
issuer required to maintain a rating.


ALON REFINING: S&P Raises Corporate Credit Rating to 'B'
--------------------------------------------------------
Standard & Poor's Ratings Services raised the corporate credit
rating on refining and marketing company Alon Refining Krotz
Springs Inc. to 'B' from 'B-'.  At the same time, S&P revised the
CreditWatch listing to positive implications from negative.
Additionally, S&P raised the senior secured rating on Krotz
Springs' $302 million term loan to 'B+' from 'B'.  The recovery
rating of '2' on the loan remains unchanged.

The rating actions reflect much improved debt leverage and
liquidity levels following the announcement that Krotz Springs
monetized hedges on heating oil for total proceeds of about $185
million including the release of $50 million cash collateral.
Proceeds reduced debt levels by almost half ($185 million), and
the company should be well within its amended financial covenants.
Proceeds were used to repay outstanding debt on its $302 million
term loan (about $135 million) and credit facility (about $50
million).

Additionally, liquidity will further improve thanks to revised
crude oil purchasing terms that will allow Krotz Springs to post
letters of credit rather than post cash collateral on its $250
million credit facility.  S&P expects this change to be completed
by June 30.  Furthermore, Alon USA and Alon Israel (parent of Alon
USA Energy) have provided an additional equity investment of $25
million and $25 million of letter of credit support.


APPLETON PAPERS: Moody's Confirms 'B2' Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service confirmed all ratings of Appleton Papers
Inc. that were placed under review for downgrade on February 3,
2009, including the company's corporate family rating and
probability of default rating of B2, its senior secured bank
facility rating of Ba3, its senior unsecured notes rating of B3,
and its senior subordinated notes rating of Caa1.  At the same
time, Moody's affirmed the company's speculative grade liquidity
rating of SGL-4.  A negative ratings outlook was assigned.

In March 2009, Appleton successfully renogotiated its financial
covenants, which should provide the company with improved
financial flexibility over the near to intermediate term.  Per the
covenant amendments, Appleton relaxed its total leverage ratio
through June 2011, added a senior secured leverage ratio, and
replaced its interest coverage ratio with a fixed charge coverage
ratio.  Despite the improved financial flexibility, Moody's
expects the cushion under Appleton's revised financial covenants
to be modest at best in 2009, and to erode considerably in 2010 as
required covenant levels step down.

Appleton's B2 corporate family rating reflects the challenges it
will face with respect to covenant compliance and liquidity;
eroding credit metrics; sharp expected declines in the carbonless
paper segment; and the lower margins associated with a migration
away from the carbonless paper segment.  The ratings also consider
Moody's expectation for less pressure on materials costs; the
potential for future robust thermal papers growth as a result of
the recent capacity expansion at the company's West Carrollton,
Ohio mill; and the company's strong market position within both
the carbonless and thermal paper segments.

The outlook revision to negative reflects Moody's expectation that
further volume declines in the company's carbonless segment will
continue to pressure margins, cash flow generation, and leverage.

The speculative grade liquidity rating looks ahead 12-18 months
and considers internal sources of liquidity (cash on hand plus
free cash flow generation), external sources of liquidity,
covenant compliance, and alternate sources of liquidity.  The
company's SGL-4 rating indicates weak liquidity.  While Appleton's
recent credit facility amendment provides the company with
increased flexibility under its financial covenants, Moody's
expects compliance to be challenging in 2009 and 2010.  In
addition, Moody's expects the company to rely heavily on its
committed facilities to augment its small cash balance and limited
cash flow generation.

These ratings were affected:

  -- Corporate family rating confirmed at B2;

  -- Probability of default rating confirmed at B2;

  -- Senior secured revolving credit facility confirmed at Ba3
     (LGD2, 24%);

  -- Senior secured term loan B confirmed at Ba3 (LGD2, 24%);

  -- Senior unsecured notes confirmed at B3 (LGD4, 65%);

  -- Senior subordinated notes confirmed at Caa1 (LGD5, 89%);

  -- Speculative grade liquidity rating affirmed at SGL-4;

  -- Outlook changed to negative from stable.

The last rating action on Appleton occurred on February 3, 2009
when Moody's lowered the company's corporate family rating to B2
from B1, and placed its ratings under review for further
downgrade.

Appleton Papers Inc., headquartered in Appleton, Wisconsin,
develops and manufactures specialty coated paper products,
including carbonless paper, thermal paper, and other specialty
papers.  It also develops and manufactures flexible packaging
products.


ARBOR REALTY: Moody's Downgrades Ratings on Four 2004-1 Notes
-------------------------------------------------------------
Moody's Investors Service downgraded the ratings of four classes
of Notes issued by Arbor Realty Mortgage Securities Series 2004-1.
The rating actions are:

  -- Class A, $182,910,000, Floating Rate Notes Due 2040,
     downgraded to Aa1 from Aaa; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class B, $51,590,000, Floating Rate Notes Due 2040,
     downgraded to Baa2 from Aa2; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class C, $27,635,768,000, Floating Rate Notes Due 2040,
     downgraded to Ba2 from A3; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class D, $11,183,232, Floating Rate Notes Due 2040,
     downgraded to Ba3 from Baa2; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

Moody's downgraded Classes A, B, C and D due to deteriorating pool
performance and revised modeling parameters. Moody's ratings are
based on the current credit quality of the collateral and may not
reflect potential migration as per the legal documentation.

The pool contains a 2.9% concentration in CMBS collateral, which
was issued between 2006 and 2007.  The remaining collateral
includes Whole Loans, B-Notes and Mezzanine Loans.

Moody's expects the aggregate default rate on CMBS loans (1.59% as
of March 2009) to revert to its long-term historical average of
1.5% to 2.0% in 2009, and most likely to surpass this level as the
market begins to form a bottom in 2010 and 2011.  Commercial
property values, which have declined about 21% from the peak
reached in October 2007, are expected to decline an additional 5%
to 15% over the next 18 to 24 months.

Moody's has revised three key parameters in Moody's model for
rating and monitoring commercial real estate collateralized debt
obligations - asset correlation, default probability, and recovery
rate.  These revisions are generally consistent with recent
revisions to the key parameter assumptions for rating and
monitoring other collateralized debt obligation transactions
backed by structured finance securities.

Moody's has updated its asset correlation assumption for the
commercial real estate sector to be consistent with one of Moody's
CDO rating models, CDOROM v2.5 (released on February 3, 2009),
which incorporates these new parameters.  However, for CRE CDOs
with non-CUSIP collateral, Moody's is reducing the maximum over
concentration stress applied to correlation factors by half due to
the diversity of tenants, property types, and geographic locations
inherent in the collateral pools.  Previously, the average asset
correlations used for CMBS within CRE CDO deals ranged between 15%
and 35%, depending on vintage and issuer diversity.  In light of
the systemic seizure of the credit markets, as well as higher
intra industry and inter industry asset correlations, the updated
correlation parameters for CRE CDOs will imply an average range of
asset correlations of between 30% and 60% for the underlying
collateral.

Moody's has previously stated that CRE CDO deals with collateral
concentrations in CMBS certificates will likely be among the first
transactions to be affected by credit issues that arise, and that
the additional leverage inherent in these deals creates the
potential for greater ratings transitions compared to that of a
first order transaction (i.e., those containing non-CUSIP assets).
For CRE CDOs with CUSIP collateral, the additional default
probability stress sometimes applied to resecuritization
collateral will not be applied to Moody's review of conduit and
fusion commercial mortgage backed securities collateral from the
2006 to 2008 vintages due to a recent ratings sweep of these
transactions.  Based on Moody's current expectations for
commercial real estate performance, Moody's have migrated the
ratings for recent vintage CMBS to levels that Moody's believe
will remain relatively stable for the next 12 to 24 months.  As
such, Moody's has eliminated the vintage stress factor and default
probability resecuritization stress from its analysis of deals
with recent vintage CMBS collateral.

For deals with pre-2006 CMBS collateral, Moody's is adopting the
default probability resecuritization stress assumptions contained
within CDOROM v2.5 to capture the leveraging effect and potential
ratings volatility of the underlying collateral.  For CMBS, this
factor is equivalent to two times the probability of default for
non-Aaa and six times the PD for Aaa-rated collateral.  For CRE
CDOs, this factor is equivalent to four times the probability of
default for non-Aaa and twelve times the PD for Aaa-rated
collateral.  The lower stress for CMBS is due to the historical
stable performance of this asset class.

For CRE CDOs with non-CUSIP collateral, Moody's is eliminating the
additional default probability stress in CDOROM v2.5 that is
applied to corporate debt as Moody's anticipate that the
underlying non-CMBS collateral will experience lower default rates
and higher recovery rates.  In addition, Moody's is reducing the
maximum over concentration stress applied to correlation factors
by half due to the diversity of tenants, property types, and
geographic locations inherent in the collateral pools.  For those
deals that are significantly less diversified, Moody's will add
back over concentration stress as warranted.

In Moody's analysis of synthetic CRE CDOs, it historically
employed a fixed recovery rate by the asset's original rating and
tranche size.  Moody's current analysis uses a simulation based
mean recovery rate based on the asset's current rating and tranche
size.  This is consistent with the assumptions underlying CDOROM
v2.5.  With this more robust approach, Moody's expects to capture
in Moody's ratings more of the tail risk associated with
variability of recovery rates.

As always, Moody's ratings are determined by a committee process
that considers both quantitative and qualitative factors.  The
rating outcome may differ from the model output.

Moody's monitors transactions on both a monthly basis through a
review of the available Trustee Reports and a periodic basis
through a full review.  This is Moody's first full review since
securitization.


BAC CAPITAL: Moody's Downgrades Ratings on Securities to 'Ba3'
--------------------------------------------------------------
Moody's Investors Service downgraded to Ba3 from Baa3 the ratings
on the Floating Rate Hybrid Income Trust Securities issued by BAC
Capital Trust XIII and BAC Capital Trust XIV.  Both issuers are
subsidiaries of Bank of America Corporation.  The rating outlook
for both issuers is negative.  All other ratings of BAC were
affirmed.  The rating action was taken as a followup to Moody's
March 25 ratings actions on BAC, in order to address the
differential between the ratings assigned to the HITS and the
ratings assigned to BAC's preferred stock.

BAC's HITS were issued in February 2007 by trusts that hold junior
subordinated notes of BAC plus a forward purchase contract that
obligates the trust to purchase non-cumulative perpetual preferred
stock from BAC five years from the date of issuance.  Beginning in
2012 the junior subordinated notes will be remarketed to new
investors and the proceeds of the remarketing will be used to
satisfy the trusts' obligations to purchase BAC non-cumulative
preferred stock under the terms of the forward contract.  If the
remarketing is not successful, then the trust is obligated to
exchange the junior subordinated notes for BAC non-cumulative
preferred stock no later than March 2013.  This process can be
accelerated only if BAC's regulatory capital ratios fall below
"well capitalized" or its regulator determines that the company is
at risk of falling below "well capitalized."  BAC's current
regulatory capital ratios exceed the "well capitalized" threshold
by at least 200 to 400 basis points (between $55 and $70 billion).

It is Moody's normal practice to rate bank hybrid securities at
the same rating level as preferred stock if the hybrid's ultimate
claim on the banking company is a preferred stock claim, even if
for an interim period the hybrid is backed by a subordinated debt
security -- as is the case with the BAC HITS.  However the Ba3
rating on these securities is three notches higher than the B3
rating on BAC's non-cumulative preferred stock.  The higher rating
on the HITS reflects two key factors.  First, Moody's believes
that BAC's sizable amount of preferred stock outstanding limits
the risk of a near-term dividend suspension or distressed exchange
for the HITS where the forward contract would have to be
accelerated first.  Second, the timing of the BAC HITS conversion
to a preferred stock position in 2012/2013 is likely later than
the timing of any distressed exchange of existing preferred stock
that BAC might seek to undertake, which would benefit BAC's entire
capital structure including the HITS.

To address the first point, BAC has approximately $33 billion in
outstanding non-cumulative preferred stock, and another $45
billion in cumulative preferred stock issued to the U.S.
government.  This compares with approximately $60 billion of
tangible common equity (before unrealized gains on securities and
excluding after-tax fair value gains on BAC's own debt).  Moody's
believes that an exchange of all or even just a portion of these
preferred securities into common equity would substantially
strengthen BAC's tangible common equity position -- and this could
be achieved without impairing the BAC HITS securities.

To address the second point, in Moody's view, given the pressures
facing BAC and the U.S. government, the risk of such any
distressed exchange is greatest over the next year or two.  Under
the terms of the instrument, the HITS are likely to continue to be
backed by junior subordinated debt, rather than by preferred
stock, during this period.  As a result, Moody's believes that the
risk of a distressed exchange involving the HITS is considerably
more limited than it is for BAC's outstanding preferred stock.  In
addition, if the distressed exchange of BAC's preferred stock
happened, the HITS would also benefit from the layer of new common
equity below it.  For this reason, the Ba3 rating for the HITS is
three notches higher than the B3 rating on BAC's preferred stock.

The latest rating action on BAC Capital Trust XIII and BAC Capital
Trust XIV was on March 25, 2009 when Moody's lowered the rating to
Baa3 from Baa1.

These ratings were affected:

Issuer: BAC Capital Trust XIII

  -- Preferred Stock downgraded to Ba3 from Baa3

Issuer: BAC Capital Trust XIV

  -- Preferred Stock downgraded to Ba3 from Baa3

Bank of America Corporation is headquartered in Charlotte, North
Carolina.  The bank reported total assets of $2.3 trillion as of
March 31, 2009.


BANC OF AMERICA: Fitch Downgrades Ratings on 2003-2 Certificates
----------------------------------------------------------------
Fitch Ratings downgrades and maintains the Rating Outlooks on Banc
of America Commercial Mortgage Inc., series 2003-2, commercial
mortgage pass-through certificates:

  -- $8.4 million class M to 'B+' from 'BB-'; Outlook Negative;
  -- $8.4 million class N to 'B-' from 'B+'; Outlook Negative;
  -- $4.2 million class O to 'CCC/RR1' from 'B'.

Additionally, Fitch affirms and revises the Rating Outlooks for
these classes:

  -- $21 million class H at 'A'; Outlook to Negative from Stable;

  -- $18.9 million class J at 'BBB+'; Outlook to Negative from
     Stable;

  -- $10.5 million class K at 'BBB-'; Outlook to Negative from
     Stable;

Fitch also affirms and maintains Rating Outlooks on these classes:

  -- $419.3 million class A-1A at 'AAA'; Outlook Stable;
  -- $52.4 million class A-2 at 'AAA'; Outlook Stable;
  -- $168.1 million class A-3 at 'AAA'; Outlook Stable;
  -- $482.3 million class A-4 at 'AAA'; Outlook Stable;
  -- Interest-only class XC at 'AAA'; Outlook Stable;
  -- Interest-only class XP at 'AAA'; Outlook Stable;
  -- $56.7 million class B at 'AAA'; Outlook Stable;
  -- $21 million class C at 'AAA'; Outlook Stable;
  -- $44.1 million class D at 'AAA'; Outlook Stable;
  -- $23.1 million class E at 'AAA'; Outlook Stable;
  -- $21 million class F at 'AA'; Outlook Stable;
  -- $23.1 million class G at 'AA-'; Outlook Stable;
  -- $10.5 million class L at 'BB'; Outlook Negative;
  -- $2.7 million class BW-A at 'AAA'; Outlook Stable;
  -- $1.2 million class BW-B at 'AAA'; Outlook Stable;
  -- $8.7 million class BW-C at 'AAA'; Outlook Stable;
  -- $2.6 million class BW-D at 'AAA'; Outlook Stable;
  -- $3.6 million class BW-E at 'AAA'; Outlook Stable;
  -- $3.2 million class BW-F at 'AAA'; Outlook Stable;
  -- $3.1 million class BW-G at 'AAA'; Outlook Stable;
  -- $2.6 million class BW-H at 'AAA'; Outlook Stable;
  -- $2.6 million class BW-J at 'AAA'; Outlook Stable;
  -- $2.1 million class BW-K at 'AAA'; Outlook Stable;
  -- $3.5 million class BW-L at 'AAA'; Outlook Stable.

Fitch does not rate the $23.2 million class P or classes HS-A, HS-
B, HS-C, HS-D or HS-E. Class A-1 is paid in full.

The downgrades and additional Negative Outlook assignments are due
to an increase in expected losses on one of the loans currently in
special servicing since the last Fitch review, as well as an
increased concentration of Fitch Loans of Concern.  The
affirmations are due to sufficient credit enhancement due to
paydown and defeasance.  The Rating Outlooks reflect the likely
direction of any rating changes over the next one to two years.

Fitch has identified 17 Loans of Concern (12.1%), including the
two loans in special servicing (4.2%), as well as other loans with
weak performance.

The largest specially serviced loan is Newgate Mall (2.7%).  The
loan transferred to special servicing on April 17, 2009 as a
result of the recent Chapter 11 bankruptcy filing of General
Growth Properties.  For more information on the GGP bankruptcy
filing, please reference the Fitch press release entitled 'Fitch
Revises Outlook to Negative on 20 U.S. CMBS Deals after GGP
Bankruptcy' dated April 21, 2009.

The second largest specially serviced asset is a real estate owned
(REO) multi-family property located in Irving, TX. The loan
transferred to the special servicer in August 2008 and the asset
became REO in February 2009. The servicer is working to stabilize
the property before marketing it for sale. Losses are expected.

As of the April 2009 distribution date, the pool's aggregate
certificate balance has decreased 15% to $1.5 billion from $1.77
billion at issuance.  In total 27 loans (30.6%) have defeased,
including 1328 Broadway (8.5%), a shadow rated loan and the second
largest loan in the pool.

Due to the GGP bankruptcy filing, Newgate Mall no longer maintains
its investment grade shadow rating.  The Hines-Sumitomo Portfolio
(14.1%) maintains its investment grade shadow rating, although it
has been lowered, in spite of a bankruptcy filing of a large
tenant at one of the properties.

The Hines Sumitomo portfolio, the largest loan in the pool, is
secured by three office properties, two of which are located in
New York, New York and the third in Washington, DC.  Dreier LLP,
35.2% of the Net Rentable Area of one of the New York office
buildings, and 8.3% of the total roll-up NRA, petitioned for
bankruptcy protection in December 2008.  Additionally, the
property located in Washington DC is undergoing a complete
redevelopment after the two largest tenants vacated at the end of
2007.  The property is essentially vacant except for a few retail
tenants.  Three additional floors are being added to the building
to bring the total square footage to 335,000 from 235,000.
Construction is expected to be completed in the second quarter of
2009.  Approximately 70,000 sf to 80,000 sf of the new building is
pre-leased.  The loan is interest only with a maturity date in
2013.

No loans are scheduled to mature in 2009 and 9.2% of the
nondefeased loans are scheduled to mature in 2010.  The weighted
average coupon rate for all of the nondefeased loans is 5.36% and
the weighted average debt service coverage ratio for the
nondefeased loans is 1.65 times (x).


BEAR STEARNS: Fitch Affirms Ratings on 2004-PWR3 Certificates
-------------------------------------------------------------
Fitch Ratings affirms and assigns Rating Outlooks to Bear Stearns
commercial mortgage pass-through certificates series 2004-PWR3:

  -- $28.5 million class A-2 at 'AAA'; Stable Outlook;
  -- $158 million class A-3 at 'AAA'; Stable Outlook;
  -- $469.9 million class A-4 at 'AAA'; Stable Outlook;
  -- Interest only class X-1 at 'AAA'; Stable Outlook;
  -- Interest only class X-2 at 'AAA' Stable Outlook;
  -- $26.3 million class B at 'AAA'; Stable Outlook;
  -- $12.5 million class C at 'AA+'; Stable Outlook;
  -- $16.6 million class D at 'AA'; Stable Outlook;
  -- $9.7 million class E at 'A+'; Negative Outlook;
  -- $15.2 million class F at 'A-'; Negative Outlook;
  -- $11.1 million class G at 'BBB+'; Negative Outlook;
  -- $13.9 million class H at 'BBB-'; Negative Outlook;
  -- $2.8 million class J at 'BB+'; Negative Outlook;
  -- $5.5 million class K at 'BB'; Negative Outlook;
  -- $6.9 million class L at 'BB-'; Negative Outlook;
  -- $5.5 million class M at 'B+'; Negative Outlook;
  -- $2.8 million class N at 'B'; Negative Outlook;
  -- $2.8 million class P at 'B-'; Negative Outlook.

Fitch does not rate the $12.5 million class Q certificates.

The rating affirmations reflect the stable performance of the pool
and additional 14.8% pay down since Fitch's last rating action.
The Negative Outlooks reflect the overall high percentage of Fitch
Loans of Concern (25.7%).  Rating Outlooks reflect the likely
direction of any rating changes over the next one to two years.
As of the April 2009 distribution date, the pool's aggregate
certificate balance has decreased to $962.2 million from $1.1
billion at issuance.  Seven loans (8.6%) are defeased.

Fitch reviewed the transaction's three shadow rated loans: Two
Commerce Square, the Great Northern Mall and Lion Industrial
Portfolio.  Due to their stable performance, the loans maintain
investment grade shadow ratings.

Two Commerce Square (6.8%) is the largest remaining loan, and is
secured by a 40-story, class A office building totaling 953,276
square feet located in Philadelphia, Pennsylvania.  Two of the
four pari-passu notes (A-3 and A-4) serve as collateral for this
transaction.  As of year-end 2008, occupancy had declined to 86.1%
from 97.4%.  The decline was due to the lease expiration of a
major tenant.  Per PPR, the expected vacancy rate for the
Philadelphia central business district is expected to increase
significantly to approximately 18% over the next one to two years.

The Great Northern Mall (4.9%) is collateralized by 504,743 sf of
an 897,687 sf regional mall located in Clay, New York, which is a
suburb of Syracuse.  The servicer reported YE 2008 debt service
coverage ratio is 2.09 times (x), compared to 2.30x at YE 2007.
YE 2008 in-line occupancy was 84.3% compared to 85.8% at issuance.
Overall occupancy at the mall has declined because one of the
anchor tenants, Bon-Ton, vacated in January 2006, and its former
space remains vacant.  Fitch will continue to monitor the loan as
overall performance in the retail sector has deteriorated.

Lion Industrial Portfolio (2.5%) is the third largest shadow rated
loan remaining in the transaction.  The whole loan has an A-B
structure, of which the A-note was included in this transaction.
The five-year tranche has paid in full and the seven-year tranche
remains, with a scheduled maturity of January 2011.  The loan is
secured by a diverse cross-collateralized and cross-defaulted pool
of 43 industrial properties located in various cities and states.
The servicer-reported occupancy as of November 2008 was 90.5%
compared to 92% at YE 2007.

Fitch has identified 20 Loans of Concern (25.7%), including two
assets in specially servicing (1.6%).  The largest specially
serviced asset (1.2%) is an anchored retail property located
Middletown, Rhode Island which had a scheduled maturity of
February 2009.  The borrower is negotiating an extension with the
servicer.  The property lost one of its large tenants, Linens 'n
Things, and the space is now vacant.  The servicer-reported
September 2008 occupancy was 71%.

The second specially serviced asset (0.4%) is a retail property
located in Dallas, Texas and transferred to special servicing in
February 2009.  The property has suffered from a loss of tenants,
with 71% occupancy reported as of September 2008.

The largest Fitch Loan of Concern (5.6%) is secured by an anchored
retail property located in Aurora, Colorado.  The property has had
a slight decline in occupancy due to the bankruptcy and closure of
one of its large tenants, Linens 'n Things, representing 11% of
the net rentable area.  The servicer-reported YE 2008 occupancy
was 92%.


BEAR STEARNS: Moody's Downgrades Ratings on 89 Tranches
-------------------------------------------------------
Moody's Investors Service has downgraded the ratings of eighty
nine tranches issued in fourteen transactions from the Bear
Stearns Asset Backed Securities Trust shelf.  The collateral
backing each tranche consists primarily of first lien adjustable-
rate and fixed-rate "scratch and dent" mortgage loans.  Scratch
and dent loans in this shelf consist mainly of subprime or Alt-A
loans, including negatively amortizing loans.  A majority of the
loans represent either one or more permitted or unintentional
underwriting exceptions to applicable originator's guidelines.
The most prevalent of the exceptions include delinquency history
of the borrower, combined loan-to-value ratios, missing or
incomplete documentation, borrower's debt-to-income ratios or
borrower's credit score.

The actions are triggered by higher than anticipated delinquency
levels and severity of loss as well as slower than anticipated
voluntary prepayments, resulting in higher updated loss
expectation for the underlying collateral and lower coverage for
the rated debt given available credit enhancement.

The ratings on the securities are monitored by evaluating factors
determined to be applicable to the credit profile of the
securities, such as i) the nature, sufficiency, and quality of
historical performance information regarding the asset class ii)
an analysis of the collateral being securitized, iii) an analysis
of the transaction's allocation of collateral cash flow and
capital structure, and (iv) a comparison of these attributes
against those of other similar transactions.

General loss estimation methodology is outlined, separately for
recent and for more seasoned vintages.

For recent vintages (2005 and later), Moody's calculates estimated
losses for Scratch and Dent RMBS in a two-step process. First,
serious delinquencies are projected through late 2009, primarily
based upon recent historical performance.  These projected
delinquencies are converted into projected losses using lifetime
roll rates (the probability of transition to default) averaging
60% for 60-day delinquencies, 90% for delinquencies greater than
90 days, 100% for foreclosure and 100% for REO, and severity
assumptions based on the higher of actual severities and 65%.

The second step is to determine losses beyond 2009.  Depending on
a deal's performance, as well as collateral characteristics, such
as loan type, or loan-to-value ratios and geographic
concentrations of remaining current loans, Moody's assumes varying
degrees of slowing in the loss rate (which is measured by loss-to-
liquidation) for the remaining life of the deal.  Typical degrees
of slowing in loss rate after late 2009 range from 15% to 35%.

For more seasoned vintages (before 2005), Moody's calculates
estimated losses for Scratch and Dent RMBS:

  -- Current delinquencies are used to project pipeline losses.

  -- Annual roll rates are assumed at 0% for 30 days, 15% for 60
     days, 30% for 90 days, 65% for foreclosures and 90% for REO.

  -- Severities used are higher of 65% or actual historical
     severity for each transaction.

  -- Loss is calculated for the previous year. Expected annual
     loss is then derived from a weighted average of previous year
     loss and expected pipeline loss.  The transaction expected
     loss is projected out over the deal's expected remaining
     life.  Depending on a transaction's time of origination, a
     75% weight can be applied to pipeline loss when it is
     considered to be more representative of future expected
     performance than the previous year's losses.

  -- Expected loss is finally compared to credit enhancement to
     derive a rating.

Loss estimates are subject to variability and, as a result,
realized losses could ultimately turn out higher or lower than
Moody's current expectations.  Moody's will continue to evaluate
performance data as it becomes available and will assess the
pattern of potential future defaults and adjust loss expectations
accordingly if necessary.

Complete rating actions are:

Bear Stearns Asset Backed Sec Tr 2005-4

  -- Cl. M-1, Downgraded to Ba3; previously on 1/23/2006 Assigned
     Aa2

  -- Cl. M-2, Downgraded to Ca; previously on 1/23/2006 Assigned
     A2

  -- Cl. M-3, Downgraded to C; previously on 1/23/2006 Assigned A3

  -- Cl. M-4, Downgraded to C; previously on 6/25/2008 Downgraded
     to Baa3

  -- Cl. M-5, Downgraded to C; previously on 6/25/2008 Downgraded
     to B1

  -- Cl. M-6, Downgraded to C; previously on 6/25/2008 Downgraded
     to B3 and Placed Under Review for Possible Downgrade

  -- Cl. M-7, Downgraded to C; previously on 6/25/2008 Downgraded
     to Caa2

Bear Stearns Asset Backed Sec Tr 2006-4

  -- Cl. A-1, Downgraded to A1; previously on 11/20/2006 Assigned
     Aaa

  -- Cl. A-2, Downgraded to Baa1; previously on 11/20/2006
     Assigned Aaa

  -- Cl. A-3, Downgraded to Baa1; previously on 11/20/2006
     Assigned Aaa

  -- Cl. M-1, Downgraded to Caa3; previously on 6/25/2008
     Downgraded to Ba3

  -- Cl. M-2, Downgraded to C; previously on 6/25/2008 Downgraded
     to B3 and Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to C; previously on 6/25/2008 Downgraded
     to Caa2

  -- Cl. M-4, Downgraded to C; previously on 6/25/2008 Downgraded
     to Caa3

  -- Cl. M-5, Downgraded to C; previously on 6/25/2008 Downgraded
     to Ca

Bear Stearns Asset Backed Sec. Trust 2007-2

  -- Cl. A-1, Downgraded to A1; previously on 5/21/2007 Assigned
     Aaa

  -- Cl. A-2, Downgraded to Baa2; previously on 5/21/2007 Assigned
     Aaa

  -- Cl. A-3, Downgraded to Baa2; previously on 5/21/2007 Assigned
     Aaa

  -- Cl. M-1, Downgraded to Caa1; previously on 6/25/2008
     Downgraded to A2

  -- Cl. M-2, Downgraded to C; previously on 6/25/2008 Downgraded
     to Baa2

  -- Cl. M-3, Downgraded to C; previously on 6/25/2008 Downgraded
     to Caa3

  -- Cl. M-4, Downgraded to C; previously on 6/25/2008 Downgraded
     to Ca

  -- Cl. M-5, Downgraded to C; previously on 6/25/2008 Downgraded
     to Ca

Bear Stearns Asset Backed Secs I Tr 2004-BO1

  -- Cl. M-3, Downgraded to A2; previously on 11/24/2004 Assigned
     A1

  -- Cl. M-4, Downgraded to Baa1; previously on 11/24/2004
     Assigned A2

  -- Cl. M-5, Downgraded to Baa2; previously on 11/24/2004
     Assigned A3

  -- Cl. M-6, Downgraded to Ba1; previously on 9/4/2007 Downgraded
     to Baa3

  -- Cl. M-7, Downgraded to Ba3; previously on 8/21/2008 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. M-8, Downgraded to Caa1; previously on 8/21/2008 B3
     Placed Under Review for Possible Downgrade

Bear Stearns Asset Backed Secs Tr 2006-1

  -- Cl. M-1, Downgraded to Baa1; previously on 3/13/2006 Assigned
     Aa2

  -- Cl. M-2, Downgraded to B1; previously on 3/13/2006 Assigned
     Aa3

  -- Cl. M-3, Downgraded to Ca; previously on 6/25/2008 Downgraded
     to Baa1

  -- Cl. M-4, Downgraded to C; previously on 6/25/2008 Downgraded
     to Baa3

  -- Cl. M-5, Downgraded to C; previously on 6/25/2008 Downgraded
     to B2

  -- Cl. M-6, Downgraded to C; previously on 6/25/2008 Downgraded
     to B3 and remains on Review for Possible Downgrade

  -- Cl. M-7, Downgraded to C; previously on 6/25/2008 Downgraded
     to Caa1

Bear Stearns Asset Backed Secs Tr 2006-2

  -- Cl. M-1, Downgraded to A1; previously on 7/25/2006 Assigned
     Aa2

  -- Cl. M-2, Downgraded to A2; previously on 7/25/2006 Assigned
     Aa3

  -- Cl. M-3, Downgraded to Ba1; previously on 7/25/2006 Assigned
     A2

  -- Cl. M-4, Downgraded to B2; previously on 7/25/2006 Assigned
     A3

  -- Cl. M-5, Downgraded to Caa3; previously on 6/25/2008
     Downgraded to Ba1

  -- Cl. M-6, Downgraded to C; previously on 6/25/2008 Downgraded
     to B2 and remains on Review for Possible Downgrade

  -- Cl. M-7, Downgraded to C; previously on 6/25/2008 Downgraded
     to Caa1

Bear Stearns Asset Backed Secs Tr 2006-3

  -- Cl. A-2, Downgraded to A1; previously on 9/8/2006 Assigned
     Aaa

  -- Cl. A-3, Downgraded to A1; previously on 9/8/2006 Assigned
     Aaa

  -- Cl. M-1, Downgraded to B1; previously on 6/25/2008 Downgraded
     to A1

  -- Cl. M-2, Downgraded to Caa3; previously on 6/25/2008
     Downgraded to Baa1

  -- Cl. M-3, Downgraded to C; previously on 6/25/2008 Downgraded
     to B3

  -- Cl. M-4, Downgraded to C; previously on 6/25/2008 Downgraded
     to Caa1

  -- Cl. M-5, Downgraded to C; previously on 6/25/2008 Downgraded
     to Caa2

  -- Cl. M-6, Downgraded to C; previously on 6/25/2008 Downgraded
     to Caa3

  -- Cl. M-7, Downgraded to C; previously on 6/25/2008 Downgraded
     to Ca

Bear Stearns Asset Backed Secs Tr 2007-SD2

  -- Cl. II-A-1, Downgraded to B3; previously on 3/28/2007
     Assigned Aaa

  -- Cl. II-A-2, Downgraded to Ca; previously on 6/25/2008
     Downgraded to A3

  -- Cl. II-M-1, Downgraded to C; previously on 6/25/2008
     Downgraded to Ba1

  -- Cl. II-M-2, Downgraded to C; previously on 6/25/2008
     Downgraded to Caa2

  -- Cl. II-M-3, Downgraded to C; previously on 6/25/2008
     Downgraded to Ca

Bear Stearns Asset Backed Secs Tr 2007-SD3

  -- Cl. A, Downgraded to B3; previously on 6/1/2007 Assigned Aaa

  -- Cl. M-1, Downgraded to C; previously on 6/25/2008 Downgraded
     to A1

  -- Cl. M-2, Downgraded to C; previously on 6/25/2008 Downgraded
     to A3

  -- Cl. M-3, Downgraded to C; previously on 6/25/2008 Downgraded
     to Baa2

  -- Cl. M-4, Downgraded to C; previously on 6/25/2008 Downgraded
     to Ba2

  -- Cl. M-5, Downgraded to C; previously on 6/25/2008 Downgraded
     to B2

  -- Cl. M-6, Downgraded to C; previously on 6/25/2008 Downgraded
     to Caa3

  -- Cl. M-7, Downgraded to C; previously on 6/25/2008 Downgraded
     to Ca

Bear Stearns Asset Backed Secs Trust 2007-1

  -- Cl. A-1, Downgraded to A2; previously on 3/1/2007 Assigned
     Aaa

  -- Cl. A-2, Downgraded to Ba3; previously on 3/1/2007 Assigned
     Aaa

  -- Cl. A-3, Downgraded to B1; previously on 3/1/2007 Assigned
     Aaa

  -- Cl. M-1, Downgraded to Ca; previously on 6/25/2008 Downgraded
     to Ba2

  -- Cl. M-2, Downgraded to C; previously on 6/25/2008 Downgraded
     to Caa1

  -- Cl. M-3, Downgraded to C; previously on 6/25/2008 Downgraded
     to Caa2

  -- Cl. M-4, Downgraded to C; previously on 6/25/2008 Downgraded
     to Caa3

  -- Cl. M-5, Downgraded to C; previously on 6/25/2008 Downgraded
     to Ca

Bear Stearns Asset Bkd Sec Trust 2003-SD2

  -- Cl. B-5, Downgraded to Caa2; previously on 11/17/2003
     Assigned B2

Bear Stearns Asset Bkd Sec Trust 2005-SD1

  -- Cl. I-A-3, Downgraded to Aa3; previously on 2/20/2005
     Assigned Aaa

  -- Cl. II-M-1, Downgraded to Aa3; previously on 2/20/2005
     Assigned Aa2

  -- Cl. II-M-2, Downgraded to Baa1; previously on 2/20/2005
     Assigned A2

  -- Cl. II-M-3, Downgraded to Ba1; previously on 2/20/2005
     Assigned Baa2

  -- Cl. I-M-1, Downgraded to A2; previously on 2/20/2005 Assigned
     Aa2

  -- Cl. I-M-2, Downgraded to Baa1; previously on 2/20/2005
     Assigned A2

  -- Cl. I-M-3, Downgraded to Baa2; previously on 2/20/2005
     Assigned A3

  -- Cl. I-M-4, Downgraded to Ba1; previously on 2/20/2005
     Assigned Baa1

  -- Cl. I-M-5, Downgraded to B1; previously on 2/20/2005 Assigned
     Baa2

  -- Cl. I-M-6, Downgraded to Caa3; previously on 2/20/2005
     Assigned Baa3

Bear Stearns Asset-Backed Sec Trust 2004-SD2

  -- Cl. B-5, Downgraded to Caa1; previously on 6/18/2004 Assigned
     B2

Bear Stearns Mtg Sec Inc 1997-06

  -- 3-B-4, Downgraded to B1; previously on 12/30/1997 Assigned
     Ba2

  -- 3-B-5, Downgraded to Ca; previously on 5/9/2003 Downgraded to
     Caa2


BERNOULLI HIGH: Moody's Cuts Rating on $750 Mil. Notes to 'C'
-------------------------------------------------------------
Moody's Investors Service has downgraded these notes issued by
Bernoulli High Grade CDO II, Ltd.:

  -- US$750,000,000 Class A-1A First Priority Senior Secured
     Floating Rate Notes due October 2054, Downgraded to C;
     previously on 12/11/2008 Downgraded to Caa3 and Placed on
     Review for Possible Downgrade

Moody's explained that the rating action reflects certain updates
and projections and recent rating actions on the transaction's
underlying collateral pool consisting of exposure to subprime RMBS
securities.

Moody's revised loss projections for subprime RMBS issued from
2005 to 2007 were described in a press release titled "2005-7
subprime RMBS on downgrade review" published on February 26, 2009.
The revised loss projection for 2006 vintage subprime pools is
expected to fall within the range of 28% to 32% of the original
balance of such pools, whereas Moody's previous estimate was 22%.
For 2005 and 2007 pools, such projections are expected to range
from 12% to 14% and 33% to 37% of original balance, respectively.


BIRMINGHAM-JEFFERSON CIVIC: Moody's Raises Bond Ratings from 'B3'
-----------------------------------------------------------------
Moody's Investors Service has upgraded to Aa3 from B3 the rating
on the Birmingham-Jefferson Civic Center Authority's Special Tax
Refunding Bonds, Series 2002.  The upgrade reflects the
fulfillment of the county's obligation to remit a portion of its
Occupational License Tax to secure the bonds; the bonds are now
solely secured by the City of Birmingham's (G.O. rated Aa3)
Occupational License Tax collections.  The rating reflects the
overall credit strength of the city, strong legal provisions, and
the strong coverage from collected revenues.

The upgrade to Aa3 reflects a change in the security of the bonds.
The original security for the bonds included Jefferson County's
(G.O. rated Caa1) annual remittance of $10 million of the
Occupational License Tax collected by the county as well as $3
million of Occupational License Tax annually collected by the City
of Birmingham.  The county's obligation was fulfilled with its
last required payment at the end of 2008 and the bonds are now
solely secured by the city's annual remittance of the tax,
pursuant to the Trust Indenture and Pledge and Appropriation
Agreement between the city and the BJCCA.

The issue has strong legal provisions that include a first lien on
the city's collections of the tax.  The Trust Indenture also
substantially limits the amount of future debt under the proposed
security structure.  Aside from any debt refunding, the authority
has covenanted not to issue any additional debt under the
indenture.  In addition to the closed-lien provisions included in
the indenture, the pledged revenue stream from the city expires in
conjunction with the maturity of the debt.  In the absence of the
closed-lien indenture provisions, any additional debt issued or
extended beyond the maturity of the current issue (2013) would
require the city to extend their pledge of a primary revenue
source which Moody's believes is unlikely.  The convention center
debt remains subject to an additional bonds test and a rate
covenant of 1.5 times.

The city's tax is a license fee levied at 1.0% of the gross
receipts of each person engaged in or following a trade,
occupation or profession within the city.  The city's tax
collections have grown at an average annual rate 3.6% since 2003,
although fiscal 2008 collection growth slowed considerably in
fiscal 2008, growing a modest 0.8% to $76.9 million.  Although
Moody's expects a likely drop in the tax for fiscal 2009, current
collections provide very strong debt service coverage of over 25
times, allowing ample coverage even in the case of significant
decreases in collections.

The last rating action was on September 24, 2008 when the issue
was downgraded to B3.


BLUE HERON: Fitch Junks Ratings on Two Classes of Notes
-------------------------------------------------------
Fitch Ratings has downgraded two and affirmed three classes of
notes issued by Blue Heron Funding VII, Ltd.:

  -- $973,444,210 class A-1 notes downgraded to 'CCC' from 'BBB-';

  -- $25,000,000 class A-2 notes downgraded to 'CC' from 'B';

  -- EUR88,451,000 (US$ equivalent $105,000,000) class B notes
     affirmed at 'C';

  -- EUR88,451,000 (US$ equivalent $105,000,000) class B
     additional interest affirmed at 'C' (interest only);

  -- $6,250,000 certificates affirmed at 'AAA' (principal only).

Additionally, Fitch has removed the class A-1 and A-2 notes from
Rating Watch Negative.  The notes were not assigned Rating
Outlooks as Fitch does not assign Rating Outlooks to classes rated
'CCC' or below.

These rating actions are a result of the continued credit
deterioration of the portfolio since the last review in May 2008.
Approximately 26.5% of the portfolio is rated below investment
grade, of which 15.3% is rated 'CCC' and lower compared to 12.6%
rated below investment grade at the last review.

The class A overcollateralization ratio of 92.6% is failing its
covenant of 102% and continues to redirect interest proceeds that
would otherwise pay interest to classes B to pay down the class A-
1 notes.  The class A-1 notes have paid off approximately 12.6%
since closing.  Fitch has downgraded this class to 'CCC' as this
is a better reflection of the risk to these notes due to the
deterioration of the portfolio.  The downgrade also reflects the
notes exposure to interest rate risk, as all notes have a
floating-rate coupon while over 40% of assets pay a fixed-rate
coupon and no interest rate swap exists.  The class A-2 notes are
downgraded to 'CC' as they continue to receive interest but Fitch
does not anticipate future principal payments.

The rating assigned to the certificates is based on the rating of
the certificate protection asset, which is comprised of U.S.
government-backed Resolution Funding Corp. zero-coupon bonds.

Blue Heron VII is a structured finance CDO, which closed on Dec.
28, 2005.  The portfolio is monitored by Brightwater Capital
Management.  The transaction's revolving period ended in May 2008.
The rating actions reflect Fitch's recently adjusted default and
recovery rate assumptions for analyzing structured finance CDOs,
in addition to negative credit migration in the underlying
portfolio.  The portfolio is primarily composed of commercial
mortgage-backed securities (44.8%), subprime residential mortgage-
backed securities (28.7%), SF CDOs (13.9%), prime RMBS (5.9%),
other CDOs (4.7%), and commercial ABS (1%).

These rating actions resolve the 'Under Analysis' status issued on
Oct. 14, 2008 following Fitch's announcement of its proposed
criteria revision for analyzing SF CDOs.  The revised criteria
report, 'Global Rating Criteria for Structured Finance CDOs', was
published in its final form on Dec. 16, 2008 along with an updated
version of the Fitch Portfolio Credit Model that includes
additional functionality for analyzing SF CDOs.  As part of this
review, Fitch makes standard adjustments for any names on Rating
Watch Negative or with a Negative Outlook, downgrading such
ratings for default analysis purposes by three and one notches,
respectively.


BLUE HERON: Fitch Junks Rating on Class A-1 and A-2 Notes
---------------------------------------------------------
Fitch Ratings has downgraded two and affirmed three classes of
notes issued by Blue Heron Funding VI, Ltd.:

  -- $975,573,547 class A-1 notes downgraded to 'CCC' from 'BBB-';

  -- $25,000,000 class A-2 notes downgraded to 'CC' from 'B';

  -- EUR89,936,000 (US$ equivalent $105,000,000) class B notes
     affirmed at 'C';

  -- EUR89,936,000 (US$ equivalent $105,000,000) class B
     additional interest affirmed at 'C' (interest only);

  -- $6,250,000 certificates affirmed at 'AAA' (principal only).

Additionally, Fitch has removed class A-1 and A-2 notes from
Rating Watch Negative.  The notes were not assigned Rating
Outlooks as Fitch does not assign Rating Outlooks to classes rated
'CCC' or below.

These rating actions are a result of the continued credit
deterioration of the portfolio since the last review in May 2008.
Approximately 27.4% of the portfolio is rated below investment
grade, of which 16.1% is rated 'CCC' and lower compared to 13.6%
rated below investment grade in May 2008.

The class A over collateralization ratio of 93.2% is failing its
covenant of 102% and continues to redirect interest proceeds that
would otherwise pay interest to class B to pay down the class A-1
notes.  The class A-1 notes have paid off approximately 12.4%
since closing.  Fitch has downgraded this class to 'CCC' as this
is a better reflection of the risk to these notes due to the
deterioration of the portfolio.  The downgrade also reflects the
notes exposure to interest rate risk, as all notes have a
floating-rate coupon while over 40% of assets pay a fixed-rate
coupon and no interest rate swap exists.  The class A-2 notes are
downgraded to 'CC' as they continue to receive interest but Fitch
does not anticipate future principal payments.

The rating assigned to the certificates is based on the rating of
the certificate protection asset, which is comprised of U.S.
government-backed Resolution Funding Corp. zero-coupon bonds.

Blue Heron VI is a structured finance CDO, which closed on Dec.
21, 2005.  The portfolio is monitored by Brightwater Capital
Management.  The transaction's revolving period ended in May 2008.
The rating actions incorporate Fitch's recently adjusted default
and recovery rate assumptions for analyzing structured finance
CDOs, in addition to negative credit migration in the underlying
portfolio.  The portfolio is primarily composed of commercial
mortgage-backed securities (44.1%), subprime residential mortgage-
backed securities (27.7%), SF CDOs (14.3%), prime RMBS (7.5%),
other CDOs (5.5%), and commercial and consumer ABS (0.9%).

These rating actions resolve the 'Under Analysis' status issued on
Oct. 14, 2008 following Fitch's announcement of its proposed
criteria revision for analyzing SF CDOs.  The revised criteria
report, 'Global Rating Criteria for Structured Finance CDOs', was
published in its final form on Dec. 16, 2008 along with an updated
version of the Fitch Portfolio Credit Model that includes
additional functionality for analyzing SF CDOs.  As part of this
review, Fitch makes standard adjustments for any names on Rating
Watch Negative or with a Negative Outlook, downgrading such
ratings for default analysis purposes by three and one notches,
respectively.


BRANDYWINE REALTY: Fitch Cuts Credit Ratings; Affirms 'BB+' Rating
------------------------------------------------------------------
Fitch Ratings downgraded the credit ratings of Brandywine Realty
Trust on April 2, 2009.  The Rating Outlook is Negative.

The recent downgrade reflects Fitch's view that BDN's risk-
adjusted capitalization ratio, leverage and liquidity positions
are consistent with a 'BB+' Issuer Default Rating.  Offsetting
strengths include the large portfolio of unencumbered properties,
granular tenant roster, solid leasing profile and manageable lease
expiration schedule.

The Negative Rating Outlook is based on the expectation that BDN's
leverage will remain elevated as assets are encumbered to meet
cash needs and increasing vacancy ratings, negative absorption,
and weaker year over year rent growth in BDN's markets will
challenge the company's portfolio.

Fitch's current ratings for Brandywine Realty Trust are:

  -- IDR: 'BB+';
  -- Unsecured bank credit facility: 'BB+';
  -- Senior unsecured notes: 'BB+';
  -- Preferred stock: 'BB-'.


BROADRIDGE FINANCIAL: S&P Raises Counterparty Rating from 'BB+/B'
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its long-term
counterparty credit rating on Broadridge Financial Solutions Inc.
(Broadridge) to 'BBB-/A-3' from 'BB+/B'.  The outlook on the long-
term rating is positive.

"The rating action follows our full annual review of the company's
financial performance, competitive position, and enterprise risk-
management policies and procedures.  The rating action takes into
account the company's consistently stable operating profitability
and focus on debt reduction, as well as its thus-far successful
navigation of the challenging market environment," said Standard &
Poor's credit analyst Robert Hansen.

The rating also reflects management's increased emphasis on the
firm's risk-management practices and policies as they relate to
approving and monitoring potential exposures, notably at its
regulated broker-dealer, Ridge Clearing & Outsourcing Solutions
Inc.  However, S&P believes that there is room for further
improvement in Broadridge's risk management and corporate
governance, which S&P will continue to evaluate.  The ratings also
reflect the company's strong interest coverage and relatively
modest credit risk.

S&P thinks the company's financial profile is strong for the
rating.  Specifically, S&P views its operating cash flows as
relatively stable, aided by the high proportion of revenue within
the investor communications segment considered recurring (that is,
repeated annually under long-term contracts).  S&P expects
operating cash flows will significantly exceed dividends and share
repurchases, and contribute to management's focus on debt
repayment.

The counterparty credit ratings on Broadridge reflect its very
strong and well-established competitive position in the industry
despite its limited history as a public, stand-alone company.
Consolidation within the financial services industry could present
modest risks to its client base, given the company's significant
customer concentration.  In this context, S&P view favorably the
fact that its profitability has not been substantially affected by
the loss of Lehman Brothers, a major client, which was largely
offset by a renewed contract with Barclays PLC (which acquired
Lehman) and the addition of investment management firm Neuberger
Berman Inc. as a client.

"The positive outlook reflects our opinion that the rating could
be raised in the next few months if Broadridge's financial
performance stays consistent, and if it continues to improve its
risk management policies and procedures.  S&P expects operating
profitability to remain satisfactory in fiscal 2009, bolstered by
its continued strength in investor communications services.  On
the other hand (but not, in S&P's opinion, likely), S&P could
lower the rating if its profitability declines, its leverage
increases materially, or the credit risk increases materially in
its clearing business," Mr. Hansen added.


BUCHANAN SPC: S&P Downgrades Ratings on Three Classes to 'D'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
notes from Buchanan SPC's series 2006-II, 2006-III, and 2006-IV
notes to 'D' from 'CCC-'.

The lowered ratings follow a number of recent write-downs of
underlying reference entities, which have caused the Buchanan
Series 2006-II notes to incur partial principal losses and the
Buchanan Series 2006-III and 2006-IV notes to incur complete
principal losses.

                         Ratings Lowered

                          Buchanan SPC
                                                      Rating
                                                      ------
Deal                               Class          To         From
----                               -----          --         ----
Series 2006-II                     A2             D          CCC-
Series 2006-III                    A4             D          CCC-
Series 2006-IV                     B              D          CCC-


C-BASS SERIES: Moody's Downgrades Ratings on 56 Tranches
--------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 56
tranches issued in eight C-BASS transactions.  The collateral
backing each tranche consists primarily of first lien adjustable-
rate and fixed-rate "scratch and dent" mortgage loans.  Scratch
and dent loans in the C-BASS shelf consist mainly of subprime or
Alt-A loans and typically include loans which were delinquent
before closing and / or at closing.

The actions are triggered by higher than anticipated delinquency
levels and severity of loss as well as slower than anticipated
voluntary prepayments, resulting in higher updated loss
expectation for the underlying collateral and lower coverage for
the rated debt given available credit enhancement.

The ratings on the securities are monitored by evaluating factors
determined to be applicable to the credit profile of the
securities, such as i) the nature, sufficiency, and quality of
historical performance information regarding the asset class ii)
an analysis of the collateral being securitized, iii) an analysis
of the transaction's allocation of collateral cash flow and
capital structure, and (iv) a comparison of these attributes
against those of other similar transactions.

General loss estimation methodology is outlined, separately for
recent and for more seasoned vintages.

For recent vintages (2005 and later), Moody's calculates estimated
losses for Scratch and Dent RMBS in a two-step process. First,
serious delinquencies are projected through late 2009, primarily
based upon recent historical performance.  These projected
delinquencies are converted into projected losses using lifetime
roll rates (the probability of transition to default) averaging
60% for 60-day delinquencies, 90% for delinquencies greater than
90 days, 100% for foreclosure and 100% for REO, and severity
assumptions based on the higher of actual severities and 65%.

The second step is to determine losses beyond 2009. Depending on a
deal's performance, as well as collateral characteristics, such as
loan type, or loan-to-value ratios and geographic concentrations
of remaining current loans, Moody's assumes varying degrees of
slowing in the loss rate (which is measured by loss-to-
liquidation) for the remaining life of the deal.  Typical degrees
of slowing in loss rate after late 2009 range from 15% to 35%.

For more seasoned vintages (before 2005), Moody's calculates
estimated losses for Scratch and Dent RMBS:

  -- Current delinquencies are used to project pipeline losses.

  -- Annual roll rates are assumed at 0% for 30 days, 15% for 60
     days, 30% for 90 days, 65% for foreclosures and 90% for REO.

  -- Severities used are higher of 65% or actual historical
     severity for each transaction.

  -- Loss is calculated for the previous year. Expected annual
     loss is then derived from a weighted average of previous year
     loss and expected pipeline loss.  The transaction expected
     loss is projected out over the deal's expected remaining
     life.  Depending on a transaction's time of origination, a
     75% weight can be applied to pipeline loss when it is
     considered to be more representative of future expected
     performance than the previous year's losses.

  -- Expected loss is finally compared to credit enhancement to
     derive a rating.

Loss estimates are subject to variability and, as a result,
realized losses could ultimately turn out higher or lower than
Moody's current expectations.  Moody's will continue to evaluate
performance data as it becomes available and will assess the
pattern of potential future defaults and adjust loss expectations
accordingly if necessary.

C-BASS 2003-RP1 Trust

  -- Cl. M-1, Downgraded to A1; previously on 7/30/2003 Assigned
     Aa3

  -- Cl. M-2, Downgraded to Ba1; previously on 7/1/2008 Downgraded
     to Baa3

  -- Cl. B-1, Downgraded to Ca; previously on 7/1/2008 Downgraded
     to B3 and Placed Under Review for Possible Downgrade

  -- Cl. B-2, Downgraded to C; previously on 7/1/2008 Downgraded
     to Ca

C-BASS Series 2004-RP1 Trust

  -- Cl. B-2, Downgraded to B2; previously on 7/5/2004 Assigned
     Baa3

PPT ABS LLC Trust 2004-1

  -- Cl. A, Downgraded to A2; previously on 10/6/2008 Aaa Placed
     Under Review for Possible Downgrade

C-BASS Series 2006-RP1 Trust

  -- Cl. A-2, Downgraded to Aa3; previously on 5/24/2006 Assigned
     Aaa

  -- Cl. M-1, Downgraded to A3; previously on 5/24/2006 Assigned
     Aa2

  -- Cl. M-2, Downgraded to B3; previously on 5/24/2006 Assigned
     A2

  -- Cl. M-3, Downgraded to Ca; previously on 5/24/2006 Assigned
     A3

  -- Cl. B-1, Downgraded to C; previously on 5/24/2006 Assigned
     Baa1

  -- Cl. B-2, Downgraded to C; previously on 5/24/2006 Assigned
     Baa2

  -- Cl. B-3, Downgraded to C; previously on 5/24/2006 Assigned
     Baa3

  -- Cl. B-4, Downgraded to C; previously on 5/24/2006 Assigned
     Ba1

C-BASS Series 2006-RP2 Trust

  -- Cl. A-2, Downgraded to B3; previously on 12/1/2006 Assigned
     Aaa

  -- Cl. A-3, Downgraded to B3; previously on 12/1/2006 Assigned
     Aaa

  -- Cl. A-4, Downgraded to Ca; previously on 12/1/2006 Assigned
     Aaa

  -- Cl. M-1, Downgraded to C; previously on 12/1/2006 Assigned
     Aa2

  -- Cl. M-2, Downgraded to C; previously on 12/1/2006 Assigned A2

  -- Cl. M-3, Downgraded to C; previously on 7/1/2008 Downgraded
     to Baa1

  -- Cl. B-1, Downgraded to C; previously on 7/1/2008 Downgraded
     to Ba3

  -- Cl. B-2, Downgraded to C; previously on 7/1/2008 Downgraded
     to B2 and Placed Under Review for Possible Downgrade

  -- Cl. B-3, Downgraded to C; previously on 7/1/2008 Downgraded
     to Caa1

  -- Cl. B-4, Downgraded to C; previously on 7/1/2008 Downgraded
     to Caa3

C-BASS 2007-SP1 Trust

  -- Cl. A-3, Downgraded to Aa2; previously on 2/27/2007 Assigned
     Aaa

  -- Cl. A-4, Downgraded to Ba2; previously on 2/27/2007 Assigned
     Aaa

  -- Cl. M-1, Downgraded to B3; previously on 2/27/2007 Assigned
     Aa1

  -- Cl. M-2, Downgraded to Ca; previously on 2/27/2007 Assigned
     Aa2

  -- Cl. M-3, Downgraded to C; previously on 2/27/2007 Assigned
     Aa3

  -- Cl. M-4, Downgraded to C; previously on 2/27/2007 Assigned A1

  -- Cl. M-5, Downgraded to C; previously on 2/27/2007 Assigned A2

  -- Cl. M-6, Downgraded to C; previously on 2/27/2007 Assigned A3

  -- Cl. M-7, Downgraded to C; previously on 2/27/2007 Assigned
     Baa1

  -- Cl. M-8, Downgraded to C; previously on 2/27/2007 Assigned
     Baa2

  -- Cl. M-9, Downgraded to C; previously on 2/27/2007 Assigned
     Baa3

  -- Cl. M-10, Downgraded to C; previously on 7/1/2008 Downgraded
     to B2 and Placed Under Review for Possible Downgrade

  -- Cl. M-11, Downgraded to C; previously on 7/1/2008 Downgraded
     to Caa1

C-BASS 2007-SP2 Trust

  -- Cl. A-2, Downgraded to A2; previously on 7/9/2007 Assigned
     Aaa

  -- Cl. A-3, Downgraded to B1; previously on 7/9/2007 Assigned
     Aaa

  -- Cl. M-1, Downgraded to B3; previously on 7/9/2007 Assigned
     Aa1

  -- Cl. M-2, Downgraded to Ca; previously on 7/9/2007 Assigned
     Aa2

  -- Cl. M-3, Downgraded to C; previously on 7/9/2007 Assigned Aa3

  -- Cl. M-4, Downgraded to C; previously on 7/9/2007 Assigned A1

  -- Cl. M-5, Downgraded to C; previously on 7/9/2007 Assigned A2

  -- Cl. M-6, Downgraded to C; previously on 7/9/2007 Assigned A3

  -- Cl. M-7, Downgraded to C; previously on 7/9/2007 Assigned
     Baa1

  -- Cl. M-8, Downgraded to C; previously on 7/9/2007 Assigned
     Baa2

  -- Cl. M-9, Downgraded to C; previously on 7/9/2007 Assigned
     Baa3

  -- Cl. M-10, Downgraded to C; previously on 7/9/2007 Assigned
     Ba1

C-BASS Series 2007-RP1 Trust

  -- Cl. A, Downgraded to Caa3; previously on 6/27/2007 Assigned
     Aaa

  -- Cl. M-1, Downgraded to C; previously on 6/27/2007 Assigned
     Aa2

  -- Cl. M-2, Downgraded to C; previously on 7/1/2008 Downgraded
     to Baa2

  -- Cl. M-3, Downgraded to C; previously on 7/1/2008 Downgraded
     to Ba3

  -- Cl. M-4, Downgraded to C; previously on 7/1/2008 Downgraded
     to Caa1

  -- Cl. M-5, Downgraded to C; previously on 7/1/2008 Downgraded
     to Caa2

  -- Cl. M-6, Downgraded to C; previously on 7/1/2008 Downgraded
     to Ca


CABCO TRUST: S&P Downgrades Rating on $52.65 Mil. Certs. to 'BB'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on CABCO
Trust for JC Penney Debentures' $52.65 million series 1999-1 trust
certificates to 'BB' from 'BBB-' and removed it from CreditWatch
with negative implications.

The rating action follows the April 16, 2009, lowering of S&P's
rating on the underlying securities, J.C. Penney Co. Inc.'s 7.625%
debentures due March 1, 2097, to 'BB' from 'BBB-' and its removal
from CreditWatch negative.

The rating on the certificates is dependent on the rating on the
underlying securities.


CANADIAN REVOLVING: Moody's Takes Rating Actions on Various Notes
-----------------------------------------------------------------
Moody's Investors Service has taken these ratings actions on
dealer floorplan asset-backed notes issued by Canadian Revolving
Auto Floorplan Trust:

Issuer: Canadian Revolving Auto Floorplan Trust

  -- C$200,000,000 Series 2007-D1 downgraded from Aa3 to Ba1 and
     remain under review for possible downgrade; previously on
     February 27, 2009, downgraded from Aaa to Aa3, under review
     for further possible downgrade

  -- C$450,000,000 Series 2007-D2 downgraded from Aa3 to Ba1 and
     remain under review for possible downgrade; previously on
     February 27, 2009, downgraded from Aaa to Aa3, under review
     for further possible downgrade

  -- C$250,000,000 Series 2007-D3 downgraded from Aa3 to Ba1 and
     remain under review for possible downgrade; previusly, on
     February 27, 2009, downgraded from Aaa to Aa3, under review
     for further possible downgrade

These transactions are secured by undivided co-ownership interests
in a revolving pool of receivables payable by auto dealers and
secured by the dealers' related inventory, which consists
primarily of cars and light trucks manufactured by Chrysler LLC.
The dealer accounts were originated and are serviced by Chrysler
Financial Services Canada, Inc.

                            Rationale

On April 21, Moody's downgraded the Corporate Family Ratings for
Chrysler to C.  The downgrade of the corporate rating was driven
by the impact that the unprecedented erosion in the North American
auto markets is having on Chrysler's, and consequently Chrysler
Canada Inc.'s, ongoing viability, and on the value of its tangible
assets and its various brands.  The actions on Chrysler floorplan
securitizations also reflect the significant negative effect that
a possible bankruptcy could have on key performance factors in the
floorplan transactions.  A potential Chrysler/Chrysler Canada
bankruptcy (reorganization or liquidation) could lead to high
dealer default rates, depressed collateral recovery values, and
could severely constrain the servicer's ability to monitor dealers
and secure collateral if numerous dealers default in a short
period of time.  Since Moody's last rating actions on the
floorplan transactions on February 27, 2009, the probability of a
Chrysler/Chrysler Canada bankruptcy has increased.  The rating
actions reflect the current bankruptcy probability and the
significant event risk facing Chrysler's outstanding floorplan
transactions caused by the near term uncertainty surrounding
Chrysler's future.

The notes remain on review for further possible downgrade due to
significant uncertainty surrounding Chrysler in 2009.  On March
31, the United States government (the "Administration") rejected
the restructuring plans submitted by Chrysler.  The Administration
also affirmed its willingness to rely on the bankruptcy process to
restructure the company unless it can formulate a new plan that
the Administration determines will be effective in restoring its
competitiveness.  The Canadian government has also expressed its
readiness to let Chrysler Canada enter bankruptcy if viable plans
cannot be formulated.  Chrysler faces a significant burden in
demonstrating its viability due to a narrow window for submitting
a revised plan (by April 30, 2009) and therefore has a high risk
of filing for bankruptcy, in Moody's view.  The ratings are now
consistent with Moody's expectation that a Chapter 11
(reorganization) filing is quite likely but that an immediate
Chapter 7 (liquidation) filing is not likely.  Moody's will
continue to monitor developments and will further assess the
potential impact on their rated outstanding floorplan transactions
as necessary.  The uncertainty related to potential developments,
particularly the potential for a Chapter 7 filing by Chrysler
later this year, underlies the continuing review process for the
transactions.

                        Rating Methodology

Moody's floorplan analysis is based on a joint-default probability
analysis of both the manufacturer and dealers with loss given
default determined by collateral at risk net of recoveries.  The
total collateral at risk with a joint-default is the remaining
unpaid floorplan loan calculated based on the monthly payment rate
prior to dealer default.

The analysis is implemented through a simulation model, which
simulates losses during a two year amortization period following
an event of default based on a set of key modeled assumptions:

* Manufacturer bankruptcy scenarios
* Dealer default rates
* Recovery rates
* Payment rates

In addition, Moody's includes other modeled assumptions in the
simulation model such as linkage of default probability between
manufacturer and dealer to macroeconomic activity, linkage between
manufacturer and dealer default probability, and sold-out-of-trust
assumptions.

Modeled assumptions form the basis of the quantitative analysis
executed through a simulation model.  Manufacturer default is
simulated, which is further specified into Chapter 11 and Chapter
7 bankruptcies.  Manufacturer default probability is modeled based
on committee assessment, often with reference to the manufacturer
rating.  Next, the simulation model simulates dealer default,
which takes place randomly throughout the two year amortization
period.  The final step in simulation is to calculate total
principal collections.  For non-defaulting dealers, outstanding
floorplan balances are assumed to be paid in full at the end of
the two year amortization period and losses will be zero.  For
defaulted dealers, the model calculates total collateral at risk
determined by payment rate prior to dealer default and then
applies a recovery rate under different circumstances where the
manufacturer is either in a non-bankrupt status, a Chapter 11
bankruptcy or a Chapter 7 bankruptcy.

Each simulation run simulates a total loss and corresponding
internal rate of return reduction for each bond.  This IRR helps
form the quantitative basis of Moody's rating assessment.  Moody's
also evaluates qualitative factors such as the quality of provided
information, servicer strength, and dealership profile.  Combining
the qualitative and quantitative analysis, a final rating level is
determined.

                             Servicer

Chrysler Financial Canada is a wholly-owned subsidiary of Chrysler
Financial Services Americas LLC, which is an indirect wholly-owned
subsidiary of Chrysler Holding LLC, and engages in providing
consumer and dealer automotive financing for the products of
Chrysler Canada and other manufacturers, including retail and
lease financing for vehicles, dealer inventory and other financing
needs.  Chrysler Holding owns both Chrysler Financial Canada and
Chrysler Canada.  Long-term senior unsecured debt ratings for
Chrysler Financial and Chrysler Holding are Ca and C,
respectively.  The rating outlook for Chrysler Financial is
negative.


CHASE MORTGAGE: Moody's Downgrades Ratings on 147 Tranches
----------------------------------------------------------
Moody's Investors Service has downgraded 147 tranches and
confirmed 4 tranches from 9 Chase Mortgage Finance Trust deals
issued in 2006 and 2007.

The collateral backing these transactions consists primarily of
first-lien, fixed and adjustable rate, Jumbo mortgage loans.  The
actions are triggered by the quickly deteriorating performance --
marked by rising delinquencies and loss severities, along with
concerns about the continuing drop in housing prices nationwide
and the rising unemployment levels.  The actions reflect Moody's
updated expected losses on the jumbo sector announced in a press
release on March 19th, 2009, and are part of Moody's on-going
review process.

Moody's final rating actions are based on current ratings, level
of credit enhancement, collateral performance and updated pool-
level loss expectations relative to current level of credit
enhancement.  Moody's took into account credit enhancement
provided by seniority, cross-collateralization, time tranching,
and other structural features within the senior note waterfalls.

Loss estimates are subject to variability and are sensitive to
assumptions used; as a result, realized losses could ultimately
turn out higher or lower than Moody's current expectations.
Moody's will continue to evaluate performance data as it becomes
available and will assess the pattern of potential future defaults
and adjust loss expectations accordingly as necessary.

Complete rating actions are:

Chase Mortgage Finance Trust Series 2006-S2

  -- Cl. 1-A1, Downgraded to Ba2; previously on 3/19/2009 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A2, Downgraded to B3; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. 1-A3, Downgraded to B1; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. 1-A4, Downgraded to B1; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. 1-A5, Downgraded to B1; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. 1-A6, Downgraded to B1; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. 1-A7, Downgraded to B1; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. 1-A8, Downgraded to B1; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. 1-A9, Downgraded to B1; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. 1-A10, Downgraded to Ba3; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A11, Downgraded to Ba3; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A12, Downgraded to B1; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A13, Downgraded to B1; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A14, Downgraded to Ba3; previously on 3/19/2009 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A15, Downgraded to B3; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A16, Downgraded to B1; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A17, Downgraded to Ba3; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A18, Downgraded to Ba3; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A19, Downgraded to B1; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-AX, Downgraded to Ba2; previously on 3/19/2009 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A1, Downgraded to B3; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. 2-A2, Downgraded to Ba3; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A3, Downgraded to Ba3; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A4, Downgraded to B3; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. 2-A5, Downgraded to Ba1; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A6, Downgraded to Ba3; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A7, Downgraded to B3; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. 2-A8, Confirmed at Aaa; previously on 3/19/2009 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. 2-AX, Confirmed at A1; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. A-P, Downgraded to B1; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. A-M, Downgraded to C; previously on 3/19/2009 Baa2 Placed
     Under Review for Possible Downgrade

Chase Mortgage Finance Trust Series 2006-S3

  -- Cl. 1-A1, Downgraded to Ba3; previously on 3/19/2009 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A2, Downgraded to B1; previously on 3/19/2009 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A3, Downgraded to B2; previously on 3/19/2009 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A4, Downgraded to A3; previously on 3/19/2009 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A5, Downgraded to Ba2; previously on 3/19/2009 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A6, Downgraded to Ba3; previously on 3/19/2009 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A7, Downgraded to B1; previously on 3/19/2009 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-AX, Downgraded to Ba2; previously on 3/19/2009 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A1, Downgraded to Ba3; previously on 3/19/2009 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A2, Downgraded to Ba2; previously on 3/19/2009 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A3, Downgraded to B2; previously on 3/19/2009 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. 2-AX, Downgraded to Ba2; previously on 3/19/2009 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. A-P, Downgraded to B1; previously on 3/19/2009 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. A-M, Downgraded to C; previously on 3/19/2009 B2 Placed
     Under Review for Possible Downgrade

Chase Mortgage Finance Trust Series 2006-S4

  -- Cl. A-1, Downgraded to Ba1; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to Ba1; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to Ba1; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to Baa1; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. A-5, Downgraded to Ba1; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. A-6, Downgraded to Ba1; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. A-7, Downgraded to Ba1; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. A-8, Downgraded to B3; previously on 3/19/2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-9, Downgraded to Ca; previously on 3/19/2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-10, Downgraded to B3; previously on 3/19/2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-11, Downgraded to B3; previously on 3/19/2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-13, Downgraded to B3; previously on 3/19/2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-14, Downgraded to B3; previously on 3/19/2009 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-15, Downgraded to B3; previously on 3/19/2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-16, Downgraded to Ba1; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. A-17, Downgraded to Ba1; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. A-18, Downgraded to Ba1; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. A-19, Downgraded to B3; previously on 3/19/2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-20, Downgraded to B3; previously on 3/19/2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-21, Downgraded to B3; previously on 3/19/2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-22, Downgraded to B3; previously on 3/19/2009 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-23, Downgraded to B3; previously on 3/19/2009 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-X, Downgraded to Baa1; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. A-P, Downgraded to B3; previously on 3/19/2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-M, Downgraded to C; previously on 3/19/2009 B3 Placed
     Under Review for Possible Downgrade

     Chase Mortgage Finance Trust Series 2007-S1

  -- Cl. A-1, Downgraded to Ba3; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to Ba3; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to B3; previously on 3/19/2009 Ba2 Placed
     Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to Ba3; previously on 3/19/2009 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. A-5, Downgraded to B3; previously on 3/19/2009 Ba2 Placed
     Under Review for Possible Downgrade

  -- Cl. A-6, Downgraded to Ca; previously on 3/19/2009 Ba2 Placed
     Under Review for Possible Downgrade

  -- Cl. A-7, Downgraded to B3; previously on 3/19/2009 Ba2 Placed
     Under Review for Possible Downgrade

  -- Cl. A-8, Downgraded to A2; previously on 3/19/2009 Aa2 Placed
     Under Review for Possible Downgrade

  -- Cl. A-9, Downgraded to A3; previously on 3/19/2009 Aa3 Placed
     Under Review for Possible Downgrade

  -- Cl. A-10, Downgraded to B3; previously on 3/19/2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. A-11, Downgraded to B3; previously on 3/19/2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. A-12, Downgraded to B3; previously on 3/19/2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. A-13, Downgraded to B2; previously on 3/19/2009 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. A-X, Downgraded to A2; previously on 3/19/2009 Aa2 Placed
     Under Review for Possible Downgrade

  -- Cl. A-P, Downgraded to B3; previously on 3/19/2009 Ba2 Placed
     Under Review for Possible Downgrade

  -- Cl. A-M, Downgraded to C; previously on 3/19/2009 Caa2 Placed
     Under Review for Possible Downgrade

Chase Mortgage Finance Trust Series 2007-S2

  -- Cl. 1-A1, Downgraded to Baa3; previously on 3/19/2009 A2
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A2, Downgraded to Baa3; previously on 3/19/2009 A2
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A3, Downgraded to B3; previously on 3/19/2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A4, Downgraded to B3; previously on 3/19/2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A5, Downgraded to Ca; previously on 3/19/2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A6, Downgraded to B3; previously on 3/19/2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A7, Confirmed at Baa3; previously on 3/19/2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A8, Downgraded to B3; previously on 3/19/2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A9, Confirmed at Ba2; previously on 3/19/2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. 1-AX, Downgraded to Baa3; previously on 3/19/2009 A2
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A1, Downgraded to B3; previously on 3/19/2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A2, Downgraded to B3; previously on 3/19/2009 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A3, Downgraded to B3; previously on 3/19/2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. 2-AX, Downgraded to B3; previously on 3/19/2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-P, Downgraded to B3; previously on 3/19/2009 Ba2 Placed
     Under Review for Possible Downgrade

  -- Cl. A-M, Downgraded to C; previously on 3/19/2009 Caa2 Placed
     Under Review for Possible Downgrade

Chase Mortgage Finance Trust Series 2007-S4

  -- Cl. A-1, Downgraded to B3; previously on 3/19/2009 Ba2 Placed
     Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to B2; previously on 3/19/2009 Ba2 Placed
     Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to Ca; previously on 3/19/2009 Ba3 Placed
     Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to B2; previously on 3/19/2009 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. A-5, Downgraded to B3; previously on 3/19/2009 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. A-7, Downgraded to B3; previously on 3/19/2009 Ba2 Placed
     Under Review for Possible Downgrade

  -- Cl. A-8, Downgraded to B3; previously on 3/19/2009 Ba2 Placed
     Under Review for Possible Downgrade

  -- Cl. A-9, Downgraded to Ca; previously on 3/19/2009 Ba3 Placed
     Under Review for Possible Downgrade

  -- Cl. A-10, Downgraded to B3; previously on 3/19/2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. A-11, Downgraded to B3; previously on 3/19/2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. A-12, Downgraded to B2; previously on 3/19/2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-13, Downgraded to B3; previously on 3/19/2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. A-14, Downgraded to B3; previously on 3/19/2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. A-15, Downgraded to B3; previously on 3/19/2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. A-16, Downgraded to B3; previously on 3/19/2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. A-17, Downgraded to B3; previously on 3/19/2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. A-18, Downgraded to B3; previously on 3/19/2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. A-19, Downgraded to B3; previously on 3/19/2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. A-X, Downgraded to B3; previously on 3/19/2009 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. A-P, Downgraded to B3; previously on 3/19/2009 Ba3 Placed
     Under Review for Possible Downgrade

Chase Mortgage Finance Trust Series 2007-S5

  -- Cl. 1-A1, Downgraded to Ba3; previously on 3/19/2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A2, Downgraded to Ba3; previously on 3/19/2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A19, Downgraded to Ba3; previously on 3/19/2009 Baa3
     Placed Under Review for Possible Downgrade

Chase Mortgage Finance Trust Series 2007-S6

  -- Cl. 1-A1, Downgraded to B3; previously on 3/19/2009 A3 Placed
     Under Review for Possible Downgrade

  -- Cl. 1-A2, Downgraded to Ca; previously on 3/19/2009 B1 Placed
     Under Review for Possible Downgrade

  -- Cl. 1-A3, Downgraded to B3; previously on 3/19/2009 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. 1-AX, Downgraded to B3; previously on 3/19/2009 A3 Placed
     Under Review for Possible Downgrade

  -- Cl. 2-A1, Downgraded to B1; previously on 3/19/2009 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A2, Downgraded to Ca; previously on 3/19/2009 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A3, Downgraded to B3; previously on 3/19/2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. 2-AX, Downgraded to B1; previously on 3/19/2009 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-P, Downgraded to B3; previously on 3/19/2009 B1 Placed
     Under Review for Possible Downgrade

  -- Cl. M, Downgraded to C; previously on 3/19/2009 Caa3 Placed
     Under Review for Possible Downgrade

  -- Cl. B-1, Downgraded to C; previously on 3/19/2009 Ca Placed
     Under Review for Possible Downgrade

  -- Cl. B-2, Downgraded to C; previously on 3/19/2009 Ca Placed
     Under Review for Possible Downgrade

Chase Mortgage Finance Trust, Series 2006-A1

  -- Cl. 1-A1, Downgraded to B1; previously on 3/19/2009 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A2, Downgraded to B3; previously on 3/19/2009 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A3, Downgraded to B3; previously on 3/19/2009 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A4, Downgraded to Ca; previously on 3/19/2009 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-AX, Downgraded to B1; previously on 3/19/2009 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A1, Downgraded to B2; previously on 3/19/2009 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A2, Downgraded to B3; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. 2-A3, Downgraded to B3; previously on 3/19/2009 A1 Placed
     Under Review for Possible Downgrade

  -- Cl. 2-A4, Downgraded to Ca; previously on 3/19/2009 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. 2-AX, Downgraded to B2; previously on 3/19/2009 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. 3-A1, Downgraded to B2; previously on 3/19/2009 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. 3-A2, Downgraded to Ca; previously on 3/19/2009 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. 4-A1, Downgraded to Ba1; previously on 3/19/2009 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. 4-A2, Downgraded to Ca; previously on 3/19/2009 Ba1
     Placed Under Review for Possible Downgrade

The ratings on the notes were assigned after evaluating factors
determined applicable to the credit profile of the notes, such as:

i) the nature, sufficiency, and quality of historical performance
information available for the asset class as well as for the
transaction sponsor,

ii) collateral analysis,

iii) an analysis of the policies, procedures and alignment of
interests of the key parties to the transaction, most notably the
originator and the servicer,

iv) an analysis of the transaction's allocation of collateral
cashflow and capital structure,

v) an analysis of the transaction's governance and legal
structure, and

vi) a comparison of these attributes against those of other
similar transactions.


CHRYSLER CANADA: DBRS Keeps Lease and Loan Securitizations Ratings
------------------------------------------------------------------
Dominion Bond Rating Service said that the current ratings remain
unchanged for all outstanding retail lease and retail loan auto-
backed securitization transactions supported by discrete pools of
retail lease and retail loans originated by Chrysler Canada Inc.
and its affiliates.

Despite the bankruptcy filing by Chrysler LLC, certain positive
factors exist to support the current ratings assigned to the
various notes.  DBRS also notes that at this time, neither
Chrysler Canada nor any of its Canadian affiliates are included in
the Chrysler LLC filing announced April 30, 2009.  These factors
include:

     (1) Performance on the lease and loan transactions evidencing
         a geographically diverse consumer base that continues to
         meet monthly payment obligations within the base loss
         expectations established at the outset of the
         transactions.

     (2) Enhancement levels that have in all cases increased since
         transaction inception.

     (3) Non-amortizing features of the enhancement that will
         allow the total level of enhancement available for losses
         to continue to grow as the note balances are repaid.

     (4) A diverse portfolio of vehicles that includes light-duty
         trucks, minivans, mid-sized passenger vehicles and fuel-
         efficient or economy cars.

     (5) Bankruptcy-remote transaction structures supported by
         opinions from nationally recognized legal counsel.

DBRS will continue to monitor the status of the bankruptcy and its
implications on the servicer, the servicers' operations and
performance of the obligors in the transactions it rates and will
take action, if warranted.


CHRYSLER FINANCIAL: Moody's Takes Rating Actions on Dealer Notes
----------------------------------------------------------------
Moody's Investors Service has taken these ratings actions on
dealer floorplan asset-backed notes issued by Chrysler Financial
Services Americas LLC:

Master Chrysler Financial Owner Trust 2006-A (formerly known as
DaimlerChrysler Master Owner Trust 2006-A)

  -- Class A Notes, Downgraded from Baa3 to B2 and remain under
     review for further possible downgrade; previously on January
     14, 2009, downgraded from A3 to Baa3 under review for further
     possible downgrade

Master Chrysler Financial Owner Trust 2008-B (formerly known as
DaimlerChrysler Master Owner Trust 2008-B)

  -- Class A Notes, Downgraded from A1 to Baa3 and remain under
     review for further possible downgrade; previously on January
     14, 2009, downgraded from Aaa to A1 under review for further
     possible downgrade

Both transactions are issued out of a single master trust whose
assets consist of a revolving pool of receivables payable by
dealers and secured primarily by the dealers' related inventory,
which consists primarily of cars and light trucks manufactured by
Chrysler LLC.  The dealers' accounts were originated and are
serviced by Chrysler Financial.  The 2006-A Class A Notes will
begin their accumulation phase in June.

                            Rationale

On April 21, Moody's downgraded the Corporate Family Ratings for
Chrysler to C.  The downgrade of the corporate rating was driven
by the impact that the unprecedented erosion in the North American
auto markets is having on Chrysler's ongoing viability, and on the
value of its tangible assets and its various brands.  The actions
on the Chrysler floor plan securitizations also reflect the
significant negative effect that a possible bankruptcy could have
on key performance factors in the floorplan transactions.  A
potential Chrysler bankruptcy (reorganization or liquidation)
could lead to high dealer default rates, depressed collateral
recovery values, and could severely constrain the servicer's
ability to monitor dealers and secure collateral if numerous
dealers default in a short period of time.  Since Moody's last
rating actions on the floor plan transactions on January 14, 2009,
the probability of a Chrysler bankruptcy has increased.  The
rating actions reflect the current bankruptcy probability and the
significant event risk facing Chrysler's outstanding floorplan
transactions caused by the near term uncertainty surrounding
Chrysler's future.

The notes remain on review for further possible downgrade due to
significant uncertainty surrounding Chrysler in 2009.  On March
31, the Obama administration rejected the restructuring plans
submitted by Chrysler.  The administration also affirmed its
willingness to rely on the bankruptcy process to restructure the
company unless it can formulate a new plan that the administration
determines will be effective in restoring its competitiveness.
Chrysler faces a significant burden in demonstrating its viability
due to a narrow window for submitting a revised plan (by April 30,
2009) and therefore has a high risk of filing for bankruptcy, in
Moody's view.  The ratings are now consistent with Moody's
expectation that a Chapter 11 filing is quite likely but that an
immediate Chapter 7 filing is not likely.  Moody's will continue
to monitor developments and will further assess the potential
impact on their rated outstanding floorplan transactions as
necessary.  The uncertainty related to potential developments,
particularly the potential for a Chapter 7 filing by Chrysler
later this year, underlies the continued review process for the
transactions.

                        Rating Methodology

Moody's floorplan analysis is based on a joint-default probability
analysis of both the manufacturer and dealers with loss given
default determined by collateral at risk net of recoveries.  The
total collateral at risk with a joint-default is the remaining
unpaid floorplan loan calculated based on the monthly payment rate
prior to dealer default.

The analysis is implemented through a simulation model, which
simulates losses during a two year amortization period following
an event of default based on a set of key modeled assumptions:

* Manufacturer bankruptcy scenarios
* Dealer default rates
* Recovery rates
* Payment rates

In addition, Moody's includes other modeled assumptions in the
simulation model such as linkage of default probability between
manufacturer and dealer to macroeconomic activity, linkage between
manufacturer and dealer default probability, and sold-out-of-trust
assumptions.

Modeled assumptions form the basis of the quantitative analysis
executed through a simulation model.  Manufacturer default is
simulated, which is further specified into Chapter 11 and Chapter
7 bankruptcies.  Manufacturer default probability is modeled based
on committee assessment, often with reference to the manufacturer
rating.  Next, the simulation model simulates dealer default,
which takes place randomly throughout the two year amortization
period.  The final step in simulation is to calculate total
principal collections.  For non-defaulting dealers, outstanding
floorplan balances are assumed to be paid in full at the end of
the two year amortization period and losses will be zero.  For
defaulted dealers, the model calculates total collateral at risk
determined by payment rate prior to dealer default and then
applies a recovery rate under different circumstances where the
manufacturer is either in a non-bankrupt status, a Chapter 11
bankruptcy or a Chapter 7 bankruptcy.

Each simulation run simulates a total loss and corresponding
internal rate of return reduction for each bond.  This IRR helps
form the quantitative basis of Moody's rating assessment.  Moody's
also evaluates qualitative factors such as the quality of provided
information, servicer strength, and dealership profile.  Combining
the qualitative and quantitative analysis, a final rating level is
determined.

                             Servicer

Chrysler Financial is a wholly-owned indirect subsidiary of
Chrysler Holding LLC and engages in providing consumer and dealer
automotive financing for the products of Chrysler LLC and other
manufacturers, including retail and lease financing for vehicles,
dealer inventory and other financing needs.  Chrysler Holding owns
both Chrysler Financial and Chrysler.  Long-term senior unsecured
debt ratings for Chrysler Financial and Chrysler are Ca and C,
respectively.  The rating outlook for Chrysler Financial is
negative.


CHRYSLER FINANCIAL: Moody's Reviews Ratings on Five Tranches
------------------------------------------------------------
Moody's Investors Service has placed five subordinate tranches
from three auto loan securitizations sponsored by Chrysler
Financial Services Americas LLC on review for possible downgrade.
On April 21, Moody's downgraded the Corporate Family Ratings for
Chrysler LLC to C.  The downgrade of the corporate rating was
driven by the impact that the unprecedented erosion in the North
American auto markets is having on Chrysler's ongoing viability,
and on the value of its tangible assets and its various brands.

The rating actions on the loan transactions were prompted by the
additional stress that a possible bankruptcy of Chrysler LLC, the
manufacturer of the underlying vehicles, could have on the
recoveries of vehicles backing defaulted accounts.  The ratings of
the subordinate securities in these pools are more sensitive to
recoveries than Chrysler-sponsored transactions issued prior to
2007 due to significantly higher than expected defaults relative
to available credit enhancement.  During its review, Moody's will
continue to monitor developments and will further assess the
potential impact of lower recoveries on the credit enhancement
available to the securities affected.

Complete rating actions are:

Issuer: Chrysler Financial Auto Securitization Trust 2007-A

  -- Cl. B, Placed on Review for Possible Downgrade; previously on
     February 18, 2009, Downgraded to Baa3 from A2

  -- Cl. C, Placed on Review for Possible Downgrade; previously on
     February 18, 2009, Upgraded to Ba2 from B1

Issuer: Chrysler Financial Auto Securitization Trust 2008-A

  -- Cl. B, Placed on Review for Possible Downgrade; previously on
     February 18, 2009, Downgraded to Baa3 from Aa3

  -- Cl. C, Placed on Review for Possible Downgrade; previously on
     February 18, 2009, Downgraded to Ba3 from Baa2

Issuer: Chrysler Financial Auto Securitization Trust 2008-B

  -- Cl. B, Placed on Review for Possible Downgrade; previously on
     February 18, 2009, Downgraded to Ba1 from A2

                     Originator and Servicer

Chrysler Financial is a wholly-owned indirect subsidiary of
Chrysler Holding LLC and engages in providing consumer and dealer
automotive financing for the products of Chrysler LLC and other
manufacturers, including retail and lease financing for vehicles,
dealer inventory and other financing needs.  Chrysler Holding owns
both Chrysler Financial and Chrysler LLC.  The Corporate Family
Ratings for Chrysler Financial and Chrysler LLC are Ca and C,
respectively.  The outlook for both ratings is negative.


CHRYSLER FINANCIAL: Moody's Downgrades Ratings on Two Classes
-------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of two
classes of notes from two auto lease securitizations sponsored by
Chrysler Financial Services Americas LLC.  The transactions remain
on review for further possible downgrade.  On April 21, Moody's
downgraded the Corporate Family Ratings for Chrysler LLC to C.
The downgrade of the corporate rating was driven by the impact
that the unprecedented erosion in the North American auto markets
is having on Chrysler's ongoing viability, and on the value of its
tangible assets and its various brands.  The actions on the
Chrysler Financial lease securitizations also reflect the impact
that a possible bankruptcy of the manufacturer could have on the
residual values of the vehicles backing the underlying lease pool.

Vehicle residual values are crucial to the performance of auto
lease transactions since they comprise a significant portion of
the collateral value that is securitized.  Moreover, exposure to
residual values grows over time as leases near termination. Used
vehicle prices, and hence residual values, have experienced
unprecedented volatility at various points during the last twelve
months for Chrysler as well as the auto industry as a whole; it is
likely that a manufacturer bankruptcy would put further pressure
on vehicle values.

The rating actions reflect the current bankruptcy probability and
the significant event risk facing Chrysler's outstanding lease
transactions.  The ratings are now consistent with Moody's
expectation that a Chapter 11 filing is quite likely but that an
immediate Chapter 7 filing is not likely.  The notes remain on
review for further possible downgrade due to significant
uncertainty surrounding Chrysler in 2009.  Moody's will continue
to monitor developments and will further assess the potential
impact on their rated outstanding lease transactions as necessary.

On March 31, the Obama administration rejected as inadequate the
restructuring plans submitted by Chrysler.  The administration
also affirmed its willingness to rely on the bankruptcy process to
restructure the company unless it can formulate a new plan that
the administration determines will be effective in restoring its
competitiveness.  Chrysler faces a difficult burden in
demonstrating its viability due to a narrow window for submitting
a revised plan (by April 30, 2009).

The complete rating actions are:

Issuer: Chrysler CA Lease Receivables Trust II, CALN2 Notes

  -- CALN2 Class A Note, Downgraded to Baa3 and Placed on Review
     for Possible Downgrade; previously on April 23, 2009, Baa1
     Placed on Review for Possible Downgrade

Issuer: Chrysler CA Lease Receivables Trust II, CALW2 Notes

  -- CALW2 Class A Note, Downgraded to Ba3 and Placed on Review
     for Possible Downgrade; previously on April 23, 2009, Baa2
     Placed on Review for Possible Downgrade

                     Originator and Servicer

Chrysler Financial is a wholly-owned indirect subsidiary of
Chrysler Holding LLC and engages in providing consumer and dealer
automotive financing for the products of Chrysler LLC and other
manufacturers, including retail and lease financing for vehicles,
dealer inventory and other financing needs.  Chrysler Holding owns
both Chrysler Financial and Chrysler LLC.  The Corporate Family
Ratings for Chrysler Financial and Chrysler LLC are Ca and C,
respectively.  The outlook for both ratings is negative.


CHRYSLER FINANCIAL: DBRS Puts Ratings on 2 Deals Under Review
-------------------------------------------------------------
Dominion Bond Rating Service placed the ratings for two retail
auto securitizations Under Review with Developing Implications:

   -- Chrysler Financial Auto Securitization Trust 2008-A; and
   -- Chrysler Financial Auto Securitization Trust 2008-B

Details on the different classes of securities under the Trusts
are available at http://bankrupt.com/misc/DBRSChrysler.PDF

The current balance under CFAST 2008-A is $946,738,287.  The
current balance under CFAST 2008-B is $1,046,770,938.

The ratings have been placed Under Review with Developing
Implications as a result of the current performance of the
transactions and the potential for further impact on the
performance due to the filing by Chrysler LLC for protection under
Chapter 11 of the U.S. Bankruptcy Code.  Chrysler is the parent
company of Chrysler Financial Services Americas LLC, the
originator and servicer for both 2008 transactions.

Certain positive factors are present to support the current
ratings assigned to the notes. These factors include: a consistent
yield which is provided by a structural discount mechanism, an
increase in the credit support underlying the rated notes from the
date of the initial issuance, an addition of $30 million placed in
the reserve account for the 2008-A Trust, and stable delinquency
statistics.  Negative factors may arise from the bankruptcy
filing, which could affect the abilities of the servicer and,
consequently, the note ratings.  These factors include the
possibility of a further increase in the cumulative net losses
above the DBRS base case loss and modeling assumptions, and lower-
than-expected coverage multiples for the 2008-A Trust. Collateral
performance may also be exacerbated by continued declining
macroeconomic factors such as increasing unemployment levels.

DBRS will continue to monitor the status of the bankruptcy filing
and its implications on the servicer, the servicers' operations
and the performance of the obligors in the trusts.  DBRS expects
to resolve the Under Review status as expeditiously as possible
and will provide updates as warranted.


CIFC FUNDING: No Rating Action on 2006-I Notes From Moody's
-----------------------------------------------------------
Moody's Investors Service has not withdrawn, reduced, or taken any
other adverse action with respect to its current ratings on these
notes issued by CIFC Funding 2006-I, Ltd., as the "Issuer", as a
result of the Issuer's execution on April 20, 2009 of the Second
Supplemental Indenture, as the "Second Supplemental Indenture", to
the indenture, dated as of August 3, 2006, as the "Indenture":

  -- US$100,000,000 Class A-1LR Variable Funding Notes due
     2020, Aaa; previously on September 28, 2006 Assigned Aaa;

  -- US$293,000,000 Class A-1L Floating Rate Notes due 2020,
     Aaa; previously on September 28, 2006 Assigned Aaa;

  -- US$26,500,000 Class A-2L Floating Rate Notes due 2020, Aa2
     Under Review for Possible Downgrade; previously on March 4,
     2009 Placed Under Review for Possible Downgrade;

  -- US$30,500,000 Class A-3L Floating Rate Notes due 2020,
     Baa3 Under Review for Possible Downgrade; previously on March
     23, 2009 Baa3 Placed Under Review for Possible Downgrade;

  -- US$20,000,000 Class B-1L Floating Rate Notes due 2020, Ba3
     Under Review for Possible Downgrade; previously on March 23,
     2009 Ba3 Placed Under Review for Possible Downgrade;

  -- US$23,000,000 Class B-2L Floating Rate Notes due 2020, B3
     Under Review for Possible Downgrade; previously on March 23,
     2009 B3 Placed Under Review for Possible Downgrade;

The Second Supplemental Indenture is being entered into pursuant
to Section 8.2 of the Indenture and primarily modifies the
definition of "Discount Debt Obligation."  The Second Supplemental
Indenture introduces the ability for deep discount obligation
substitutions into this transaction, the exercise of which by the
manager is subject to certain limitations as described below.  The
mechanism of DDO substitution permits the collateral manager to
sell an asset and substitute it with another even if the
substitute asset would otherwise fit the description of deep
discount and receive full par credit for the substitute asset for
over collateralization test purposes.  Under the terms of the
Second Supplemental Indenture, the purchase price of the
substituted asset must be equal or greater than that of the
existing asset, but in any event cannot be lower than 0.50.  The
Moody's Rating of the substituted asset must be higher than that
of the disposed asset, subject to a minimum rating of B3 and
excludes any assets with a SGL-4 designation.

The Moody's Recovery Rate of the substituted asset cannot be lower
than 45%, and must be equal to or greater than the recovery rate
of the disposed asset, unless the substituted asset has a higher
Moody's Rating.  In that case, the recovery rate of the
substituted asset can be lower if it has a higher Moody's Rating,:
(i) if Moody's Recovery Rate of the disposed asset is equal to or
greater than 60% and Moody's Rating of the substituted asset is 2
notches higher, then Moody's Recovery Rate of the substituted
asset can be equal to or greater than 45%; (ii) if Moody's
Recovery Rate of the disposed asset is equal to or greater than
60% and Moody's Rating of the substituted asset is 1 notch higher,
then Moody's Recovery Rate of the substituted asset can be equal
to or greater than 50%; (iii) if Moody's Recovery Rate of the
disposed asset is below 60% but equal to or greater than 50% and
Moody's Rating of the substituted asset is 1 notch higher, then
Moody's Recovery Rate of the substituted asset can be equal to or
greater than 45%.

From a credit perspective, DDO substitution has two primary risks
as described in Moody's press release dated March 6, 2009: one,
that the manager may unintentionally purchase a new asset that is
worse than the existing asset, and two, that the manager may use
DDO substitution to artificially build par to circumvent diversion
of cash flows to senior notes upon par deterioration.  Moody's
concluded that the Second Supplemental Indenture does not have a
ratings impact at this time due to the fact that the risks of DDO
substitution are mitigated by the limitations described previous
paragraph.  The manager is only permitted to substitute one asset
for another, and only if the substitution meets the restrictions
in price, rating and recovery rate, which together provide
objective indication that the substituted asset does not
deteriorate the transaction's portfolio at the time that the
substitution is made.  Furthermore, the amount of DDO substitution
that can be performed is limited to 20% at any point in time of
the transaction, with a sub-limit of 10% on DDO substitutions made
below a purchase price of 0.60.  Compliance with these
concentration limits, as well as with the limits on purchase
price, recovery rate and rating will be evidenced by the trustee's
monthly reports.  Finally, the ability to effect these
substitutions is strictly limited to a technical dislocation
period, which is defined as a period starting from the time when
the LSTA leveraged loan index trades below 90% of par for 30
consecutive days and ending when such index trades above 90% of
par for 30 consecutive days.

Many CLO documents (to which Moody's is never a party) specify
that, in order to amend the documents, the issuer must obtain an
opinion from the rating agencies that the proposed amendment would
not in and of itself result in the related ratings being
downgraded or withdrawn at the time of the amendment.  This type
of provision is typically referred to in the CLO indenture as a
"rating agency confirmation" or "RAC".  Moody's is never obligated
to provide a RAC, and the decision whether or not to issue a RAC
lies entirely within Moody's sole discretion.

Before providing a RAC for an amendment, the proposal will be
reviewed by a Moody's credit committee which will consider, among
other things, the performance of the specific CLO and collateral
manager and the specifics of the proposed amendment and the
particular structure of the CLO.  A RAC is purely an opinion, as
of the point in time at which the RAC is provided, that the
proposed amendment in isolation does not introduce sufficient
additional credit risk so as to negatively impact the related
ratings.  In other words, it does not consider the impact of other
factors on the ratings, such as collateral deterioration.  Also,
the RAC does not address any other, non-credit related impact that
the amendment might have.  Moody's further emphasizes that a RAC
is not a substitute for noteholder consent or for independent
analyses by noteholders of the impact on them of any proposed
amendment.


CIFC FUNDING: No Rating Actions on 2006-II Notes From Moody's
-------------------------------------------------------------
Moody's Investors Service has not withdrawn, reduced, or taken any
other adverse action with respect to its current ratings on these
notes issued by CIFC Funding 2006-II, Ltd., as the "Issuer", as a
result of the Issuer's execution on April 20, 2009 of the First
Supplemental Indenture, as the "Supplemental Indenture", to the
indenture, dated as of December 20, 2006, as the "Indenture":

  -- US$65,000,000 Class A-1L Floating Rate Notes due 2021,
     Aaa; previously on January 16, 2007 Assigned Aaa;

  -- US$260,000,000 Class A-1LAt Floating Rate Notes due 2021,
     Aaa; previously on January 16, 2007 Assigned Aaa;

  -- US$100,000,000 Class A-1LAr Variable Funding Notes due
     2021, previously on January 16, 2007 Assigned Aaa;

  -- US$40,000,000 Class A-1LB Floating Rate Notes due 2021,
     Aa1 Under Review for Possible Downgrade; previously on March
     4, 2009 Placed Under Review for Possible Downgrade;

  -- US$35,000,000 Class A-2L Floating Rate Notes due 2021, Aa2
     Under Review for Possible Downgrade; previously on March 4,
     2009 Placed Under Review for Possible Downgrade;

  -- US$36,000,000 Class A-3L Floating Rate Notes due 2021,
     Baa3 Under Review for Possible Downgrade; previously on March
     23, 2009 Baa3 Placed Under Review for Possible Downgrade;

  -- US$23,000,000 Class B-1L Floating Rate Notes due 2021, Ba3
     Under Review for Possible Downgrade; previously on March 23,
     2009 Ba3 Placed Under Review for Possible Downgrade;

  -- US$25,000,000 Class B-2L Floating Rate Notes due 2021, B3
     Under Review for Possible Downgrade; previously on March 23,
     2009 B3 Placed Under Review for Possible Downgrade;

  -- US$20,000,000 Class I Combination Notes, Baa2 Under Review
     for Possible Downgrade; previously on March 4, 2009 Placed
     Under Review for Possible Downgrade

The Supplemental Indenture is being entered into pursuant to
Section 8.2 of the Indenture and primarily modifies the definition
of "Discount Debt Obligation."  The Supplemental Indenture
introduces the ability for deep discount obligation substitutions
into this transaction, the exercise of which by the manager is
subject to certain limitations as described below.  The mechanism
of DDO substitution permits the collateral manager to sell an
asset and substitute it with another even if the substitute asset
would otherwise fit the description of deep discount and receive
full par credit for the substitute asset for overcollateralization
test purposes.  Under the terms of the Supplemental Indenture, the
purchase price of the substituted asset must be equal or greater
than that of the existing asset, but in any event cannot be lower
than 0.50.  The Moody's Rating of the substituted asset must be
higher than that of the disposed asset, subject to a minimum
rating of B3 and excludes any assets with a SGL-4 designation.
The Moody's Recovery Rate of the substituted asset cannot be lower
than 45%, and must be equal to or greater than the recovery rate
of the disposed asset, unless the substituted asset has a higher
Moody's Rating.  In that case, the recovery rate of the
substituted asset can be lower if it has a higher Moody's Rating,:
(i) if Moody's Recovery Rate of the disposed asset is equal to or
greater than 60% and Moody's Rating of the substituted asset is 2
notches higher, then Moody's Recovery Rate of the substituted
asset can be equal to or greater than 45%; (ii) if Moody's
Recovery Rate of the disposed asset is equal to or greater than
60% and Moody's Rating of the substituted asset is 1 notch higher,
then Moody's Recovery Rate of the substituted asset can be equal
to or greater than 50%; (iii) if Moody's Recovery Rate of the
disposed asset is below 60% but equal to or greater than 50% and
Moody's Rating of the substituted asset is 1 notch higher, then
Moody's Recovery Rate of the substituted asset can be equal to or
greater than 45%.

From a credit perspective, DDO substitution has two primary risks
as described in Moody's press release dated March 6, 2009: one,
that the manager may unintentionally purchase a new asset that is
worse than the existing asset, and two, that the manager may use
DDO substitution to artificially build par to circumvent diversion
of cash flows to senior notes upon par deterioration.  Moody's
concluded that the Supplemental Indenture does not have a ratings
impact at this time due to the fact that the risks of DDO
substitution are mitigated by the limitations described previous
paragraph.  The manager is only permitted to substitute one asset
for another, and only if the substitution meets the restrictions
in price, rating and recovery rate, which together provide
objective indication that the substituted asset does not
deteriorate the transaction's portfolio at the time that the
substitution is made.  Furthermore, the amount of DDO substitution
that can be performed is limited to 20% at any point in time of
the transaction, with a sub-limit of 10% on DDO substitutions made
below a purchase price of 0.60.  Compliance with these
concentration limits, as well as with the limits on purchase
price, recovery rate and rating will be evidenced by the trustee's
monthly reports.  Finally, the ability to effect these
substitutions is strictly limited to a technical dislocation
period, which is defined as a period starting from the time when
the LSTA leveraged loan index trades below 90% of par for 30
consecutive days and ending when such index trades above 90% of
par for 30 consecutive days.

Many CLO documents (to which Moody's is never a party) specify
that, in order to amend the documents, the issuer must obtain an
opinion from the rating agencies that the proposed amendment would
not in and of itself result in the related ratings being
downgraded or withdrawn at the time of the amendment.  This type
of provision is typically referred to in the CLO indenture as a
"rating agency confirmation" or "RAC".  Moody's is never obligated
to provide a RAC, and the decision whether or not to issue a RAC
lies entirely within Moody's sole discretion.

Before providing a RAC for an amendment, the proposal will be
reviewed by a Moody's credit committee which will consider, among
other things, the performance of the specific CLO and collateral
manager and the specifics of the proposed amendment and the
particular structure of the CLO.  A RAC is purely an opinion, as
of the point in time at which the RAC is provided, that the
proposed amendment in isolation does not introduce sufficient
additional credit risk so as to negatively impact the related
ratings.  In other words, it does not consider the impact of other
factors on the ratings, such as collateral deterioration.  Also,
the RAC does not address any other, non-credit related impact that
the amendment might have.  Moody's further emphasizes that a RAC
is not a substitute for noteholder consent or for independent
analyses by noteholders of the impact on them of any proposed
amendment.


CIFC FUNDING: No Rating Action on 2006-I B Notes From Moody's
-------------------------------------------------------------
Moody's Investors Service has not withdrawn, reduced, or taken any
other adverse action with respect to its current ratings on these
notes issued by CIFC Funding 2006-I B, Ltd., as the "Issuer", as a
result of the Issuer's execution on April 20, 2009 of the Second
Supplemental Indenture, as the "Second Supplemental Indenture", to
the indenture, dated as of October 11, 2006, as the "Indenture":

  -- US$75,000,000 Class A-1LR Variable Funding Notes due 2020,
     Aaa; previously on October 11, 2006 Assigned Aaa;

  -- US$224,000,000 Class A-1L Floating Rate Notes due 2020,
     Aaa; previously on October 11, 2006 Assigned Aaa;

  -- US$22,000,000 Class A-2L Floating Rate Notes due 2020, Aa2
     Under Review for Possible Downgrade; previously on March 4,
     2009 Placed Under Review for Possible Downgrade;;

  -- US$22,500,000 Class A-3L Floating Rate Notes due 2020,
     Baa3 Under Review for Possible Downgrade; previously on March
     23, 2009 Baa3 Placed Under Review for Possible Downgrade;

  -- US$14,500,000 Class B-1L Floating Rate Notes due 2020, Ba3
     Under Review for Possible Downgrade; previously on March 23,
     2009 Ba3 Placed Under Review for Possible Downgrade;

  -- US$16,000,000 Class B-2L Floating Rate Notes due 2020, B3
     Under Review for Possible Downgrade; previously on March 23,
     2009 B3 Placed Under Review for Possible Downgrade;

The Second Supplemental Indenture is being entered into pursuant
to Section 8.2 of the Indenture and primarily modifies the
definition of "Discount Debt Obligation."  The Second Supplemental
Indenture introduces the ability for deep discount obligation
substitutions into this transaction, the exercise of which by the
manager is subject to certain limitations as described below.  The
mechanism of DDO substitution permits the collateral manager to
sell an asset and substitute it with another even if the
substitute asset would otherwise fit the description of deep
discount and receive full par credit for the substitute asset for
over collateralization test purposes.  Under the terms of the
Second Supplemental Indenture, the purchase price of the
substituted asset must be equal or greater than that of the
existing asset, but in any event cannot be lower than 0.50.  The
Moody's Rating of the substituted asset must be higher than that
of the disposed asset, subject to a minimum rating of B3 and
excludes any assets with a SGL-4 designation.  The Moody's
Recovery Rate of the substituted asset cannot be lower than 45%,
and must be equal to or greater than the recovery rate of the
disposed asset, unless the substituted asset has a higher Moody's
Rating.  In that case, the recovery rate of the substituted asset
can be lower if it has a higher Moody's Rating,: (i) if Moody's
Recovery Rate of the disposed asset is equal to or greater than
60% and Moody's Rating of the substituted asset is 2 notches
higher, then Moody's Recovery Rate of the substituted asset can be
equal to or greater than 45%; (ii) if Moody's Recovery Rate of the
disposed asset is equal to or greater than 60% and Moody's Rating
of the substituted asset is 1 notch higher, then Moody's Recovery
Rate of the substituted asset can be equal to or greater than 50%;
(iii) if Moody's Recovery Rate of the disposed asset is below 60%
but equal to or greater than 50% and Moody's Rating of the
substituted asset is 1 notch higher, then Moody's Recovery Rate of
the substituted asset can be equal to or greater than 45%.

From a credit perspective, DDO substitution has two primary risks
as described in Moody's press release "Moody's Comments on Deep
Discount Substitution Amendments" dated March 6, 2009: one, that
the manager may unintentionally purchase a new asset that is worse
than the existing asset, and two, that the manager may use DDO
substitution to artificially build par to circumvent diversion of
cash flows to senior notes upon par deterioration.  Moody's
concluded that the Second Supplemental Indenture does not have a
ratings impact at this time due to the fact that the risks of DDO
substitution are mitigated by the limitations described.  The
manager is only permitted to substitute one asset for another, and
only if the substitution meets the restrictions in price, rating
and recovery rate, which together provide objective indication
that the substituted asset does not deteriorate the transaction's
portfolio at the time that the substitution is made.  Furthermore,
the amount of DDO substitution that can be performed is limited to
20% at any point in time of the transaction, with a sub-limit of
10% on DDO substitutions made below a purchase price of 0.60.
Compliance with these concentration limits, as well as with the
limits on purchase price, recovery rate and rating will be
evidenced by the trustee's monthly reports.  Finally, the ability
to effect these substitutions is strictly limited to a technical
dislocation period, which is defined as a period starting from the
time when the LSTA leveraged loan index trades below 90% of par
for 30 consecutive days and ending when such index trades above
90% of par for 30 consecutive days.

Many CLO documents (to which Moody's is never a party) specify
that, in order to amend the documents, the issuer must obtain an
opinion from the rating agencies that the proposed amendment would
not in and of itself result in the related ratings being
downgraded or withdrawn at the time of the amendment.  This type
of provision is typically referred to in the CLO indenture as a
"rating agency confirmation" or "RAC".  Moody's is never obligated
to provide a RAC, and the decision whether or not to issue a RAC
lies entirely within Moody's sole discretion.

Before providing a RAC for an amendment, the proposal will be
reviewed by a Moody's credit committee which will consider, among
other things, the performance of the specific CLO and collateral
manager and the specifics of the proposed amendment and the
particular structure of the CLO.  A RAC is purely an opinion, as
of the point in time at which the RAC is provided, that the
proposed amendment in isolation does not introduce sufficient
additional credit risk so as to negatively impact the related
ratings.  In other words, it does not consider the impact of other
factors on the ratings, such as collateral deterioration.  Also,
the RAC does not address any other, non-credit related impact that
the amendment might have.  Moody's further emphasizes that a RAC
is not a substitute for noteholder consent or for independent
analyses by noteholders of the impact on them of any proposed
amendment.


CITIGROUP MORTGAGE: DBRS Junks Ratings on 5 Re-REMIC 2009-4 Certs.
------------------------------------------------------------------
Dominion Bond Rating Service assigned these ratings to the Re-
REMIC Trust Certificates, Series 2009-4 issued by Citigroup
Mortgage Loan Trust 2009-4 (the Trust):

  -- $3.8 million Class 1A2 rated at C
  -- $6.8 million Class 2A2 rated at B (high)
  -- $7.7 million Class 3A2 rated at B (high)
  -- $6.2 million Class 4A3 rated at C
  -- $10.9 million Class 5A2 rated at B (high)
  -- $18.7 million Class 6A3 rated at C
  -- $7.4 million Class 7A5* rated at B
  -- $2.4 million Class 7A6** rated at B (high)
  -- $1.3 million Class 7A7** rated at BB
  -- $1.8 million Class 7A8** rated at BB
  -- $1.9 million Class 7A9** rated at B
  -- $4.1 million Class 8A2 rated at B (high)
  -- $4.4 million Class 9A2 rated at BB (low)
  -- $10.4 million Class 11A2 rated at C
  -- $10.7 million Class 12A2 rated at C
  -- $2.0 million Class 13A3 rated at BB (low)

The ratings on the certificates reflect the credit enhancement
provided by subordination on the underlying certificates within
their respective groups.  The ratings also reflect the quality of
the underlying assets, which consist of 19 senior residential
mortgage-backed securities.  The Class 7A5 certificates (Initial
Exchangeable Certificate) for the purposes of distribution of
interest and principal and allocation of losses consist of the
Class 7A1, Class 7A2, Class 7A3 and Class 7A4 components, which
are exchangeable for Class 7A6, Class 7A7, Class 7A8 and Class
7A9, respectively (Subsequent Exchangeable Certificates).  The
Class 13A3 certificates consist of the Class 13A3-1 and Class
13A3-2 components.

The Class 1A1, Class 2A1, Class 3A1, Class 4A1, Class 4A2, Class
5A1, Class 6A1, Class 6A2, Class 7A1, Class 7A2, Class 7A3, Class
7A4, Class 8A1, Class 9A1 Class 10A1, Class 10A2, Class 11A1,
Class 12A1, Class 13A1 and Class 13A2 certificates are not rated
by DBRS.

Interest and principal payments on the certificates will be made
on the 25th day of each month, commencing in May 2009. Interest
payments will be distributed on a pro rata basis to the
certificates within their respective groups.  Principal will be
distributed on a sequential basis to the certificates within their
respective groups, in numerical order, until the certificate
principal balances thereof are reduced to zero.

Any losses realized from the underlying securities will be
allocated in a reverse numerical order to the certificates within
their respective groups.

The Trust is a resecuritization consisting of 19 senior pass-
through certificates represented by 17 real estate mortgage
investment conduits (REMICs). The REMICs are backed by pools of
mostly prime fixed- and adjustable-rate mortgages secured by first
liens on one- to four-family properties.


CLEARWATER FUNDING: Moody's Junks Ratings on Two 2001-A Notes
-------------------------------------------------------------
Moody's Investors Service has downgraded its ratings on these
notes issued by Clearwater Funding 2001-A Ltd.:

  -- US$11,250,000 Class A-3 Notes Due 2013, Downgraded to Ba1,
     previously on November 18, 2008 Downgraded to Baa2;

  -- US$5,000,000 Class B-1 Notes Due 2013, Downgraded to Caa2,
     previously on November 18, 2008 Downgraded to B3;

  -- US$8,250,000 Class B-2 Notes Due 2013, Downgraded to Caa2,
     previously on November 18, 2008 Downgraded to B3.

According to Moody's, the rating actions taken on the notes are a
result of applying Moody's revised assumptions with respect to
default probability, the treatment of ratings on "Review for
Possible Downgrade" or with a "Negative Outlook," and the
calculation of the Diversity Score.  The actions also reflect
consideration of credit deterioration of the underlying portfolio.
The revised assumptions that have been applied to all corporate
credits in the underlying portfolio are described in the press
release dated February 4, 2009.

Credit deterioration of the collateral pool is observed in, among
others, a decline in the average credit rating (as measured
through the weighted average rating factor), an increase in both
the dollar amount of defaulted securities and the proportion of
securities from issuers rated below investment grade, and failure
of the Class B Overcollateralization Test.  Moody's also assessed
the collateral pool's elevated concentration risk in a small
number of industries.  This includes a significant concentration
in debt obligations of companies in the banking, finance, real
estate, and insurance industries, which Moody's views to be more
strongly correlated in the current market environment.


COMM 2005-C6: Moody's Affirms Ratings on 10 Classes of Certs.
-------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 10 classes and
downgraded 11 classes of COMM 2005-C6, Commercial Mortgage Pass-
Through Certificates.  The downgrades are due to higher expected
losses for the pool resulting from higher leverage, increased
credit quality dispersion and anticipated losses from loans in
special servicing.  The action is the result of Moody's on-going
surveillance of commercial mortgage backed securities
transactions.

As of the April 10, 2009 distribution date, the transaction's
aggregate certificate balance has decreased by approximately 2% to
$2.23 billion from $2.27 billion at securitization.  The
Certificates are collateralized by 137 loans, ranging in size from
less than 1% to 10% of the pool, with the top 10 non-defeased
loans representing 42% of the pool.  At securitization the pool
included three loans with investment grade underlying ratings.
The performance of the Lowe's Universal Hotel Portfolio ($65.0
million -- 2.9%) has declined and the loan no longer has an
underlying rating.  The pool now includes two loans with
underlying ratings, representing 10% of the pool.

Nine loans, representing 5% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the
Commercial Mortgage Securities Association's monthly reporting
package.  As part of Moody's ongoing monitoring of a transaction,
Moody's reviews the watchlist to assess which loans have material
issues that could impact performance.

The pool has not realized any losses since securitization.
Currently there are 10 loans, representing 8% of the pool, in
special servicing.  The specially serviced loans include two loans
that are among the pool's top 10 loans.  The largest loan is the
Tropicana Center ($55.4 million -- 2.5%), which is secured by a
578,000 square foot retail center located in Las Vegas, Nevada.
The loan was transferred to special servicing in March 2009 due to
payment default.  The center was 67% occupied as of March 2009
compared to 90% at securitization.  The second largest specially
serviced loan is the Communities at Southwood ($50 million --
2.2%), which is secured by 1,286 unit apartment complex located in
Richmond, Virginia.  The loan was transferred to special servicing
in February 2008 and became real estate owned in May 2008.  The
complex was 75% occupied as of December 2008 compared to 98% at
securitization.  Two other specially serviced loans, representing
0.5% of the pool, are also REO.  The special servicer has
recognized appraisal reductions totaling $32.9 million on three of
the specially serviced loans.  Moody's estimates an aggregate loss
of $96.4 million for the specially serviced loans.

Moody's was provided with year-end 2007 and 2008 operating results
for 97% and 72% of the pool, respectively.  Moody's weighted
average loan to value ratio for the conduit component, excluding
the specially serviced loans, is 104% compared to 101% at Moody's
prior full review in July 2007.  In addition to the overall
increase in LTV, the pool has experienced increased LTV
dispersion.  Based on Moody's analysis, 21% of the pool has a LTV
ratio in excess of 120% compared to less than 1% at last review.

The largest loan with an underlying rating is the Lakewood Center
Loan ($218.0 million -- 9.8%), which is secured by the borrower's
interest in a 2.1 million square foot regional mall located in
Lakewood (Los Angeles County), California.  The mall is anchored
by Macy's, J.C. Penney, Target, Costco and Forever 21, which
occupies the space formerly occupied by Mervyn's.  The center was
97% occupied as of December 2008 compared to 89% at last review.
In addition to Forever 21, several other major tenants have signed
leases since last review, including Costco and Nordstrom Rack.
Moody's current underlying rating is Baa3, the same as at last
review.

The second loan with an underlying rating is the 9701 Apollo Drive
Loan ($6.1 million -- 0.3%), which is secured by a 94,000 square
foot office building located in Largo (Prince George's County),
Maryland.  The property was 97% occupied as of January 2009
compared to 100% at last review.  The loan is structured with a
15-year amortization schedule and has amortized by approximately
11% since last review.  Moody's current shadow rating is Aa1
compared to Aa2 at last review.

The Loews Universal Hotel Portfolio Loan ($65.0 million -- 2.9%)
no longer has an underlying rating because of a decline in
performance.  The loan is a pari passu interest in a $450.0
million first mortgage loan secured by three full service hotel
properties.  The three hotels are all located in Orlando, Florida
and total 2,400 guest rooms.  The portfolio's net operating income
has declined 18% since securitization.  According to Smith Travel,
the Orlando hotel market year-to-date performance through March
2009 declined 24% from the same period in 2008.  Moody's
anticipates that the portfolio's performance will continue to
weaken in 2009 due to continued declines in tourist and business
travel.  Moody's current LTV is 111% compared to 67% at last
review.

The top three conduit loans represent 16.9% of the pool.  The
largest conduit loan is the Kaiser Center Loan ($147.0 million --
6.6%), which is secured by a 785,000 square foot Class A office
building located in Oakland, California.  The property was 95%
occupied as of January 2009 compared to 93% at last review.  The
largest tenants are BART (35% NRA; lease expiration July 2014) and
the Regents of the University of California (13% NRA; lease
expiration April 2016).  Performance has declined slightly due to
increased expenses.  Moody's LTV is 118% compared to 115% at last
review.

The second largest conduit loan is the Private Mini Storage
Portfolio ($144.7 million -- 6.5%), which is secured by a
portfolio of 38 self storage facilities totaling 22,863 units and
located in six states. Performance has been stable. Moody's LTV is
92%, the same as at last review.

The third largest conduit loan is the Longacre House Loan ($85.0
million -- 3.8%), which is secured by a 293-unit Class A
multifamily property located in New York City.  The property was
95% occupied as of October 2008 compared to 98% at last review.
Although property performance has been stable since
securitization, rental revenues are expected to decline due to the
softening of New York City's apartment market.  The current asking
rent is approximately 5% lower than in-place rents at
securitization.  Moody's LTV is 132% compared to 111% at last
review.

Moody's rating action is:

  -- Class A-1, $11,506,264, affirmed at Aaa; previously affirmed
     at Aaa on 7/23/2007.

  -- Class A-1A, $505,503,158, affirmed at Aaa; previously
     affirmed at Aaa on 7/23/2007.

  -- Class A-2, $184,500,000, affirmed at Aaa; previously affirmed
     at Aaa on 7/23/2007.

  -- Class A-3, $59,100,000, affirmed at Aaa; previously affirmed
     at Aaa on 7/23/2007.

  -- Class A-4, $35,500,000, affirmed at Aaa; previously affirmed
     at Aaa on 7/23/2007.

  -- Class A-5A, $792,716,000, affirmed at Aaa; previously
     affirmed at Aaa on 7/23/2007.

  -- Class A-5B, $113,246,000, affirmed at Aaa; previously
     affirmed at Aaa on 7/23/2007.

  -- Class A-AB, $71,900,000, affirmed at Aaa; previously affirmed
     at Aaa on 7/23/2007.

  -- Class A-J, $170,438,000, downgraded to A2 from Aaa;
     previously affirmed at Aaa on 7/23/2007.

  -- Class X-C, Notional, affirmed at Aaa; previously affirmed at
     Aaa on 7/23/2007

  -- Class X-P, Notional, affirmed at Aaa; previously affirmed at
     Aaa on 7/23/2007

  -- Class B, $45,450,000, downgraded to Baa1 from Aa2; previously
     affirmed at Aa2 on 7/23/2007

  -- Class C, $19,884,000, downgraded to Baa2 from Aa3; previously
     affirmed at Aa3 on 7/23/2007

  -- Class D, $36,928,000, downgraded to Ba2 from A2; previously
     affirmed at A2 on 7/23/2007

  -- Class E, $28,406,000, downgraded to B2 from A3; previously
     affirmed at A3 on 7/23/2007

  -- Class F, $25,566,000, downgraded to Caa2 from Baa1;
     previously affirmed at Baa1 on 7/23/2007

  -- Class G, $25,565,000, downgraded to Caa3 from Baa2;
     previously affirmed at Baa2 on 7/23/2007

  -- Class H, $22,726,000, downgraded to Ca from Baa3; previously
     affirmed at Baa3 on 7/23/2007

  -- Class J, $14,203,000, downgraded to Ca from Ba1; previously
     affirmed at Ba1 on 7/23/2007

  -- Class K, $11,362,000, downgraded to Ca from Ba2; previously
     affirmed at Ba2 on 7/23/2007

  -- Class L, $5,681,000, downgraded to Ca from Ba3; previously
     affirmed at Ba3 on 7/23/2007


CORDS 2004-4: Moody's Junks Ratings on Class IV Units from 'Ba2'
----------------------------------------------------------------
Moody's Investors Service has downgraded its rating of notes
issued by CORDS 2004-4, a collateralized debt obligation
transaction referencing 70 ABS entities and 15 bespoke corporate
synthetic CDOs, each of which references a portfolio of corporate
entities.

Moody's explained that the rating action taken is the result of
(i) the application of revised and updated key modeling parameter
assumptions that Moody's uses to rate and monitor ratings of
Corporate Synthetic CDOs and (ii) the deterioration in the credit
quality of the transaction's reference portfolio.  The revisions
affect key parameters in Moody's model for rating Corporate
Synthetic CDOs: default probability, asset correlation, and other
credit indicators such as ratings reviews and outlooks.

Moody's initially analyzed and continues to monitor this
transaction using primarily the methodology for Corporate
Synthetic CDOs as described in Moody's Special Report:

  -- Moody's Approach to Rating Corporate Collateralized Synthetic
     Obligations (March 2009)

The rating action is:

  -- Class IV Floating Rate Units, Downgraded to Ca; previously on
     12/22/2008 Downgraded to Ba2 and remains on Review for
     Possible Downgrade


CORIOLANUS LIMITED: Moody's Cuts Rating on $125 Mil. Notes to 'C'
-----------------------------------------------------------------
Moody's Investors Service has downgraded its rating of Series 82
$125,000,000 Variable Floating Rate CDO Linked Secured Notes due
2051 issued pursuant to its EUR10,000,000,000 Secured Note
Programme issued by Coriolanus Limited.

The rating actions are:

Class Description: Series 82 $125,000,000 Variable Floating Rate
CDO Linked Secured Notes due 2051

  -- Current Rating: C
  -- Prior Rating: Ca
  -- Prior Rating Date: 04/23/09

The transaction is a repackaged security whose rating changes with
the ratings of the underlying securities.  The rating action is a
result of the change of the ratings of Class A-1 Senior Secured
Floating Rate Notes Due December 2051 and Class A-2 Senior Secured
Floating Rate Notes Due December 2051.


CORTS TRUST: S&P Cuts Rating on $100 Mil. Certificates to 'BB'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on CorTS
Trust For J.C. Penny Debentures' US$100 million certificates to
'BB' from 'BBB-' and removed it from CreditWatch with negative
implications.

The rating action follows the April 16, 2009, lowering of the
rating on the underlying securities, J.C. Penney Co. Inc.'s 7.625%
debentures due March 1, 2097, to 'BB' from 'BBB-/Watch Neg'.

The rating of the certificates is dependent on the rating on the
underlying securities.


COUNTRYWIDE HOME: Moody's Downgrades Ratings on 42 Tranches
-----------------------------------------------------------
Moody's Investors Service has downgraded the ratings of forty two
tranches issued in nine transactions from the CWABS Asset-Backed
Certificates Trust, CWABS Asset-Backed Notes Trust and Countrywide
Home Loan Trust shelves.  The collateral backing each transaction
consists of "hard money loans," or low loan-to-value loans to
obligors with a blemished credit history.  The loan mix includes
primarily first lien, adjustable-rate and fixed-rate mortgage
loans.

The actions are triggered by higher than anticipated delinquency
levels and severity of loss as well as slower than anticipated
voluntary prepayments, resulting in higher updated loss
expectation for the underlying collateral and lower coverage for
the rated debt given available credit enhancement.

The ratings on the securities are monitored by evaluating factors
determined to be applicable to the credit profile of the
securities, such as i) the nature, sufficiency, and quality of
historical performance information regarding the asset class ii)
an analysis of the collateral being securitized, iii) an analysis
of the transaction's allocation of collateral cash flow and
capital structure, and (iv) a comparison of these attributes
against those of other similar transactions.

General loss estimation methodology is outlined below, for recent
as well as for more seasoned vintages.

For recent vintages (2005 and later), Moody's calculates estimated
losses for Scratch and Dent RMBS in a two-step process.  First,
serious delinquencies are projected through late 2009, primarily
based upon recent performance.  These projected delinquencies are
converted into projected losses using lifetime roll rates (the
probability of transition to default) averaging 60% for 60-day
delinquencies, 90% for delinquencies greater than 90 days, 100%
for foreclosure and 100% for REO, and severity assumption based on
the higher of actual severities and 65%.

The second step is to determine losses beyond 2009. Depending on a
deal's performance, as well as collateral credit characteristics,
such as loan type, or loan-to-value ratios and geographic
concentrations of remaining current loans, Moody's assumes varying
degrees of slowing in the loss rate (which is measured by loss-to-
liquidation) for the remaining life of the deal.  Typical degrees
of slowing in loss rate after late 2009 range from 15% to 35%.

For more seasoned vintages, Moody's calculates estimated losses
for Scratch and Dent RMBS:

  -- Current delinquencies are used to project pipeline losses.

  -- Annual roll rates are assumed at 0% for 30 days, 15% for 60
     days, 30% for 90 days, 65% for foreclosures and 90% for REO.

  -- Severities used are higher of 65% or actual historical
     severity for each transaction.

  -- Loss is calculated for the previous year. Expected annual
     loss is then derived from a weighted average of previous year
     loss and expected pipeline loss.  The transaction expected
     loss is projected out over the deal's expected remaining
     life.  Depending on a transaction's time of origination, a
     75% weight can be applied to pipeline loss when it is
     considered to be more representative of future expected
     performance than the previous year's losses.

  - Expected loss is finally compared to credit enhancement to
     derive a rating.

Loss estimates are subject to variability and, as a result,
realized losses could ultimately turn out higher or lower than
Moody's current expectations.  Moody's will continue to evaluate
performance data as it becomes available and will assess the
pattern of potential future defaults and adjust loss expectations
accordingly if necessary.

Complete rating actions are:

Countrywide Home Loan Trust 2003-SD2

  -- Cl. B-1, Downgraded to Caa3; previously on 11/30/2006
     Downgraded to Ba3

Countrywide Home Loan Trust 2004-SD1

  -- Cl. M-1, Downgraded to Aa3; previously on 2/12/2004 Assigned
     Aa2

  -- Cl. M-2, Downgraded to Baa2; previously on 2/12/2004 Assigned
     A2

  -- Cl. B-1, Downgraded to B1; previously on 11/27/2007
     Downgraded to Ba1

  -- Cl. B-2, Downgraded to Ca; previously on 11/27/2007
     Downgraded to Caa1

Countrywide Home Loan Trust 2004-SD2

  -- Cl. M-1, Downgraded to Aa3; previously on 6/10/2004 Assigned
     Aa2

  -- Cl. M-2, Downgraded to Baa2; previously on 6/10/2004 Assigned
     A2

  -- Cl. B-1, Downgraded to B3; previously on 11/27/2007
     Downgraded to Ba3

  -- Cl. B-2, Downgraded to C; previously on 11/27/2007 Downgraded
     to Ca

CWABS Asset-Backed Notes Trust 2005-SD3

  -- Cl. A-1, Downgraded to Baa3; previously on 11/21/2005
     Assigned Aaa

  -- Cl. A-1-C, Downgraded to Baa3; previously on 11/21/2005
     Assigned Aaa

CWABS Asset-Backed Certificates Trust 2006-QH2

  -- Cl. A-1-A, Downgraded to Caa2; previously on 1/8/2007
     Assigned Aaa

  -- Cl. A-1-B, Downgraded to Caa3; previously on 1/8/2007
     Assigned Aaa

  -- Cl. A-2, Downgraded to Ca; previously on 1/8/2007 Assigned
     Aaa

  -- Cl. M-1, Downgraded to C; previously on 6/25/2008 Downgraded
     to Baa1

  -- Cl. M-2, Downgraded to C; previously on 6/25/2008 Downgraded
     to Caa1

  -- Cl. M-3, Downgraded to C; previously on 6/25/2008 Downgraded
     to Caa3

  -- Cl. B-1, Downgraded to C; previously on 6/25/2008 Downgraded
     to Ca

CWABS Asset-Backed Certificates Trust 2007-QH1

  -- Cl. A-1, Downgraded to B2; previously on 4/11/2007 Assigned
     Aaa

  -- Cl. M-1, Downgraded to C; previously on 4/11/2007 Assigned
     Aa1

  -- Cl. M-2, Downgraded to C; previously on 4/11/2007 Assigned
     Aa2

  -- Cl. M-3, Downgraded to C; previously on 6/25/2008 Downgraded
     to Ba3

  -- Cl. M-4, Downgraded to C; previously on 6/25/2008 Downgraded
     to Caa3

  -- Cl. B-1, Downgraded to C; previously on 6/25/2008 Downgraded
     to Ca

CWABS Asset-Backed Certificates Trust 2007-QH2

  -- Cl. A-1, Downgraded to Caa3; previously on 6/7/2007 Assigned
     Aaa

  -- Cl. M-1, Downgraded to C; previously on 6/7/2007 Assigned Aa1

  -- Cl. M-2, Downgraded to C; previously on 6/7/2007 Assigned Aa2

  -- Cl. M-3, Downgraded to C; previously on 6/25/2008 Downgraded
     to Caa1

  -- Cl. M-4, Downgraded to C; previously on 6/25/2008 Downgraded
     to Ca

CWABS Asset-Backed Certificates Trust 2007-QX1

  -- Cl. A-1, Downgraded to Caa2; previously on 8/8/2007 Assigned
     Aaa

  -- Cl. M-1, Downgraded to C; previously on 8/8/2007 Assigned Aa1

  -- Cl. M-2, Downgraded to C; previously on 8/8/2007 Assigned Aa2

  -- Cl. M-3, Downgraded to C; previously on 6/25/2008 Downgraded
     to Baa3

  -- Cl. M-4, Downgraded to C; previously on 6/25/2008 Downgraded
     to B2

  -- Cl. M-5, Downgraded to C; previously on 6/25/2008 Downgraded
     to Caa1

CWABS Asset-Backed Certificates Trust 2007-SEA1

  -- Cl. 2-A-1, Downgraded to Caa2; previously on 7/13/2007
     Assigned Aaa

  -- Cl. 2-M-1, Downgraded to C; previously on 7/13/2007 Assigned
     Aa1

  -- Cl. 2-M-2, Downgraded to C; previously on 7/13/2007 Assigned
     Aa2

  -- Cl. 2-M-3, Downgraded to C; previously on 6/25/2008
     Downgraded to Baa2

  -- Cl. 2-M-4, Downgraded to C; previously on 6/25/2008
     Downgraded to B2

  -- Cl. 2-M-5, Downgraded to C; previously on 6/25/2008
     Downgraded to Caa1

  -- Cl. 2-M-6, Downgraded to C; previously on 6/25/2008
     Downgraded to Ca


CRESS 2008-1: Moody's Downgrades Ratings on Five Classes of Notes
-----------------------------------------------------------------
Moody's Investors Service confirmed the ratings of one class and
downgraded the ratings of five classes of Notes issued by CRESS
2008-1, Ltd.  The rating actions are:

  -- Class A-1, $360,843,000, Floating Rate Notes Due 2042,
     confirmed at Aaa; previously on 3/12/2009 Placed Under Review
     for Possible Downgrade

  -- Class A-2, $120,282,000, Floating Rate Notes Due 2042,
     downgraded to A1 from Aaa; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class B, $52,312,000, Floating Rate Notes Due 2042,
     downgraded to Baa1 from Aa2; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class C, $15,000,000, Floating Rate Notes Due 2042,
     downgraded to Baa3 from A1; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class D, $8,438,000, Floating Rate Notes Due 2042, downgraded
     to Ba1 from A2; previously on 3/12/2009 Placed Under Review
     for Possible Downgrade

  -- Class E, $10,312,000, Floating Rate Notes Due 2042,
     downgraded to Ba1 from A3; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

Moody's downgraded Classes A-2, B, C, D and E due to revised
modeling parameters.  Moody's ratings are based on the current
credit quality of the collateral and may not reflect potential
migration as per the legal documentation.

The pool contains a 10% concentration in CMBS collateral all of
which was issued in 2007.  The remaining collateral includes whole
loans, subordinate debt and mezzanine debt.

Moody's expects the aggregate default rate on CMBS loans (1.59% as
of March 2009) to revert to its long-term historical average of
1.5% to 2.0% in 2009, and most likely to surpass this level as the
market begins to form a bottom in 2010 and 2011.  Commercial
property values, which have declined about 21% from the peak
reached in October 2007, are expected to decline an additional 5
to 15% over the next 18 to 24 months.

Moody's has revised three key parameters in Moody's model for
rating and monitoring commercial real estate collateralized debt
obligations - asset correlation, default probability, and recovery
rate.  These revisions are generally consistent with recent
revisions to the key parameter assumptions for rating and
monitoring other collateralized debt obligation transactions
backed by structured finance securities.

Moody's has updated its asset correlation assumption for the
commercial real estate sector to be consistent with one of Moody's
CDO rating models, CDOROM v2.5 (released on February 3, 2009),
which incorporates these new parameters.  However, for CRE CDOs
with non-CUSIP collateral, Moody's is reducing the maximum over
concentration stress applied to correlation factors by half due to
the diversity of tenants, property types, and geographic locations
inherent in the collateral pools.  Previously, the average asset
correlations used for CMBS within CRE CDO deals ranged between 15%
and 35%, depending on vintage and issuer diversity.  In light of
the systemic seizure of the credit markets, as well as higher
intra industry and inter industry asset correlations, the updated
correlation parameters for CRE CDOs will imply an average range of
asset correlations of between 30% and 60% for the underlying
collateral.

Moody's has previously stated that CRE CDO deals with collateral
concentrations in CMBS certificates will likely be among the first
transactions to be affected by credit issues that arise, and that
the additional leverage inherent in these deals creates the
potential for greater ratings transitions compared to that of a
first order transaction (i.e., those containing non-CUSIP assets).
For CRE CDOs with CUSIP collateral, the additional default
probability stress sometimes applied to resecuritization
collateral will not be applied to Moody's review of conduit and
fusion commercial mortgage backed securities collateral from the
2006 to 2008 vintages due to a recent ratings sweep of these
transactions.  Based on Moody's current expectations for
commercial real estate performance, Moody's have migrated the
ratings for recent vintage CMBS to levels that Moody's believe
will remain relatively stable for the next 12 to 24 months.  As
such, Moody's has eliminated the vintage stress factor and default
probability resecuritization stress from its analysis of deals
with recent vintage CMBS collateral.

For deals with pre-2006 CMBS collateral, Moody's is adopting the
default probability resecuritization stress assumptions contained
within CDOROM v2.5 to capture the leveraging effect and potential
ratings volatility of the underlying collateral.  For CMBS, this
factor is equivalent to two times the probability of default for
non-Aaa and six times the PD for Aaa-rated collateral.  For CRE
CDOs, this factor is equivalent to four times the probability of
default for non-Aaa and twelve times the PD for Aaa-rated
collateral.  The lower stress for CMBS is due to the historical
stable performance of this asset class.

For CRE CDOs with non-CUSIP collateral, Moody's is eliminating the
additional default probability stress in CDOROM v2.5 that is
applied to corporate debt as Moody's anticipate that the
underlying non-CMBS collateral will experience lower default rates
and higher recovery rates.  In addition, Moody's is reducing the
maximum over concentration stress applied to correlation factors
by half due to the diversity of tenants, property types, and
geographic locations inherent in the collateral pools.  For those
deals that are significantly less diversified, Moody's will add
back over concentration stress as warranted.

In Moody's analysis of synthetic CRE CDOs, it historically
employed a fixed recovery rate by the asset's original rating and
tranche size.  Moody's current analysis uses a simulation based
mean recovery rate based on the asset's current rating and tranche
size.  This is consistent with the assumptions underlying CDOROM
v2.5.  With this more robust approach, Moody's expects to capture
in Moody's ratings more of the tail risk associated with
variability of recovery rates.

As always, Moody's ratings are determined by a committee process
that considers both quantitative and qualitative factors.  The
rating outcome may differ from the model output.

Moody's monitors transactions on both a monthly basis through a
review of the available Trustee Reports and a periodic basis
through a full review.  This is Moody's first review since
securitization.  Moody's review at securitization is summarized in
a Press Release dated January 28, 2008.


CW CAPITAL: Moody's Downgrades Ratings on 11 Classes of Notes
-------------------------------------------------------------
Moody's Investors Service confirmed the ratings of three classes
and downgraded the ratings of 11 classes of Notes issued by CW
Capital COBALT II, Ltd.  The rating actions are:

  -- Class A-1A, $270,800,000, Floating Rate Notes Due 2050,
     confirmed at Aaa; previously on 3/12/2009 Placed Under Review
     for Possible Downgrade

  -- Class A-1AR, $100,000,000, Floating Rate Notes Due 2050,
     confirmed at Aaa; previously on 3/12/2009 Placed Under Review
     for Possible Downgrade

  -- Class A-2A, $51,530,000, Floating Rate Notes Due 2050,
     confirmed at Aaa; previously on 3/12/2009 Placed Under Review
     for Possible Downgrade

  -- Class A-1B, $41,200,000, Floating Rate Notes Due 2050,
     downgraded to A1 from Aaa; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class A-2B, $51,530,000, Floating Rate Notes Due 2050,
     downgraded to Aa2 from Aaa; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class B, $46,760,000, Floating Rate Notes Due 2050,
     downgraded to Baa1 from Aa2; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class C, $25,340,000, Floating Rate Notes Due 2050,
     downgraded to Baa3 from A1; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class D, $11,340,000, Floating Rate Notes Due 2050,
     downgraded to Ba1 from A2; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class E, $11,340,000, Floating Rate Notes Due 2050,
     downgraded to Ba2 from A3; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class F, $14,910,000, Floating Rate Notes Due 2050,
     downgraded to Ba3 from Baa1; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class G, $12,390,000, Floating Rate Notes Due 2050,
     downgraded to B1 from Baa2; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class H, $10,570,000, Floating Rate Notes Due 2050,
     downgraded to B2 from Baa3; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class J, $7,210,000, Floating Rate Notes Due 2050, downgraded
     to B3 from Ba1; previously on 3/12/2009 Placed Under Review
     for Possible Downgrade

  -- Class K, $9,800,000, Floating Rate Notes Due 2050, downgraded
     to Caa1 from Ba2; previously on 3/12/2009 Placed Under Review
     for Possible Downgrade

Moody's confirmed Classes A-1A, A-1AR and A-2A, and downgraded the
remaining Classes due to deteriorating pool performance and
revised modeling parameters.

The pool contains a 57% concentration in CMBS collateral of which
approximately 58% was issued between 2006 and 2008.  The remaining
collateral includes CDO securities, whole loans, loan
participations, B-notes, and mezzanine debt.

Moody's expects the aggregate default rate on CMBS loans (1.59% as
of March 2009) to revert to its long-term historical average of
1.5% to 2.0% in 2009, and most likely to surpass this level as the
market begins to form a bottom in 2010 and 2011.  Commercial
property values, which have declined about 21% from the peak
reached in October 2007, are expected to decline an additional 5%
to 15% over the next 18 to 24 months.

Moody's has revised three key parameters in Moody's model for
rating and monitoring commercial real estate collateralized debt
obligations - asset correlation, default probability, and recovery
rate.  These revisions are generally consistent with recent
revisions to the key parameter assumptions for rating and
monitoring other collateralized debt obligation transactions
backed by structured finance securities.

Moody's has updated its asset correlation assumption for the
commercial real estate sector to be consistent with one of Moody's
CDO rating models, CDOROM v2.5 (released on February 3, 2009),
which incorporates these new parameters.  However, for CRE CDOs
with non-CUSIP collateral, Moody's is reducing the maximum over
concentration stress applied to correlation factors by half due to
the diversity of tenants, property types, and geographic locations
inherent in the collateral pools.  Previously, the average asset
correlations used for CMBS within CRE CDO deals ranged between 15%
and 35%, depending on vintage and issuer diversity.  In light of
the systemic seizure of the credit markets, as well as higher
intra industry and inter industry asset correlations, the updated
correlation parameters for CRE CDOs will imply an average range of
asset correlations of between 30% and 60% for the underlying
collateral.

Moody's has previously stated that CRE CDO deals with collateral
concentrations in CMBS certificates will likely be among the first
transactions to be affected by credit issues that arise, and that
the additional leverage inherent in these deals creates the
potential for greater ratings transitions compared to that of a
first order transaction (i.e., those containing non-CUSIP assets).
For CRE CDOs with CUSIP collateral, the additional default
probability stress sometimes applied to resecuritization
collateral will not be applied to Moody's review of conduit and
fusion commercial mortgage backed securities collateral from the
2006 to 2008 vintages due to a recent ratings sweep of these
transactions.  Based on Moody's current expectations for
commercial real estate performance, Moody's have migrated the
ratings for recent vintage CMBS to levels that Moody's believe
will remain relatively stable for the next 12 to 24 months.  As
such, Moody's has eliminated the vintage stress factor and default
probability resecuritization stress from its analysis of deals
with recent vintage CMBS collateral.

For deals with pre-2006 CMBS collateral, Moody's is adopting the
default probability resecuritization stress assumptions contained
within CDOROM v2.5 to capture the leveraging effect and potential
ratings volatility of the underlying collateral.  For CMBS, this
factor is equivalent to two times the probability of default for
non-Aaa and six times the PD for Aaa-rated collateral.  For CRE
CDOs, this factor is equivalent to four times the probability of
default for non-Aaa and twelve times the PD for Aaa-rated
collateral.  The lower stress for CMBS is due to the historical
stable performance of this asset class.

For CRE CDOs with non-CUSIP collateral, Moody's is eliminating the
additional default probability stress in CDOROM v2.5 that is
applied to corporate debt as Moody's anticipate that the
underlying non-CMBS collateral will experience lower default rates
and higher recovery rates.  In addition, Moody's is reducing the
maximum over concentration stress applied to correlation factors
by half due to the diversity of tenants, property types, and
geographic locations inherent in the collateral pools.  For those
deals that are significantly less diversified, Moody's will add
back over concentration stress as warranted.

In Moody's analysis of synthetic CRE CDOs, it historically
employed a fixed recovery rate by the asset's original rating and
tranche size.  Moody's current analysis uses a simulation based
mean recovery rate based on the asset's current rating and tranche
size.  This is consistent with the assumptions underlying CDOROM
v2.5.  With this more robust approach, Moody's expects to capture
in Moody's ratings more of the tail risk associated with
variability of recovery rates.

As always, Moody's ratings are determined by a committee process
that considers both quantitative and qualitative factors.  The
rating outcome may differ from the model output.

Moody's monitors transactions on both a monthly basis through a
review of the available Trustee Reports and a periodic basis
through a full review.  Moody's prior full review is summarized in
a press release dated July 14, 2008.


CWABS INC: Moody's Downgrades Ratings on 145 Securities
-------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 145
securities issued by CWABS Asset-Backed Certificates Trust.
Additionally, the ratings of 36 CWABS securities were placed on
review for possible downgrade and 5 ratings were confirmed.  These
actions are part of an ongoing review of subprime RMBS
transactions.

The rating actions are the result of an analysis of credit
enhancement relative to updated collateral loss projections.  The
revised loss projections generally result from deterioration in
collateral performance in recent months.  Additionally, most
effected transactions have, at some point, passed performance
triggers and released portions of credit enhancement.

Moody's approach to analyzing seasoned subprime pools i.e. prior
to 2H 2005 takes into account the annualized loss rate from last
12 months and the projected loss rate over next 12 months, and
then translates these measures into lifetime losses based on a
deal's expected remaining life.  Recent Losses are calculated by
assessing cumulative losses incurred over the past 12-months as a
percentage of the average pool factor in the last year.  For
Pipeline Losses, Moody's uses an annualized roll rate of 15%, 30%,
65% and 90% for loans that are delinquent 60-days, 90+ days, are
in foreclosure, and REO respectively.  Moody's then applies deal-
specific severity assumptions, in this case averaging 67%.  The
results of these two calculations - Recent Losses and Pipeline
Losses - are weighted to arrive at the lifetime cumulative loss
projection.

The complete rating actions:

CWABS Inc., Asset-Backed Certificates 2002-2

  -- Cl. 1-A-1, Downgraded to Baa2; previously on 7/22/2002
     Assigned Aaa

  -- Cl. 2-M-1, Downgraded to Baa3; previously on 2/6/2006
     Upgraded to Aa1

  -- Cl. M-2, Downgraded to Ba1; previously on 7/22/2002 Assigned
     A2

  -- Cl. B-1, Downgraded to Ba2; previously on 7/22/2002 Assigned
     Baa2

CWABS Inc., Asset-Backed Certificates 2002-3

  -- Cl. M-1, Downgraded to Baa2; previously on 10/21/2002
     Assigned Aa2

  -- Cl. M-2, Downgraded to Ba1; previously on 10/21/2002 Assigned
     A2

  -- Cl. B-1, Downgraded to Ba1; previously on 10/21/2002 Assigned
     Baa2

CWABS Inc., Asset-Backed Certificates 2002-4

  -- Cl. M-1, Downgraded to Baa2; previously on 1/29/2008
     Downgraded to A2

CWABS, Inc., Asset-Backed Certificates 2002-6

  -- Cl. AF-5, Downgraded to Aa3; previously on 1/23/2003 Assigned
     Aaa

  -- Cl. AF-6, Downgraded to Aa3; previously on 1/23/2003 Assigned
     Aaa

  -- Cl. M-1, Downgraded to Baa3; previously on 1/23/2003 Assigned
     Aa2

  -- Cl. M-2, Downgraded to B3; previously on 1/23/2003 Assigned
     A2

  -- Cl. B, Downgraded to B3; previously on 1/23/2003 Assigned
     Baa2

CWABS, Inc Asset-Backed Certificates 2002-BC1

  -- Cl. A, Downgraded to Baa3; previously on 3/18/2002 Assigned
     Aaa

  -- Cl. A-IO, Downgraded to Baa3; previously on 3/18/2002
     Assigned Aaa

  -- Cl. M-1, Downgraded to Ca; previously on 7/30/2007 Downgraded
     to A3

  -- Cl. M-2, Downgraded to C; previously on 7/30/2007 Downgraded
     to B1

CWABS, Inc., Asset-Backed Ctfs 2002-BC2

  -- Cl. A, Downgraded to Baa2; previously on 3/20/2009 Aaa Placed
     Under Review for Possible Downgrade

  -- Cl. A-IO, Downgraded to Baa2; previously on 3/20/2009 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to Caa3; previously on 3/20/2009 A1
     Placed Under Review for Possible Downgrade

CWABS, Inc., Asset-Backed Certificates 2002-BC3

  -- Cl. M-2, Downgraded to B3; previously on 1/29/2008 Downgraded
     to Baa3

  -- Cl. B-1, Downgraded to C; previously on 1/29/2008 Downgraded
     to Caa2

CWABS Inc., Asset-Backed Certificates 2003-1

  -- Cl. M-1, Downgraded to A3; previously on 3/21/2003 Assigned
     Aa2

  -- Cl. M-2, Downgraded to Ba1; previously on 3/21/2003 Assigned
     A2

  -- Cl. B, Downgraded to Ba1; previously on 3/21/2003 Assigned
     Baa2

CWABS, Inc., Asset-Backed Certificates 2003-2

  -- Cl. 3-A, Downgraded to Aa3; previously on 5/30/2003 Assigned
     Aaa

  -- Cl. M-1, Downgraded to Baa1; previously on 5/30/2003 Assigned
     Aa2

  -- Cl. M-2, Downgraded to Ba1; previously on 5/30/2003 Assigned
     A2

CWABS, Inc. Asset-Bkd Ctfs, Ser 2003-3

  -- Cl. 3-A, Downgraded to Aa2; previously on 7/31/2003 Assigned
     Aaa

  -- Cl. M-1, Downgraded to A1; previously on 7/31/2003 Assigned
     Aa2

  -- Cl. M-2, Downgraded to A2; previously on 7/31/2003 Assigned
     Aa3

  -- Cl. M-3, Downgraded to Baa1; previously on 7/31/2003 Assigned
     A1

  -- Cl. M-4, Downgraded to Baa2; previously on 7/31/2003 Assigned
     A2

  -- Cl. M-5, Downgraded to Baa3; previously on 7/31/2003 Assigned
     A3

  -- Cl. M-6, Downgraded to Baa3; previously on 7/31/2003 Assigned
     Baa1

CWABS, Inc. Asset-Bkd Ctfs, Ser 2003-4

  -- Cl. M-1, Downgraded to Baa1; previously on 11/30/2006
     Upgraded to Aaa

  -- Cl. M-2, Downgraded to Baa2; previously on 11/30/2006
     Upgraded to Aa1

  -- Cl. M-3, Downgraded to Ba1; previously on 11/30/2006 Upgraded
     to A1

  -- Cl. M-4, Downgraded to Ba3; previously on 9/3/2003 Assigned
     A3

  -- Cl. M-5, Downgraded to B2; previously on 9/3/2003 Assigned
     Baa1

CWABS, Inc. Asset-Backed Certificates, 2003-5

  -- Cl. MF-2, Downgraded to Aa3; previously on 11/30/2006
     Upgraded to Aa1

  -- Cl. MF-3, Downgraded to A1; previously on 11/30/2006 Upgraded
     to Aa2

  -- Cl. MF-4, Downgraded to A3; previously on 11/30/2006 Upgraded
     to A1

  -- Cl. MF-5, Downgraded to Baa2; previously on 11/30/2006
     Upgraded to A2

  -- Cl. BF, Downgraded to Baa3; previously on 11/30/2006 Upgraded
     to A3

  -- Cl. MV-2, Aa3 Placed Under Review for Possible Downgrade;
     previously on 11/30/2006 Upgraded to Aa3

  -- Cl. MV-3, A1 Placed Under Review for Possible Downgrade;
     previously on 11/30/2006 Upgraded to A1

  -- Cl. MV-4, Baa1 Placed Under Review for Possible Downgrade;
     previously on 12/30/2003 Assigned Baa1

CWABS, Inc., Asset-Backed Ctfs 2003-BC1

  -- Cl. A-1, Downgraded to Aa3; previously on 2/3/2003 Assigned
     Aaa

  -- Cl. M-1, Downgraded to A3; previously on 2/6/2006 Upgraded to
     Aa1

  -- Cl. M-2, Downgraded to Baa2; previously on 10/24/2007
     Downgraded to A2

  -- Cl. B-1, Downgraded to Ba1; previously on 10/24/2007
     Downgraded to Baa3

CWABS, Inc., Asset-Backed Ctfs 2003-BC2

  -- Cl. M-1, Downgraded to Baa1; previously on 1/29/2008 Aa2
     Placed Under Review for Possible Downgrade

CWABS, Inc., Asset-Backed Ctfs 2003-BC4

  -- Cl. M-2, Downgraded to A2; previously on 10/27/2003 Assigned
     Aa3

  -- Cl. M-3, Downgraded to Baa1; previously on 10/27/2003
     Assigned A1

  -- Cl. M-4, Downgraded to Baa2; previously on 10/27/2003
     Assigned A2

  -- Cl. M-5, Downgraded to Ba1; previously on 10/27/2003 Assigned
     A3

  -- Cl. M-6, Downgraded to B1; previously on 10/27/2003 Assigned
     Baa1

  -- Cl. B, Downgraded to B2; previously on 10/27/2003 Assigned
     Baa2

CWABS, Inc., Asset-Backed Ctfs 2003-BC6

  -- Cl. M-2, Downgraded to Aa3; previously on 11/30/2006 Upgraded
     to Aa1

  -- Cl. M-3, Downgraded to A1; previously on 11/30/2006 Upgraded
     to Aa3

CWABS, Inc. Asset-Bkd Ctfs, Series 2004-2

  -- Cl. M-3, Downgraded to A3; previously on 5/28/2004 Assigned
     A1

  -- Cl. M-4, Downgraded to Baa1; previously on 5/28/2004 Assigned
     A2

  -- Cl. M-5, Downgraded to Baa3; previously on 5/28/2004 Assigned
     A3

CWABS, Inc. Asset-Bkd Ctfs, Series 2004-3

  -- Cl. M-5, Downgraded to Baa2; previously on 5/17/2004 Assigned
     A3

  -- Cl. M-6, Downgraded to Baa3; previously on 5/17/2004 Assigned
     Baa1

CWABS, Inc. Asset-Bkd Ctfs, Series 2004-4

  -- Cl. M-2, Downgraded to A2; previously on 5/20/2004 Assigned
     Aa3

  -- Cl. M-3, Downgraded to Baa1; previously on 5/20/2004 Assigned
     A1

  -- Cl. M-4, Downgraded to Baa2; previously on 5/20/2004 Assigned
     A2

  -- Cl. M-5, Downgraded to Baa3; previously on 5/20/2004 Assigned
     A3

  -- Cl. M-6, Downgraded to Ba2; previously on 5/20/2004 Assigned
     Baa1

  -- Cl. M-7, Downgraded to B2; previously on 4/10/2008 Downgraded
     to Ba1

  -- Cl. B, Downgraded to C; previously on 4/10/2008 Downgraded to
     B2

CWABS, Inc. Asset-Bkd Ctfs, Series 2004-5

  -- Cl. M-6, Downgraded to Baa2; previously on 7/26/2004 Assigned
     Baa1

  -- Cl. M-7, Downgraded to Baa3; previously on 7/26/2004 Assigned
     Baa2

  -- Cl. B, Downgraded to Ba3; previously on 4/10/2008 Downgraded
     to Ba2

CWABS, Inc. Asset-Backed Ctfs, Series 2004-7

  -- Cl. MF-4, Downgraded to Baa2; previously on 10/12/2004
     Assigned Baa1

  -- Cl. MF-5, Downgraded to Baa3; previously on 10/12/2004
     Assigned Baa2

  -- Cl. BF, Downgraded to Ba2; previously on 10/12/2004 Assigned
     Baa3

  -- Cl. MV-5, A2 Placed Under Review for Possible Downgrade;
     previously on 10/12/2004 Assigned A2

  -- Cl. MV-6, A3 Placed Under Review for Possible Downgrade;
     previously on 10/12/2004 Assigned A3

  -- Cl. MV-7, Baa1 Placed Under Review for Possible Downgrade;
     previously on 10/12/2004 Assigned Baa1

  -- Cl. MV-8, Ba1 Placed Under Review for Possible Downgrade;
     previously on 4/10/2008 Downgraded to Ba1

  -- Cl. BV, Ba3 Placed Under Review for Possible Downgrade;
     previously on 4/10/2008 Downgraded to Ba3

CWABS, Inc. Asset-Backed Ctfs, Series 2004-9

  -- Cl. MF-1, Downgraded to A1; previously on 4/10/2008 Upgraded
     to Aa1

  -- Cl. MF-2, Downgraded to Baa1; previously on 4/10/2008
     Upgraded to A1

  -- Cl. MF-3, Downgraded to Baa2; previously on 10/7/2004
     Assigned A3

  -- Cl. MF-4, Downgraded to Baa3; previously on 10/7/2004
     Assigned Baa1

  -- Cl. MF-5, Downgraded to Ba3; previously on 10/7/2004 Assigned
     Baa2

  -- Cl. BF, Downgraded to Caa2; previously on 10/7/2004 Assigned
     Baa3

  -- Cl. MV-2, Aa2 Placed Under Review for Possible Downgrade;
     previously on 10/7/2004 Assigned Aa2

  -- Cl. MV-3, Aa3 Placed Under Review for Possible Downgrade;
     previously on 10/7/2004 Assigned Aa3

  -- Cl. MV-4, A1 Placed Under Review for Possible Downgrade;
     previously on 10/7/2004 Assigned A1

  -- Cl. MV-5, A2 Placed Under Review for Possible Downgrade;
     previously on 10/7/2004 Assigned A2

  -- Cl. MV-6, Baa2 Placed Under Review for Possible Downgrade;
     previously on 4/10/2008 Downgraded to Baa2

  -- Cl. MV-7, Ba1 Placed Under Review for Possible Downgrade;
     previously on 4/10/2008 Downgraded to Ba1

  -- Cl. MV-8, Ba2 Placed Under Review for Possible Downgrade;
     previously on 4/10/2008 Downgraded to Ba2

  -- Cl. BV, B2 Placed Under Review for Possible Downgrade;
     previously on 4/10/2008 Downgraded to B2

CWABS, Inc., Asset-Backed Ctfs 2004-BC2

  -- Cl. M-5, Downgraded to Baa3; previously on 5/18/2004 Assigned
     Baa2

  -- Cl. B, Downgraded to B3; previously on 4/10/2008 Downgraded
     to B1

CWABS, Inc., Asset-Backed Ctfs 2004-BC3

  -- Cl. M-3, Downgraded to Baa3; previously on 8/16/2004 Assigned
     Aa3

  -- Cl. M-4, Downgraded to Ba1; previously on 8/16/2004 Assigned
     A1

  -- Cl. M-5, Downgraded to Ba3; previously on 4/10/2008
     Downgraded to Baa1

  -- Cl. M-6, Downgraded to Caa3; previously on 4/10/2008
     Downgraded to Baa2

  -- Cl. M-7, Downgraded to C; previously on 4/10/2008 Downgraded
     to Ba1

  -- Cl. M-8, Downgraded to C; previously on 4/10/2008 Downgraded
     to B1

  -- Cl. B, Downgraded to C; previously on 4/10/2008 Downgraded to
     B1

CWABS Asset-Backed Certificates Tr 2004-BC5

  -- Cl. M-5, Downgraded to Baa1; previously on 1/7/2005 Assigned
     A2

  -- Cl. M-6, Downgraded to Baa2; previously on 1/7/2005 Assigned
     A3

  -- Cl. M-7, Downgraded to Baa3; previously on 1/7/2005 Assigned
     Baa1

  -- Cl. M-8, Downgraded to Ba3; previously on 1/7/2005 Assigned
     Baa2

  -- Cl. B, Downgraded to Ca; previously on 1/7/2005 Assigned Baa3

CWABS, Inc., Asset-Backed Ctfs 2004-ECC1

  -- Cl. M-4, Downgraded to Baa2; previously on 7/15/2004 Assigned
     A3

  -- Cl. M-5, Downgraded to Baa3; previously on 7/15/2004 Assigned
     Baa1

CWABS, Inc. Asset-Backed Ctfs, Series 2004-10

  -- Cl. MF-1, Downgraded to A1; previously on 10/12/2004 Assigned
     Aa2

  -- Cl. MF-2, Downgraded to A2; previously on 10/12/2004 Assigned
     Aa3

  -- Cl. MF-3, Downgraded to A3; previously on 10/12/2004 Assigned
     A1

  -- Cl. MF-4, Downgraded to Baa1; previously on 10/12/2004
     Assigned A2

  -- Cl. MF-5, Downgraded to Baa2; previously on 10/12/2004
     Assigned A3

  -- Cl. MF-6, Downgraded to Baa3; previously on 10/12/2004
     Assigned Baa1

  -- Cl. MF-7, Downgraded to Ba1; previously on 10/12/2004
     Assigned Baa2

  -- Cl. BF, Downgraded to B2; previously on 10/12/2004 Assigned
     Baa3

  -- Cl. MV-4, A1 Placed Under Review for Possible Downgrade;
     previously on 10/12/2004 Assigned A1

  -- Cl. MV-5, A2 Placed Under Review for Possible Downgrade;
     previously on 10/12/2004 Assigned A2

  -- Cl. MV-6, A3 Placed Under Review for Possible Downgrade;
     previously on 10/12/2004 Assigned A3

  -- Cl. MV-7, Baa1 Placed Under Review for Possible Downgrade;
     previously on 10/12/2004 Assigned Baa1

  -- Cl. MV-8, Ba1 Placed Under Review for Possible Downgrade;
     previously on 4/10/2008 Downgraded to Ba1

  -- Cl. BV, Ba2 Placed Under Review for Possible Downgrade;
     previously on 4/10/2008 Downgraded to Ba2

CWABS Asset-Backed Certificates Trust 2004-12

  -- Cl. MF-1, Downgraded to A1; previously on 1/10/2005 Assigned
     Aa2

  -- Cl. MF-2, Downgraded to A2; previously on 1/10/2005 Assigned
     Aa3

  -- Cl. MF-3, Downgraded to A3; previously on 1/10/2005 Assigned
     A1

  -- Cl. MF-4, Downgraded to Baa1; previously on 1/10/2005
     Assigned A2

  -- Cl. MF-5, Downgraded to Baa2; previously on 1/10/2005
     Assigned A3

  -- Cl. MF-6, Downgraded to Baa3; previously on 1/10/2005
     Assigned Baa1

  -- Cl. MF-7, Downgraded to Ba2; previously on 1/10/2005 Assigned
     Baa2

  -- Cl. BF, Downgraded to Caa1; previously on 1/10/2005 Assigned
     Baa3

  -- Cl. MV-5, A2 Placed Under Review for Possible Downgrade;
     previously on 1/10/2005 Assigned A2

  -- Cl. MV-6, A3 Placed Under Review for Possible Downgrade;
     previously on 1/10/2005 Assigned A3

  -- Cl. MV-7, Baa1 Placed Under Review for Possible Downgrade;
     previously on 1/10/2005 Assigned Baa1

  -- Cl. MV-8, Ba1 Placed Under Review for Possible Downgrade;
     previously on 4/10/2008 Downgraded to Ba1

  -- Cl. BV, B2 Placed Under Review for Possible Downgrade;
     previously on 4/10/2008 Downgraded to B2

CWABS Asset-Backed Certificates Trust 2004-13

  -- Cl. MF-2, Downgraded to A1; previously on 2/11/2005 Assigned
     Aa2

  -- Cl. MF-3, Downgraded to A2; previously on 2/11/2005 Assigned
     Aa3

  -- Cl. MF-4, Downgraded to A3; previously on 2/11/2005 Assigned
     A1

  -- Cl. MF-5, Downgraded to Baa1; previously on 2/11/2005
     Assigned A2

  -- Cl. MF-6, Downgraded to Baa2; previously on 2/11/2005
     Assigned A3

  -- Cl. MF-7, Downgraded to Baa3; previously on 2/11/2005
     Assigned Baa1

  -- Cl. MF-8, Downgraded to B1; previously on 2/11/2005 Assigned
     Baa2

  -- Cl. BF, Downgraded to Caa2; previously on 2/11/2005 Assigned
     Baa3

  -- Cl. MV-6, A3 Placed Under Review for Possible Downgrade;
     previously on 2/11/2005 Assigned A3

  -- Cl. MV-7, Baa1 Placed Under Review for Possible Downgrade;
     previously on 2/11/2005 Assigned Baa1

  -- Cl. MV-8, Ba1 Placed Under Review for Possible Downgrade;
     previously on 4/10/2008 Downgraded to Ba1

  -- Cl. BV, Ba3 Placed Under Review for Possible Downgrade;
     previously on 4/10/2008 Downgraded to Ba3

CWABS Asset-Backed Certificates Trust 2004-14

  -- Cl. A-3, Confirmed at Aaa; previously on 9/17/2008 Aaa Placed
     Under Review for Possible Downgrade

  -- Cl. A-4, Confirmed at Aaa; previously on 9/17/2008 Aaa Placed
     Under Review for Possible Downgrade

  -- Cl. A-5, Confirmed at Aaa; previously on 9/17/2008 Aaa Placed
     Under Review for Possible Downgrade

  -- Cl. M-1, Confirmed at Aa1; previously on 9/17/2008 Aa1 Placed
     Under Review for Possible Downgrade

  -- Cl. M-2, Confirmed at Aa2; previously on 9/17/2008 Aa2 Placed
     Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to A2; previously on 9/17/2008 Aa3 Placed
     Under Review for Possible Downgrade

CWABS Asset-Backed Certificates Trust 2004-15

  -- Cl. MF-4, Downgraded to A3; previously on 1/31/2005 Assigned
     A1

  -- Cl. MF-5, Downgraded to Baa1; previously on 1/31/2005
     Assigned A2

  -- Cl. MF-6, Downgraded to Baa2; previously on 1/31/2005
     Assigned A3

  -- Cl. MF-7, Downgraded to Baa3; previously on 1/31/2005
     Assigned Baa1

  -- Cl. MF-8, Downgraded to Ba2; previously on 1/31/2005 Assigned
     Baa2

  -- Cl. BF, Downgraded to B3; previously on 1/31/2005 Assigned
     Baa3

  -- Cl. MV-5, A2 Placed Under Review for Possible Downgrade;
     previously on 1/31/2005 Assigned A2

  -- Cl. MV-6, A3 Placed Under Review for Possible Downgrade;
     previously on 1/31/2005 Assigned A3

  -- Cl. MV-7, Baa1 Placed Under Review for Possible Downgrade;
     previously on 1/31/2005 Assigned Baa1

  -- Cl. MV-8, Baa2 Placed Under Review for Possible Downgrade;
     previously on 1/31/2005 Assigned Baa2

  -- Cl. BV, Baa3 Placed Under Review for Possible Downgrade;
     previously on 1/31/2005 Assigned Baa3

CWABS, Inc. Asset-Backed Ctfs, Ser. 2004-AB1

  -- Cl. M-1, Downgraded to A1; previously on 10/12/2004 Assigned
     Aa2

  -- Cl. M-2, Downgraded to Baa3; previously on 10/12/2004
     Assigned A1

  -- Cl. M-3, Downgraded to Caa1; previously on 4/10/2008
     Downgraded to A3

  -- Cl. M-4, Downgraded to C; previously on 4/10/2008 Downgraded
     to Ba2

  -- Cl. B, Downgraded to C; previously on 4/10/2008 Downgraded to
     Ca

CWABS Asset-Backed Ctfs, Ser 2004-AB2

  -- Cl. M-2, Downgraded to A3; previously on 2/11/2005 Assigned
     Aa2

  -- Cl. M-3, Downgraded to Baa3; previously on 2/11/2005 Assigned
     Aa3

  -- Cl. M-4, Downgraded to Ba1; previously on 2/11/2005 Assigned
     A1

  -- Cl. M-5, Downgraded to B3; previously on 2/11/2005 Assigned
     A2

  -- Cl. M-6, Downgraded to C; previously on 4/10/2008 Downgraded
     to Baa3

  -- Cl. B, Downgraded to C; previously on 4/10/2008 Downgraded to
     Caa2


DALTON CDO: Fitch Downgrades Ratings on Six Classes of Notes
------------------------------------------------------------
Fitch Ratings downgrades six classes and affirms two classes of
notes issued by Dalton CDO, Ltd.:

  -- $95,068,879 class A-1 a1 (undrawn TRS) notes downgraded to
     'CCC' from 'BBB';

  -- $50,000,000 class A-1 a2 notes downgraded to 'CC' from 'BBB-
     ';

  -- $36,000,000 class A-1 b1 notes downgraded to 'CC' from 'BB';

  -- $40,000,000 class A-1 b2 notes downgraded to 'CC' from 'BB-';

  -- $40,000,000 class A-2 notes downgraded to 'CC from 'B';

  -- $57,400,000 class B notes downgraded to 'CC' from 'CCC';

  -- $21,979,018 class C notes affirmed at 'C';

  -- $20,734,751 class D notes affirmed at 'C'.

Fitch has also removed the class A-1 a1, A-1 a2, A-1 b1, A-1 b2
and A-2 notes from Rating Watch Negative.

Dalton declared an Event of Default as of Oct. 31, 2008 due to an
Over collateralization Ratio Trigger Event when the class A-1 OC
test ratio declined below 100%.  According to the transaction's
documents, a two-thirds majority of class A-1 a1 and class A-1 a2,
voting separately, would have to vote to accelerate the
transaction and end the reinvestment period.  Until then, interest
and principal collections will continue to be distributed
according to the priority of payments.

The downgrades to the notes are the result of credit deterioration
experienced since Fitch's review in May 2008, and reflect Fitch's
view on the credit risk of the rated notes following the release
of its new rating criteria for structured finance collateralized
debt obligations.  Fitch now considers 88% of the portfolio to be
rated below investment grade, of which 76.9% is considered rated
'CCC+' or lower.  As of the March 31, 2009 trustee report,
approximately 63.3% of the portfolio is now considered defaulted
per the transaction's governing documents.

Based on performance expectations for the portion of the portfolio
rated 'CCC+' or lower, the class A-1 a1 notes are likely to
experience principal shortfall.  The class A-1 a2, A-1 b1, A-1 b2,
A-2 and B notes are expected to continue receiving timely interest
distributions, as they are paid prior to the first OC test, but
are not expected to receive any principal repayment.

The class C and D notes only received interest distributions on
the first payment date in December 2007.  The class A/B OC test
has been failing since the March 2008 distribution date causing
interest proceeds to be diverted to reduce the outstanding balance
of the class A-1 a1 total return swap after paying class B accrued
interest.  The A/B OC test is 41.9% as of the March 31, 2009
trustee report, relative to a trigger of 108.6%, and it not
expected to cure.  Therefore the class C and D notes are not
expected to receive any interest or principal distributions in the
future.

Dalton is a hybrid SF CDO that combines the use of synthetic and
cash assets, and unfunded and funded liabilities.  Dalton closed
on June 28, 2007 and is managed by Dynamic Credit Partners, LLC.
Dalton's reinvestment period will end in July 2011, unless voted
to end earlier.  The portfolio is comprised of SF CDOs (66.6%),
residential mortgage-backed securities (18.7%), corporate CDOs
(12.5%) and commercial mortgage-backed securities (2.2%).

These rating actions resolve the 'Under Analysis' status issued on
Oct. 14, 2008 following Fitch's announcement of its proposed
criteria revision for analyzing SF CDOs.  The revised criteria
report, 'Global Rating Criteria for Structured Finance CDOs,' was
published in its final form on Dec. 16, 2008 along with an updated
version of the Fitch Portfolio Credit Model that includes
additional functionality for analyzing SF CDOs.  As part of this
review, Fitch made standard adjustments for any names on Rating
Watch Negative or with a Negative Outlook, downgrading such
ratings for default analysis purposes by three and one notches,
respectively.


DLJ COMMERCIAL: Fitch Affirms Ratings on 1999-CG1 Certificates
--------------------------------------------------------------
Fitch Ratings affirms and assigns Rating Outlooks on DLJ
commercial mortgage pass-through certificates, series 1999-CG1:

  -- $9.3 million class B-5 at 'BBB-'; Outlook Negative;
  -- $12.4 million class B-6 at 'B+'; Outlook Negative.
  -- $10.1 million class A-4 at 'AAA'; Stable Outlook;
  -- Interest-only class S at 'AAA'; Stable Outlook;
  -- $46.5 million class B-1 at 'AAA'; Stable Outlook;
  -- $15.5 million class B-2 at 'AAA'; Stable Outlook;
  -- $37.2 million class B-3 at 'AA+'; Stable Outlook;
  -- $21.7 million class B-4 at 'A-'; Stable Outlook;
  -- $12.4 million class B-7 at 'CCC/RR1';
  -- $2.1 million class B-8 at 'C/RR6'.

Fitch does not rate class C. Classes A-1A, A-1B, A-2, and A-3 have
paid in full.

Although credit enhancement has increased since Fitch's last
review due to 71.5% pay down, an increase in Fitch expected losses
and high concentration of specially serviced loans warrant
affirmations.  Rating Outlooks reflect the likely direction of any
rating changes over the next one to two years.  As of the April
2009 distribution date, the pool's aggregate collateral balance
has been reduced 86.5%, to $167.2 million from $1.2 billion at
issuance.  Three loans (0.9%) have defeased.

Fitch has identified 20 Loans of Concern (34.5%), including 18
assets (31.3%) that are in special servicing with significant
losses expected.  Eleven loans (25.3%) recently transferred to
special servicing for maturity default.

The largest specially serviced asset is an office property (8.0%)
in Memphis, Tennessee.  The borrower is making post-maturity
scheduled payments while pursuing refinancing.  The property is
currently 71% occupied.

The second through sixth largest specially serviced assets are
secured by self storage properties in Michigan (4.0%).  The loans
are both cross-collateralized and cross-defaulted.  The loan
transferred in April 2009 for maturity default.  The loans have an
average occupancy of 72.0%.

The seventh largest specially serviced asset is an industrial
property (3.6%) located in Silver Spring, Maryland.  The loan
transferred in February 2009 for maturity default.  The borrower
negotiated a one-year loan extension with the servicer with a
maturity date of March 2010.  As of December 2008, the loan is
91.0% occupied.

The largest Fitch Loan of Concern not in special servicing (2.5%)
is secured by a retail plaza in Boca Raton, Florida.  The property
is 100% vacant.  The former tenant is still making monthly rental
payments.

The largest remaining loan in the pool (15.5%) is secured by a
404,553 square foot retail plaza located in West Kendall, Florida.
Occupancy as of December 2008 was 97.0%.  The loan is scheduled to
mature in February 2029.


DPL CAPITAL: S&P Raises Ratings on 2002-1 SAT Units to 'BB+'
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on
Structured Asset Trust Unit Repackagings DPL Capital Security
Backed Series 2002-7's class A and B units to 'BBB' from 'BB+'.

The rating actions follow the April 22, 2009, raising of S&P's
rating on the underlying securities, DPL Capital Trust II's 8.125%
trust preferred capital securities due Sept. 1, 2031, to 'BBB'
from 'BB+'.

The ratings on the units are dependent on the rating on the
underlying securities.


DPL CAPITAL: S&P Raises Ratings on 2002-3 SAT Units from 'BB+'
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on
Structured Asset Trust Unit Repackagings DPL Capital Security
Backed Series 2002-3's class A and B units to 'BBB' from 'BB+'.

The rating actions follow the April 22, 2009, raising of S&P's
rating on the underlying securities, DPL Capital Trust II's 8.125%
trust preferred capital securities due Sept. 1, 2031, to 'BBB'
from 'BB+'.

The ratings on the units are dependent on the rating on the
underlying securities.


EMERALD INVESTMENT: Moody's Junks Ratings on $30 Mil. Notes
-----------------------------------------------------------
Moody's Investors Service has downgraded its rating on these notes
issued by Emerald Investment Grade CBO, Limited:

  -- US$30,000,000 Class III Mezzanine Secured Fixed Rate Notes
     Due 2011, Downgraded to Caa2; previously on December 21, 2006
     Upgraded to B1.

According to Moody's, the rating action taken on the notes is the
result of applying Moody's revised assumptions with respect to
default probability, the treatment of ratings on "Review for
Possible Downgrade" or with a "Negative Outlook," and the
calculation of the Diversity Score.  The action also reflects
consideration of credit deterioration of the underlying portfolio.
The revised assumptions that have been applied to all corporate
credits in the underlying portfolio are described in the press
release dated February 4, 2009.

Credit deterioration of the collateral pool is observed in, among
others, a decline in the average credit rating (as measured
through the weighted average rating factor), an increase in the
proportion of securities from issuers rated below investment
grade, and failure of the Senior Interest Coverage Test and the
Mezzanine Interest Coverage Test.  Moody's also assessed the
collateral pool's elevated concentration risk in a small number of
industries.  This includes a significant concentration in debt
obligations of companies in the banking, finance, real estate, and
insurance industries, which Moody's views to be more strongly
correlated in the current market environment.


EQUIFIRST MORTGAGE: Moody's Downgrades Rating on 15 Securities
--------------------------------------------------------------
Moody's Investors Service has downgraded the rating of 15
securities from four transactions issued by EquiFirst.  These
actions are part of an ongoing review of subprime RMBS
transactions.

The rating actions are the result of an analysis of credit
enhancement relative to updated collateral loss projections.  The
revised loss projections generally result from deterioration in
collateral performance in recent months.  Additionally, most
effected transactions have, at some point, passed performance
triggers and released portions of credit enhancement.

Moody's approach to analyzing seasoned subprime pools i.e. prior
to 2H 2005 takes into account the annualized loss rate from last
12 months and the projected loss rate over next 12 months, and
then translates these measures into lifetime losses based on a
deal's expected remaining life.  Recent Losses are calculated by
assessing cumulative losses incurred over the past 12-months as a
percentage of the average pool factor in the last year.  For
Pipeline Losses, Moody's uses an annualized roll rate of 15%, 30%,
65% and 90% for loans that are delinquent 60-days, 90+ days, are
in foreclosure, and REO respectively.  Moody's then applies deal-
specific severity assumptions, in this case ranging from 75% to
80%.  The results of these two calculations - Recent Losses and
Pipeline Losses - are weighted to arrive at the lifetime
cumulative loss projection.

The complete rating actions:

Equifirst Mortgage Loan Trust 2003-1

  -- Cl. M-3, Downgraded to Ca; previously on 11/28/2007
     Downgraded to B3

Equifirst Mortgage Loan Trust 2004-1

  -- Cl. B-1, Downgraded to C; previously on 11/28/2007 Downgraded
     to Caa3

Equifirst Mortgage Loan Trust 2004-2

  -- Cl. M-5, Downgraded to Baa1; previously on 8/9/2004 Assigned
     A2

  -- Cl. M-6, Downgraded to Baa2; previously on 8/9/2004 Assigned
     A3

  -- Cl. M-7, Downgraded to Baa3; previously on 8/9/2004 Assigned
     Baa1

  -- Cl. M-8, Downgraded to Ba3; previously on 11/28/2007
     Downgraded to Ba1

  -- Cl. M-9, Downgraded to C; previously on 11/28/2007 Downgraded
     to Ba3

  -- Cl. B-1, Downgraded to C; previously on 11/28/2007 Downgraded
     to Caa3

Equifirst Mortgage Loan Trust 2004-3

  -- Cl. M-5, Downgraded to A3; previously on 1/10/2005 Assigned
     A1

  -- Cl. M-6, Downgraded to Baa2; previously on 1/10/2005 Assigned
     A2

  -- Cl. M-7, Downgraded to Baa3; previously on 1/10/2005 Assigned
     A3

  -- Cl. M-8, Downgraded to Ba1; previously on 11/28/2007
     Downgraded to Baa2

  -- Cl. M-9, Downgraded to B3; previously on 11/28/2007
     Downgraded to Ba1

  -- Cl. M-10, Downgraded to C; previously on 11/28/2007
     Downgraded to Ba3

  -- Cl. B-1, Downgraded to C; previously on 11/28/2007 Downgraded
     to B3


FINANCIAL GUARANTY: S&P Withdraws Ratings on Three Note Issues
--------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on three
Financial Guaranty Insurance Co. bond-insured medium-term note
issues.

The rating actions reflect the April 22, 2009, lowering of S&P's
counterparty credit, financial strength, and financial enhancement
ratings on FGIC to 'CC' from 'CCC', and the subsequent withdrawal
of those ratings on FGIC and S&P's 'CC' counterparty credit rating
on FGIC Corp., the holding company.  S&P's outlook on FGIC is
negative.

                        Ratings Withdrawn

                     Accent Texas Fund I L.P.
US$22.792 mil CAPCO secd prom med-term nts ser 2005 due 03/01/2011

                              Rating
                              ------
                         To           From
                         --           ----
                         NR           CCC

                    Accent Texas Fund II L.P.
  US$14.608 mil CAPCO nts med-term nts ser 2008 due 03/01/2015

                              Rating
                              ------
                         To           From
                         --           ----
                         NR           CCC

                Aegis New York Venture Fund L.P.
US$6.126 mil CAPCO insured sr struct gtd nts med-term nts ser 2005
                          due 12/31/2016

                                      Rating
                                      ------
              CUSIP               To           From
              -----               --           ----
              00786*AA8           NR           CCC

                         NR -- Not rated.


FLORIDA DEVELOPMENT: S&P Puts Neg Outlook on 'BB-' Bond Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services has revised the rating outlook
on Florida Development Finance Corp.'s revenue bonds, issued on
behalf of Palm Bay Academy Inc. Charter School, to negative from
stable due to operating pressures placed on financial operations
related to decreasing enrollment levels; the school expects it
could need to use some trustee-held reserves in order to make debt
service payments next year.  With debt service expected to reach
near maximum annual debt service levels in the next few years,
additional pressure likely will be placed on the school to add and
maintain enrollment; the uncertainty of Florida school funding
fluctuations adds to this pressure.  Standard & Poor's has
affirmed its 'BB-' long-term rating on the bonds.

"The negative outlook reflects our view of the considerable
challenges facing the school regarding enrollment, which has a
direct impact on its financial position," said Standard & Poor's
credit analyst Jane Hudson Ridley.  "If enrollment goals are met,
and maintained, and structural balance is maintained, the outlook
could be revised to stable.  If enrollment levels negatively
affect financial position and special reserves are needed to fund
operations, the rating could be revised downward," she noted.

The rating reflects a need, in Standard & Poor's view, to continue
to increase student count in order to generate sufficient revenues
to make debt service payments on the bonds; a recent midyear loss
of enrollment that the school attributes to the troubled Florida
economy, but that has resulted in lower enrollment figures this
year and the sapping of the school's waiting list; a need to
increase enrollment in grades Standard & Poor's views as more of a
challenge to fill, such as middle school and the upper grades of
the immersion program (grades one and two); and a trend of
revising enrollment projections downward over time.  Additional
rating factors include the lack of a formal business plan to guide
and ground decisions and expansion plans, without which the future
direction and plans of the school appear likely to change from the
current course; dependence on the founder and head of the school
to continue to guide and operate the facility, which could be
exacerbated by the addition of programs and campuses; a critical
need, in Standard & Poor's view, to retain students in new
curriculum-specific classes (specifically language immersion)
where filling classes in the grades three to five could prove
challenging; and the inherent uncertainty associated with charter
renewals given that the final maturity of the bonds exceeds the
time horizon of the existing charter.

Offsetting factors include the length of the charter through 2012
following a 10-year renewal in 2002; good student demand,
particularly in the lower grades; above-average test scores that
are among the highest in the state; and adequate legal provisions,
although the school can issue subordinate debt with a MADS test of
1x.

A pledge of loan repayments by the borrower, Palm Bay Academy Inc.
Charter School, secures the bonds. Securing the loan payments is a
general full faith and credit pledge of the academy, including
pledged revenues (fees, rentals, charges, and other income), with
a first-lien mortgage on the property as additional security.  A
debt service reserve fund has been funded at the standard three-
prong test.  A separate restricted reserve was also established
and funded with bond proceeds; it can be used for debt service.
Per-pupil operating revenues flow through the county to the school
before being remitted to the trustee for payment on the bonds.
The school's operating revenues are based on 100% of the per-pupil
revenues for the Brevard County schools, minus a 5% holdback fee
kept by the district for administration of the school's charter.

Palm Bay Academy was established in 1998 with an initial three-
year charter granted by Brevard County Board of Education.  The
charter was renewed for a 10-year term in 2002 and runs through
the 2012 school year.  Palm Bay's focus is an academically
rigorous alternative to the local public schools, and test scores
demonstrate significant strengths in student achievement.
Enrollment has grown to 505 students across grades K-8 in the
2008-2009 school year from 100 students in grades K-3 in the 1998-
1999 school year.

Approximately $12 million in debt is affected.


FOLEY SQUARE: Moody's Downgrades Ratings on 2007-1 Notes
--------------------------------------------------------
Moody's Investors Service has downgraded its ratings of notes
issued by Foley Square CDO 2007-1 Ltd., a collateralized debt
obligation transaction referencing a portfolio of corporate
entities.

Moody's explained that the rating actions taken are the result
primarily of the downgrade of the insurance financial strength
rating of Ambac Assurance Corporation, which acts as Guarantor
under the Investment Agreement in the transaction.  On April 13,
2009 the insurance financial strength rating of Ambac Assurance
Corporation was downgraded from Baa1 to Ba3.

Moody's initially analyzed and continues to monitor this
transaction using primarily the methodology for Corporate
Synthetic CDOs as described in Moody's Special Report:

  -- Moody's Approach to Rating Corporate Collateralized Synthetic
     Obligations (April 2009)

The rating actions are:

Class Description: US$14,000,000 Class B Floating Rate Senior
Notes Due 2014

  -- Current Rating: B3
  -- Prior Rating Date: 03/27/2009
  -- Prior Rating: Ba1

Class Description: US$12,500,000 Class C Floating Rate Deferrable
Senior Subordinate Notes Due 2014

  -- Current Rating: Ca
  -- Prior Rating Date: 03/27/2009
  -- Prior Rating: Caa3


FORD MOTOR: S&P Affirms 'CCC-' Rating on $59MM Corp. Backed Certs.
------------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'CCC-' rating on
Corporate Backed Trust Certificates Ford Motor Co. Debenture-
Backed Series 2001-36 Trust's $59 million class A-1 Ford Motor Co.
debenture-backed certificates series 2001-36.  At the same time,
Standard & Poor's corrected the rating history on the
certificates.

The rating actions reflect the April 13, 2009, raising of S&P's
rating on Ford Motor Co.'s 7.7% debentures due May 15, 2097, the
underlying security, to 'CCC-' from 'D'.

The rating on the series 2001-36 certificates is dependent on the
rating on the underlying security.

S&P is correcting the rating history on the certificates to
reflect the lowering of S&P's rating on the underlying security to
'C' from 'CCC-' on March 4, 2009, and to 'D' from 'C' on April 6,
2009.  The corresponding rating actions on the certificates were
not publicly released due to a process delay.


GMAC COMMERCIAL: Fitch Puts Ratings on 2004-C3 Notes on Neg. Watch
------------------------------------------------------------------
Fitch Ratings places these classes of GMAC Commercial Mortgage
Securities, Inc., series 2004-C3, commercial mortgage pass-through
certificates on Rating Watch Negative:

  -- $31.3 million class B 'AA'; Rating Watch Negative;
  -- $14.1 million class C 'AA-'; Rating Watch Negative;
  -- $20.3 million class D 'A'; Rating Watch Negative;
  -- $12.5 million class E 'A-'; Rating Watch Negative;
  -- $15.6 million class F 'BBB'; Rating Watch Negative;
  -- $10.9 million class G 'BBB-'; Rating Watch Negative;
  -- $20.3 million class H 'BB-'; Rating Watch Negative;
  -- $3.1 million class J 'B-'; Rating Watch Negative.

The Rating Watch Negative placements are due to the recent
transfer of the seventh largest loan in the transaction,
International Tower (3.0%) to special servicing.  The loan
transferred on April 20, 2009 due to imminent default as a result
of declining performance.  The most recent servicer-reported debt
service coverage ratio was 0.86 times (x) as of year-end 2008, and
the occupancy was 60.8%.  This compares to a reported DSCR of
1.32x and occupancy of 73.4% at year-end 2007.

The International Tower loan is collateralized by a 302,992 square
foot (sf) office property located in Chicago, Illinois.  The three
largest tenants are T-Mobile (17.6%), HDR Engineering, Inc
(12.1%), and Alcoa, Inc (9.1%).  The loan is sponsored by Rand A.
Diamond and Lawrence A. Debb and is scheduled to mature Nov. 1,
2011.

Fitch expects to resolve the Rating Watch status following an
updated valuation of the property and additional information on
potential resolutions.


GS MORTGAGE: Moody's Affirms Ratings on 20 2005-GG4 Certificates
----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 20 classes and
downgraded seven classes of GS Mortgage Securities Corporation II,
Commercial Mortgage Pass-Through Certificates, Series 2005-GG4.
The downgrades are due to higher expected losses for the pool
resulting from higher leverage, increased credit quality
dispersion and concerns about the refinance risk associated with
five-year loans approaching maturity.  Twelve non-defeased loans,
representing 10% of the pool, mature within the next 12 months.
Eight of these loans, representing 8% of the pool, have a Moody's
stressed debt service coverage less than 1.0X.  The rating action
is the result of Moody's on-going surveillance of commercial
mortgage backed securities transactions.

As of the April 10, 2009 distribution date, the transaction's
aggregate certificate balance has decreased by approximately 3% to
$3.9 billion from $4.0 billion at securitization.  The
Certificates are collateralized by 187 mortgage loans ranging in
size from less than 1% to 5% of the pool, with the top 10 non-
defeased loans representing 28% of the pool.  At securitization
the pool included three loans with investment grade underlying
ratings.  However, the performance of the Cascade Mall Loan ($38.6
million -- 1.0%) has declined and the loan no longer has an
underlying rating.  The remaining two loans with underlying
ratings represent 5% of the pool.  Ten loans, representing 8% of
the pool, have defeased and are collateralized with U.S.
Government securities.

Twenty-nine loans, representing 17% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the
Commercial Mortgage Securities Association's monthly reporting
package.  As part of Moody's ongoing monitoring of a transaction,
Moody's reviews the watchlist to assess which loans have material
issues that could impact performance.

One loan has been liquidated from the pool since securitization,
resulting in a realized loss of approximately $500,000.  Currently
two loans, representing 2% of the pool, are in special servicing.
Moody's is estimating an aggregate loss of $12 million from the
specially serviced loans.

Moody's was provided with full-year 2007 and partial-year 2008
operating results for 92% and 77% of the pool, respectively.
Moody's weighted average loan to value ratio for the conduit
component is 105% compared to 99% at Moody's prior full review in
May 2008.  In addition to the overall increase in leverage, LTV
dispersion has increased since last review.  Based on Moody's
analysis, 23% of the pool has a LTV ratio in excess of 120%
compared to 3% at last review.

The largest loan with an underlying rating is the Streets at
Southpoint Loan ($159.9 million -- 4.1%), which is secured by the
borrower's interest in a 1.3 million square foot regional mall
located in Durham, North Carolina.  The center is anchored by
Macy's, Nordstrom, Hudson Belk, J.C. Penney and Sears.  The in-
line stores were 98% occupied as of December 2008, the same as at
last review.  The loan sponsor is General Growth Properties, Inc.,
which filed for Chapter 11 bankruptcy protection on April 16,
2009.  This property was not included in the bankruptcy filing.
Moody's analysis of this loan reflects a slight decline in the
property's recent performance as well as concerns about the
potential impact of GGP's bankruptcy on property operations.
Moody's current underlying rating is Baa3 compared to Baa1 at last
review.

The second largest loan with an underlying rating is the 200
Madison Avenue Loan ($45.0 million -- 1.2%), which is secured by a
666,200 square foot office building located in the Midtown South
submarket of New York City.  The property was 98% occupied as of
February 2009, essentially the same as at last review.  The
largest tenant is the Phillips Van Heusen Corporation (Moody's
senior unsecured rating Ba3, positive outlook), which occupies 24%
of the net rentable area through October 2023.  The loan is
interest only for its entire term.  Moody's current underlying
rating is Aa2, the same as at last review.

The three largest conduit loans represent 12.9% of the pool.  The
largest conduit loan is the Wells Fargo Center Loan ($200.0
million -- 5.2%), which is secured by a 1.2 million square foot,
52-story office building located in the Denver CBD.  The property
was 96% occupied as of December 2008, essentially the same as at
last review.  The largest tenant is Wells Fargo Bank, N.A.
(Moody's senior unsecured rating Aa2, stable outlook), which
occupies 30% of the NRA through December 2020.  The loan is
interest only for its entire term.  The loan sponsor is Maguire
Properties, Inc. Moody's LTV is 119%, the same as at last review.

The second largest conduit loan is the Mall at Wellington Green
Loan ($200.0 million -- 5.2%), which is secured by the borrower's
interest in a 1.3 million square foot regional mall located in
West Palm Beach, Florida.  The mall is anchored by Dillard's,
Macy's, J.C. Penney and Nordstrom.  The center was 95% occupied as
of February 2009 compared to 100% at last review.  Property
performance has improved since last review due to increased
revenues and stable expenses.  The loan is interest only for its
entire term.  Moody's LTV is 96% compared to 99% at last review.

The third largest conduit loan is the Latana Campus Loan ($98.0
million -- 2.5%), which is secured by three office buildings
located in Santa Monica, California.  The buildings total 332,000
square feet and were 64% occupied as of December 2008, essentially
the same as at last review.  The tenancy is primarily composed of
firms in the entertainment industry and approximately 27% of the
NRA has been demised as post-production space.  Property
performance has declined since last review due to lower rental
revenue and increased operating expenses.  The loan matures in
January 2010.  The loan sponsor is Maguire Properties, Inc.
Moody's LTV is 117% compared to 106% at last review.

Moody's rating action is:

  -- Class A-1, $54,510,610, affirmed at Aaa; previously affirmed
     at Aaa on 5/30/2008

  -- Class A-1P, $27,255,305, affirmed at Aaa; previously affirmed
     at Aaa on 5/30/2008

  -- Class A-DP, $101,148,581, affirmed at Aaa; previously
     affirmed at Aaa on 5/30/2008

  -- Class A-2, $349,848,000, affirmed at Aaa; previously affirmed
     at Aaa on 5/30/2008

  -- Class A-3, $288,705,000, affirmed at Aaa; previously affirmed
     at Aaa on 5/30/2008

  -- Class A-ABA, $207,259,000, affirmed at Aaa; previously
     affirmed at Aaa on 5/30/2008

  -- Class A-ABB, $29,609,000, affirmed at Aaa; previously
     affirmed at Aaa on 5/30/2008

  -- Class A-4, $500,000,000, affirmed at Aaa; previously affirmed
     at Aaa on 5/30/2008

  -- Class A-4A, $1,171,595,000, affirmed at Aaa; previously
     affirmed at Aaa on 5/30/2008

  -- Class A-4B, $167,371,000, affirmed at Aaa; previously
     affirmed at Aaa on 5/30/2008

  -- Class A-1A, $168,319,094, affirmed at Aaa; previously
     affirmed at Aaa on 5/30/2008

  -- Class A-J, $300,060,000, affirmed at Aaa; previously affirmed
     at Aaa on 5/30/2008

  -- Class X-P, Notional, affirmed at Aaa; previously affirmed at
     Aaa on 5/30/2008

  -- Class X-C, Notional, affirmed at Aaa; previously affirmed at
     Aaa on 5/30/2008

  -- Class B, $65,013,000, affirmed at Aa1; previously upgraded to
     Aa1 from Aa2 on 5/30/2008

  -- Class C, $35,007,000, affirmed at Aa3; previously affirmed at
     Aa3 on 5/30/2008

  -- Class D, $75,015,000, affirmed at A2; previously affirmed at
     A2 on 5/30/2008

  -- Class E, $40,008,000, affirmed at A3; previously affirmed at
     A3 on 5/30/2008

  -- Class F, $55,011,000, affirmed at Baa1; previously affirmed
     at Baa1 on 5/30/2008

  -- Class G, $45,009,000, affirmed at Baa2; previously affirmed
     at Baa2 on 5/30/2008

  -- Class H, $40,008,000, downgraded to Ba2 from Baa3; previously
     affirmed at Baa3 on 5/30/2008

  -- Class J, $20,004,000, downgraded to B1 from Ba1; previously
     affirmed at Ba1 on 5/30/2008

  -- Class K, $20,004,000, downgraded to B2 from Ba2; previously
     affirmed at Ba2 on 5/30/2008

  -- Class L, $20,004,000, downgraded to B3 from Ba3; previously
     affirmed at Ba3 on 5/30/2008

  -- Class M, $10,002,000, downgraded to Caa1 from B1; previously
     affirmed at B1 on 5/30/2008

  -- Class N, $10,002,000, downgraded to Caa2 from B2; previously
     affirmed at B2 on 5/30/2008

  -- Class O, $10,002,000, downgraded to Caa3 from B3; previously
     affirmed at B3 on 5/30/2008


HAMPDEN CBO: Moody's Downgrades Ratings on Various Classes
----------------------------------------------------------
Moody's Investors Service has downgraded the ratings of these
notes issued by Hampden CBO Ltd:

  -- Class A-2-A Floating Rate Senior Notes Due 2013, Downgraded
     to A1; previously on 3/28/2001 Assigned Aa2;

  -- Class A-2-B Fixed Rate Senior Notes Due 2013, Downgraded to
     A1; previously on 3/28/2001 Assigned Aa2;

  -- Class B-1 Floating Rate Notes Due 2013, Downgraded to Ca;
     previously on 12/16/2005 Downgraded to Ba1;

  -- Class B-2 Fixed Rate Senior Subordinated Notes due 2013,
     Downgraded to Ca; previously on 12/16/2005 Downgraded to Ba1.

According to Moody's, the rating actions taken on the notes are a
result of applying Moody's revised assumptions with respect to
default probability, the treatment of ratings on "Review for
Possible Downgrade" or with a "Negative Outlook," and the
calculation of the Diversity Score.  The actions also reflect
consideration of credit deterioration of the underlying portfolio.
The revised assumptions that have been applied to all corporate
credits in the underlying portfolio are described in the press
release dated February 4, 2009.

Credit deterioration of the collateral pool is observed in, among
others, a decline in the average credit rating (as measured
through the weighted average rating factor), a high concentration
of below-investment grade securities, an increase in the dollar
amount of defaulted securities, failure of the Senior Subordinate
Principal Coverage Ratio, and failure of both the Senior Interest
Coverage Ratio and the Senior Subordinate Interest Coverage Ratio.
Moody's also noted that the transaction is negatively impacted by
a large pay-fixed, receive-floating interest rate swap, the
notional of which exceeds the current portfolio par.  Due to this
mismatch between the swap notional and the asset par, payments to
the hedge counterparty absorb a large portion of the excess spread
in the deal.


HEARTLAND FUNDING: S&P Downgrades Ratings on Various Notes to 'D'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
notes from Heartland Funding PLC's series 2006-1, 2006-2, 2006-3,
and 2007-1 to 'D' from 'CCC-'.  The ratings were previously on
CreditWatch with negative implications.

The downgrades follow a number of credit events within the
underlying portfolio.  The credit events triggered losses in the
underlying reference portfolio that have caused all classes to
incur a principal loss.

      Ratings Lowered And Removed From Creditwatch Negative

                      Heartland Funding PLC
                          Series 2006-1

                               Rating
                               ------
               Class          To   From
               -----          --   ----
               Notes          D    CCC-/Watch Neg

                      Heartland Funding PLC
                          Series 2006-2

                               Rating
                               ------
               Class          To   From
               -----          --   ----
               Notes          D    CCC-/Watch Neg

                      Heartland Funding PLC
                          Series 2006-3

                               Rating
                               ------
               Class          To   From
               -----          --   ----
               Notes          D    CCC-/Watch Neg

                      Heartland Funding PLC
                          Series 2007-1

                               Rating
                               ------
               Class          To   From
               -----          --   ----
               Notes          D    CCC-/Watch Neg


HEWETT'S ISLAND: No Rating Action on CLO III Notes From Moody's
---------------------------------------------------------------
Moody's Investors Service has not withdrawn, reduced, or taken any
other adverse action with respect to its current ratings on these
notes issued by Hewett's Island CLO III, Ltd., as the "Issuer", as
a result of the Issuer's execution of the Amendment, December 18,
2009, to the Indenture, as the "Amendment", dated as of August 9,
2005 as the "Indenture":

  -- US$321,500,000 Class A-1 Senior Secured Notes due 2017,
     Aaa; previously on August 9, 2005 Assigned Aaa;

  -- US$14,800,000 Class A-2 Senior Secured Notes due 2019, Aa2
     Under Review for Possible Downgrade; previously on March 4,
     2009 Aa2 Placed Under Review for Possible Downgrade;

  -- US$12,700,000 Class B -1 Deferrable Amortizing Senior
     Secured Notes due 2017, Baa3Under Review for Possible
     Downgrade; previously on March 18, 2009 Baa3 Placed Under
     Review for Possible Downgrade;

  -- US$14,800,000 Class B-2 Deferrable Senior Secured Notes
     due 2017, Ba1 Under Review for Possible Downgrade; previously
     on March 18, 2009 Ba1 Placed Under Review for Possible
     Downgrade;

  -- US$14,800,000 Class C Deferrable Secured Notes due 2017,
     B1 Under Review for Possible Downgrade; previously on March
     18, 2009 B1 Placed Under Review for Possible Downgrade;

  -- US$14,800,000 Class D Deferrable Subordinated Secured
     Notes due 2017, Caa3 Under Review for Possible Downgrade;
     previously on March 18, 2009 Caa3 Placed Under Review for
     Possible Downgrade;

The Amendment is being entered into pursuant to Sections 8.6 and
12.5 of the Indenture and primarily modifies the definition of
"Discount Debt Obligation."  The amendment allows the Issuer to
purchase certain obligations at discounted prices using proceeds
from the sale of an obligation that was not a Discount Debt
Obligation at the time it was purchased and, subject to certain
conditions, to have such purchased obligations be excluded from
treatment as Discount Obligations.  These conditions include (but
are not limited to) (x) the purchased obligation (i) being
purchased at a price at least equal to the sale price of the
obligation sold and not less than 65% of par and (ii) having a
default probability rating at least equal to that of the
obligation sold; and (y) the aggregate par amount of purchased
obligations excluded from treatment as Discount Obligations is not
more than (i) 5% of the pool par amount (or 2.5% of the pool par
amount if such obligations have been purchased at an average price
less than 75% of par) at the time of such measurement and (ii) $40
million (i.e. 10% of the initial pool par amount) when considering
all such obligations purchased since the closing date up to the
time of such measurement.

The modification conforms in its entirety with Moody's
methodology.  See Moody's Special Report, "Haircuts for Excess Caa
Assets and Deep Discount Obligations" dated June 24, 2004. This
report is incorporated by reference into Moody's Rating
Methodology Report, "Moody's Approach to Rating Collateralized
Loan Obligations" dated December 31, 2008.  In Moody's opinion,
the amendment does not materially affect the credit risk posed to
the noteholders.

Many CLO documents (to which Moody's is never a party) specify
that, in order to amend the documents, the issuer must obtain an
opinion from the rating agencies that the proposed amendment would
not in and of itself result in the related ratings being
downgraded or withdrawn at the time of the amendment.  This type
of provision is typically referred to in the CLO indenture as a
"rating agency confirmation" or "RAC".  Moody's is never obligated
to provide a RAC, and the decision whether or not to issue a RAC
lies entirely within Moody's sole discretion.

Before providing a RAC for an amendment, the proposal will be
reviewed by a Moody's credit committee which will consider, among
other things, the performance of the specific CLO and collateral
manager and the specifics of the proposed amendment and the
particular structure of the CLO.  A RAC is purely an opinion, as
of the point in time at which the RAC is provided, that the
proposed amendment in isolation does not introduce sufficient
additional credit risk so as to negatively impact the related
ratings.  In other words, it does not consider the impact of other
factors on the ratings, such as collateral deterioration.  Also,
the RAC does not address any other, non-credit related impact that
the amendment might have.  Moody's further emphasizes that a RAC
is not a substitute for noteholder consent or for independent
analyses by noteholders of the impact on them of any proposed
amendment.


I-PREFERRED: A.M. Best Junks Rating on $6.2MM Class D Notes
-----------------------------------------------------------
A.M. Best Co. has removed from under review with negative
implications and assigned a stable outlook to the debt ratings on
various senior and mezzanine notes.  Concurrently, A.M. Best has
affirmed the current ratings on eight tranches totaling $382.9
million and downgraded the ratings totaling $428.4 million on the
remaining 14 tranches of debt.

These rating actions were taken on three specific multi-tranche
collateralized debt transactions co-issued by six special purpose
vehicles (SPV), I-Preferred Term Securities I, Ltd. and I-
Preferred Term Securities I, Inc., I-Preferred Term Securities
III, Ltd. and I-Preferred Term Securities III, Inc., and I-
Preferred Term Securities IV, Ltd. and I-Preferred Term Securities
IV, Inc. (issuers).

The $811.3 million current principal balance of the rated notes
are collateralized by a pool of trust preferred securities,
surplus notes and secondary market securities (collectively, the
capital securities), primarily issued by small to medium-sized
U.S. insurance entities and in one of the transactions deposit
taking institutions. The capital securities are pledged as
security to the notes. Interest paid by the issuers of the capital
securities are the primary source of funds to pay operating
expenses of the issuer and interest on the notes. Repayment of the
note principal will be funded primarily from the redemption of the
capital securities.

Major considerations in rating the notes included collateral
default risk and associated recoveries; structural protection
through the "waterfall" and other mechanisms; counterparty swaps
protection; legal documentation and ongoing monitoring of the
transaction.

These rating actions reflect (1) an increase in the number of [a]
reported "defaulted securities," [b] capital securities in
deferred interest mode, and [c] redemptions within the various
capital securities pools, (2) increased stress upon credit
support/enhancement mechanisms within the pools and (3)
deterioration of issuer credit ratings of individual insurance
companies and deposit taking institutions within the transaction
pools. Collection of both principal and outstanding unpaid
interest on "defaulted securities" is less than certain and will
reduce the amount of cash flow available to service liabilities of
the issuers. As a result, subordination levels -- credit
support/enhancement for the various individual debt tranches of
the three transactions -- are under stress, subjecting the lower
rated tranches of each of the SPVs to greater risk. In addition,
rising defaults and early redemption activity decrease the
availability of excess spread (i.e., interest not directed towards
specific payments), which also is a credit enhancement to the
various tranches of debt.

These debt ratings have been removed from under review with
negative implications, assigned a stable outlook and affirmed:

I-Preferred Term Securities I-
   -- "aaa" on $28.8 million floating rate Class A-1 senior notes,
      Due December 11, 2032

   -- "aaa" on $12.0 million fixed/floating rate Class A-2 senior
      notes, due December 11, 2032

   -- "aaa" on $24.0 million fixed/floating rate Class A-3 senior
      notes, due December 11, 2032

I-Preferred Term Securities III-
   -- "aaa" on $102.4 million floating rate Class A-1 senior
      notes, due November 5, 2033

   -- "aaa" on $40.0 million floating rate Class A-2 senior notes,
      Due November 5, 2033

   -- "aaa" on $15.0 million fixed/floating rate Class A-3 senior
      notes, due November 5, 2033

   -- "aaa" on $10.0 million fixed/floating rate Class A-4 senior
      notes, due November 5, 2033

I-Preferred Term Securities IV-
   -- "aaa" on $150.7 million floating rate Class A-1 senior
      notes, due June 24, 2034

These debt ratings have been removed from under review with
negative implications, assigned a stable outlook and downgraded:

I-Preferred Term Securities I-
   -- to "bb" from "a-" on $40.6 million floating rate Class B-1
      mezzanine notes, due December 11, 2032

   -- to "bb" from "a-" on $33.2 million fixed/floating rate Class
      B-2 mezzanine notes, due December 11, 2032

   -- to "bb" from "a-" on $28.2 million fixed/floating rate Class
      B-3 mezzanine notes, due December 11, 2032

   -- to "b" from "bb" on $16.0 million floating rate Class C
      Mezzanine notes, due December 11, 2032

I-Preferred Term Securities III-
   -- to "bbb-" from "a-" on $51.0 million floating rate Class B-1
      mezzanine notes, due November 5, 2033

   -- to "bbb-" from "a-" on $27.7 million fixed/floating rate
      Class B-2 mezzanine notes, due November 5, 2033

   -- to "bbb-" from "a-" on $57.5 million fixed/floating rate
      Class B-3 mezzanine notes, due November 5, 2033

   -- to "b+" from "bbb" on $24.5 million fixed rate Class C
      Mezzanine notes, due November 5, 2033

I-Preferred Term Securities IV-
   -- to "aa" from "aaa" on $37.0 million floating rate Class A-2
      senior notes, due June 24, 2034

   -- to "aa" from "aaa" on $13.9 million fixed/floating rate
      Class A-3 senior notes, due June 24, 2034

   -- to "bb" from "aa" on $54.7 million floating ate Class B-1
      mezzanine notes, due June 24, 2034

   -- to "bb" from "aa" on $25.5 million fixed/floating rate Class
      B-2 Mezzanine notes, due June 24, 2034

   -- to "b-" from "a-" on $12.5 million fixed rate Class C
      Mezzanine notes, due June 24, 2034

   -- to "ccc-" from "bb" on $6.2 million fixed rate Class D
      Mezzanine notes, due June 24, 2034


INDEPENDENCE II: Fitch Cuts Rating on Class B Notes to 'CC'
-----------------------------------------------------------
Fitch Ratings has taken these rating actions on notes issued by
Independence II CDO, Ltd.:

  -- $113,691,707 class A affirmed at 'A-'; Outlook Stable;
  -- $78,000,000 class B downgraded to 'CC' from 'CCC/DR3'.

Fitch has also removed the class A notes from Rating Watch
Negative.

The rating actions are due to Fitch's recently adjusted default
and recovery rate assumptions for analyzing structured finance
collateralized debt obligations, in addition to negative credit
migration in the underlying portfolio.

The affirmation of the rating and assignment of a Stable Outlook
on the class A notes is a result of the continued delevering of
the class A notes.  During the past 12 months, approximately $40.3
million, or 13.8%, of the outstanding principal of class A notes
was paid down bringing its balance to $113.7 million, or 61% of
its original balance.  The class A notes currently comprise 49.9%
of the capital structure of Independence II.

On Feb. 2, 2006, Independence II declared an event of default
(EOD) following a decline of the class A/B overcollateralization
(OC) ratio below 100%. As of the latest Trustee report dated March
31, 2009, the class A/B OC ratio is 80.6%, versus its trigger of
103.3%.  In December 2007, the majority of the class A noteholders
elected to accelerate the transaction.  Since the February 2008
distribution date, all collected interest proceeds have been used
to pay transaction related fees and expenses, including management
fees, to satisfy hedge counterparty payments, if any due for the
period, and to pay current interest due on the class A notes.  The
remaining interest proceeds, if any, have been transferred to the
principal collections account and used to amortize the class A
notes until their principal is paid in full.

Since the rating action in February 2007, the credit quality of
the portfolio has experienced additional deterioration.
Approximately 19.1% of the portfolio has been downgraded a
weighted average of 4.5 notches, while 31.57% of the portfolio has
been upgraded a weighted average of 2.4 notches.  Although the
number of upgrades outpaced the number of downgrades during that
period, the magnitude of the downgrades had a greater effect on
the overall credit quality of the pool.  Assets rated below
investment grade currently comprise 73.4% of the portfolio, of
which assets rated 'CCC' or lower comprise 41.5% of the current
portfolio, an increase from 24.4% during the last review.

As a result of the acceleration, the class B notes have not
received any interest and will not until the class A notes are
paid in full.  Given the composition and performance of the
portfolio, Fitch expects the class B notes to receive some of its
deferred interest in the future.  It is possible that the class B
notes could potentially receive some principal repayment once the
class A notes and deferred interest is paid in full.

Independence II is a cash flow CDO that closed on July 26, 2001
and is managed by Declaration Management & Research LLC.
Presently 31% of the portfolio is composed of residential mortgage
backed securities, of those 10.6% consists of subprime RMBS, 18.7%
consists of Manufactured Housing RMBS, and 1.8% of prime RMBS.
The remaining 68.9% of the portfolio consists of 37.2% commercial
mortgage backed securities, 18.9% of various consumer and
commercial asset-backed securities, 3.5% of commercial real estate
loans, and 1.3% of corporate CDOs.

These rating actions resolve the 'Under Analysis' status issued on
Oct. 14, 2008 following Fitch's announcement of its proposed
criteria revision for analyzing SF CDOs.  The revised criteria
report, 'Global Rating Criteria for Structured Finance CDOs' was
published in its final form on Dec. 16, 2008 along with an updated
version of the Fitch Portfolio Credit Model that includes
additional functionality for analyzing SF CDOs.  As part of this
review, Fitch makes standard adjustments for any names on Rating
Watch Negative or with a Negative Outlook, downgrading such
ratings for default analysis purposes by three and one notches,
respectively.

Fitch will continue to monitor and review this transaction for
future rating adjustments.


INFINITI SPC: S&P Downgrades Ratings on Three Notes to 'D'
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings to 'D' on
the D-1, D-2, and 7D notes from Infiniti SPC Ltd.'s Aladdin
Synthetic CDO 2006-1 and 2006-2.  The ratings were previously on
CreditWatch with negative implications.

The downgrades follow a number of credit events within the
underlying corporate reference entities.  S&P received final
valuations on the credit events in the underlying portfolio, which
resulted in losses that caused the classes to incur a partial
principal loss.

                         Infiniti SPC Ltd.
                   Aladdin Synthetic CDO 2006-1

                            Rating
                            ------
                  Class    To    From
                  -----    --    ----
                  D-1      D     CCC-/Watch Neg
                  D-2      D     CCC-/Watch Neg

                         Infiniti SPC Ltd.
                   Aladdin Synthetic CDO 2006-2

                            Rating
                            ------
                  Class    To    From
                  -----    --    ----
                  7D       D     CCC-/Watch Neg

                    Other Ratings Outstanding

                        Infiniti SPC Ltd.
                   Aladdin Synthetic CDO 2006-1

                     Class    Rating
                     -----    ------
                     A        CCC
                     B        CCC-/Watch Neg


INMAN SQUARE: Moody's Downgrades Rating on Class I to 'B2'
----------------------------------------------------------
Moody's Investors Service has downgraded the rating of one class
of notes issued by Inman Square Funding I, Ltd.  The notes
affected by the rating action are:

  -- US$165,000,000 Class I Senior Secured Floating Rate Notes Due
     2034, Downgraded to B2; previously, on 1/30/2009, rating
     Downgraded to Baa2

The rating downgrade action reflects deterioration in the credit
quality of the underlying portfolio, as well as the occurrence on
April 13, 2009, as reported by the Trustee, of an event of default
described in Section 5.1(i) of the Indenture dated October 20,
2004.

Recent ratings downgrades on the underlying portfolio caused
ratings-based haircuts to affect the calculation of over
collateralization.  Thus, the Class I/II Over collateralization
Ratio failed to meet the required level, as set forth in Section
5.1(i) of the Indenture.

As provided in Article V of the Indenture during the occurrence
and continuance of an Event of Default, certain parties to the
transaction may be entitled to direct the Trustee to take
particular actions with respect to the Collateral and the Notes.
The rating downgrades taken reflect the increased expected loss
associated with each tranche.  Losses are attributed to diminished
credit quality on the underlying portfolio.  The severity of
losses of certain tranches may be different, however, depending on
the timing and nature of a post event of default remedy.

Inman Square Funding I, Ltd., Limited is a collateralized debt
obligation backed primarily by a portfolio of RMBS securities.

In addition, Moody's explained that the rating actions listed
reflect certain updates and projections and recent rating actions
on underlying assets that consist primarily of subprime
securities.

Moody's revised loss projections for Alt-A RMBS securities which
were described in a press release published on January 22, 2009.
According to the press release, on average, Moody's is now
projecting cumulative losses of about 20% for 2006 securitizations
and about 24% for 2007 securitizations.

Moody's revised loss projections for subprime RMBS issued from
2005 to 2007 were described in a press release published on
February 26, 2009.  The revised loss projection for 2006 vintage
subprime pools is expected to fall within the range of 28% to 32%
of the original balance of such pools, whereas Moody's previous
estimate was 22%.  For 2005 and 2007 pools, such projections are
expected to range from 12% to 14% and 33% to 37% of original
balance, respectively.

A review of all U.S. commercial mortgage backed securities conduit
and fusion transactions rated during the period from 2006 through
2008, and all large loan and single borrower transactions
regardless of vintage was concluded recently.  The review was
announced in a Press Release on February 5, 2009.

Moody's announced revisions and updates to certain key
assumptions, including Default Probability and Diversity Score,
that it uses to rate and monitor collateralized loan obligations
in a Press Release published on February 4, 2009.  The completion
of the first stage of its two-stage review of U.S. and EMEA cash
flow CLOs was announced on March 27, 2009.  As of March 23,
Moody's had downgraded approximately 2,071 tranches from 668
transactions.

In addition, Moody's explained that the rating actions taken
incorporate the application of revised and updated key modeling
parameter assumptions that Moody's uses to rate and monitor
ratings of SF CDOs.  The revisions affect the three key parameters
in Moody's model for rating SF CDOs: asset correlation, default
probability and recovery rate.  Moody's announced the changes to
these assumptions in a press release published on December 11,
2008.


JC PENNEY: S&P Downgrades Ratings on 2007-1 SAT Units to 'BB'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on
Structured Asset Trust Unit Repackaging J.C. Penney Co. series
2007-1's debenture-backed class A and B units to 'BB' from 'BBB-'
and removed them from CreditWatch with negative implications.

The rating actions follow the April 16, 2009, lowering of S&P's
rating on the underlying securities, J.C. Penney Co. Inc.'s 7.625%
debentures due March 1, 2097, to 'BB' from 'BBB-' and its removal
from CreditWatch negative.

The ratings of the units are dependent on the rating on the
underlying securities.


JC PENNEY: S&P Cuts Rating on 2007-1 Corp. Backed Certs. to 'BB'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on
Corporate Backed Callable Trust Certificates J.C. Penny Debenture
Backed Series 2007-1 Trust's class A-1 and A-2 certificates to
'BB' from 'BBB-'.

The rating actions follow the April 16, 2009, lowering of S&P's
rating on J.C. Penney Co. Inc.'s 7.625% debentures due March 1,
2097, to 'BB' from 'BBB-', the underlying securities.

The ratings on the certificates are dependent on the rating on the
underlying securities.


JC PENNEY: S&P Cuts Ratings on 2006-1 Corp. Backed Certs. to 'BB'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on
Corporate Backed Callable Trust Certificates J C Penny Debenture-
Backed Series 2006-1's class A-1 and A-2 certificates to 'BB' from
'BBB-'.

The rating actions follow the April 16, 2009, lowering of S&P's
rating on J.C. Penney Co. Inc.'s 7.625% debentures due March 1,
2097, to 'BB' from 'BBB-', the underlying securities.

The ratings of the certificates are dependent on the rating on the
underlying securities.


JEFFERSON COUNTY: Failure to Make Payments Cue Moody's Junk Rating
------------------------------------------------------------------
Moody's Investors Service has downgraded to Caa1 from B3 the
rating on Jefferson County's (Alabama) $270 million in outstanding
general obligation debt and to Caa2 from Caa1 the rating on $86.7
million in outstanding lease revenue warrants issued through the
Jefferson County Public Building Authority; both ratings have been
removed from Watchlist and the outlooks have been revised to
negative.  At this time, Moody's has also confirmed the Caa3
rating on the county's approximately $3.2 billion in outstanding
sewer revenue debt, removed the rating from Watchlist and revised
the outlook to negative.  Moody's has also confirmed the B3 rating
on the county's $996.8 million in limited obligation school
warrants secured by sales tax revenues and the B3 rating on $40.86
million in debt issued by the Birmingham-Jefferson Civic Center
Authority secured by special revenues including a beverage tax and
lodging tax; both ratings have been removed from Watchlist and the
outlooks revised to negative.  Please see Moody's report dated
April 27, 2009 regarding the BJCCA's Special Tax Refunding Bonds,
Series 2002.

Moody's downgrade of the general obligation ratings reflects the
county's continued failure to make full principal payments on
general obligation Bank Warrants held by liquidity providers, the
first of which was due on September 15, 2008, constituting an
Event of Default under the Trust Indenture and the Liquidity
Facilities.  Based on the terms of repayment schedule outlined in
the Standby Warrant Purchase Agreement, the second such payment
was due on March 15, 2009, which the county failed to pay in full.
Although the liquidity banks have entered into and extended a
forbearance agreement with the county through June 20, 2009, in
exchange for partial principal payments, Moody's believes that,
given the continued lack of resolution of the county's fiscal
crisis, it is more likely that GO Bank Warrant holders will face
some loss of full repayment than at the time of Moody's last
rating action in September, 2009.  Moody's also believe that there
is still a heightened risk that the county will avail itself of
federal bankruptcy protection. For these reasons, Moody's have
downgraded the general obligation rating to Caa1.  The Caa2 rating
on the lease revenue bonds reflects the nature of the security,
which is subject to annual budget and appropriation of the county
and therefore is weaker than the general obligation rating.  Both
ratings have been removed from Watchlist and assigned negative
outlooks because it is not clear that a solution to the county's
financial crisis, either through successful negotiation with
creditors, bankruptcy or other means, will come within the
Watchlist timeframe.

Moody's has confirmed the Caa3 rating on the sewer revenue debt
and removed it from Watchlist as the county, the liquidity banks,
and bond insurers continue to actively negotiate terms of
repayment of the outstanding sewer debt, of which approximately
$800 million are in the form of variable rate demand obligations
held by liquidity banks as Bank Warrants; the remainder of the
sewer debt is in auction rate mode held by bondholders.  The
county has failed to make scheduled principal payments on the Bank
Warrants required every three months since April of 2008,
constituting an Event of Default under the Trust Indenture and the
Liquidity Facilities, although interest payments continue to be
made on all sewer debt.  The county and liquidity banks have
continued to extend forbearance agreements on the Bank Warrant
principal payments; the latest agreement extends the forbearance
through May 29, 2009.  In addition, counterparties have terminated
interest rate swaps associated with the county's sewer debt, for a
total notional amount of $5.2 billion, requiring termination
payments estimated of approximately $750 million.  Moody's has
removed the rating from Watchlist and assigned the negative
outlook because it is not clear that a solution to the county's
financial crisis, either through successful negotiation with
creditors, bankruptcy or other means, will come within the
Watchlist timeframe.

Moody's has confirmed the B3 ratings on the sales tax-secured
limited obligation school warrants and BJCCA debt secured by a
beverage tax and lodging tax and removed both ratings from
Watchlist, also reflecting the heightened risk that the county may
file for bankruptcy.  Given the lack of history of municipal
bankruptcy, it is unclear which county revenues, assets and debt
obligations could be affected by bankruptcy proceedings and that a
bankruptcy filing could weaken the county's ability to meet these
other debt obligations.  Moody's has not downgraded these ratings,
as it has with the general obligation ratings, because Moody's
believe there is a lower risk, in the case of a disruption of
payments to warrant holders due to a bankruptcy filing, that those
warrant holders will face the loss of full repayment.  While a
portion of the sales tax-secured debt is currently held by a
liquidity provider in the form of Bank Warrants, repayment of the
warrants under the standby bond purchase agreement is not
accelerated, reducing the risk of loss to warrant holders in the
event of default.  Given that the BJCCA debt is fixed rate,
Moody's believe that the risk of loss under a bankruptcy scenario
is also lower than the general obligation debt.


JP MORGAN: Fitch Downgrades Ratings on 2004-PNC1 Certificates
-------------------------------------------------------------
Fitch Ratings downgrades and revises the Rating Outlooks on J.P.
Morgan Chase Commercial Mortgage Securities Corp., commercial
mortgage pass-through certificates, series 2004-PNC1:

  -- $16.5 million class F to 'BBB' from 'BBB+'; Outlook to
     Negative from Stable;

  -- $11 million class G to 'BB+' from 'BBB'; Outlook to Negative
     from Stable;

  -- $20.6 million class H to 'CCC/RR1' from 'BBB-';

  -- $2.7 million class J to 'C/RR6' from 'BB+';

  -- $6.9 million class K to 'C/RR6' from 'BB-';

  -- $4.1 million class L to 'C/RR6' from 'B+';

  -- $5.5 million class M to 'C/RR6' from 'B-';

  -- $2.7 million class N to 'C/RR6' from 'CCC/DR1'.

In addition, Fitch affirms and revises the Rating Outlook on this
class:

  -- $11 million class E at 'A-'; Outlook to Negative from Stable.

Fitch also affirms and maintains the Rating Outlooks on these
classes, as indicated:

  -- $228 million class A-1A at 'AAA'; Outlook Stable;
  -- $78.9 million class A-2 at 'AAA'; Outlook Stable;
  -- $98 million class A-3 at 'AAA'; Outlook Stable;
  -- $426.2 million class A-4 at 'AAA'; Outlook Stable;
  -- Interest-only class X at 'AAA'; Outlook Stable;
  -- $28.8 million class B at 'AA'; Outlook Stable;
  -- $13.7 million class C at 'AA-'; Outlook Stable;
  -- $17.8 million class D at 'A'; Outlook Stable;
  -- $2.7 million class P at 'C/RR6'.

Fitch does not rate the $11.5 million class NR certificates. Class
A-1 has paid in full.

The downgrades are due to the expected losses on the four
specially serviced loans (12.6%).  One loan (3.3%) has transferred
to special servicing since Fitch's last rating action in November
2008.  The Rating Outlooks reflect the likely direction of any
rating changes over the next one to two years.

Fitch has identified 15 Loans of Concern (20.3%), which include
the four specially serviced loans, as well as other loans with
weak performance.  The largest specially serviced loan (5.1%) was
originally collateralized by a portfolio of six retail centers
encompassing a total of 683,846 square feet located in four
states.  The loan transferred to special servicing in July 2008
when the borrower, a subsidiary of Centro Properties Group,
indicated an inability to refinance before the February 2009
maturity date.  A loan modification was approved, extending the
maturity date to February 2010 and allowing for the partial
release of collateral.  Two of the six retail centers have been
sold, and the proceeds applied to pay down the loan amount.  The
remaining four properties are currently listed for sale.  Fitch
expects that the sale process could be prolonged in light of the
restricted lending environment and losses are possible.

The second largest specially serviced loan (3.3%) is secured by a
portfolio of four office buildings and one industrial property
located in New Hampshire and Massachusetts.  The loan transferred
to special servicing in March 2009 after the borrower indicated an
inability to make the debt service payments due to the loss of
three large tenants at the properties.  The special servicer is
currently exploring workout options.

The third largest specially serviced loan, (2.5%), is secured by a
182,322 sf office in Melville, New York.  The principal of the
borrower, which is also a major tenant at the property (American
Home Mortgage, 59% of net rentable area), filed for Chapter 11
bankruptcy.  The borrowing entity has not filed Chapter 11 and has
not been consolidated into the bankruptcy filing.  The loan is
currently 90+ days delinquent and the property is 95% physically
vacant.  An updated appraisal value has been received for the
property and the value indicates significant losses upon
disposition.

The largest loan in the pool, Centro Retail Portfolio (13.7%),
maintains its investment-grade shadow rating.  The loan is secured
by seven anchored retail properties, 54% located in southern
California, and 46 % in northern CA.  The weighted-average year-
end 2008 occupancy was 93%, in-line with occupancy at issuance
(95%).  The properties are occupied by a diverse tenant base with
minimal exposure to currently bankrupt tenants.  Major tenants at
the properties include Wal-Mart, Target, and Marshall's.  The loan
has a coupon of 4.85% and matures in 2014.  Though collateral
performance has been stable to date, Fitch is concerned about the
declining financial condition of the loan sponsor, Centro
Properties Group.  Fitch will continue to monitor the loan.

As of the April 2009 distribution date, the pool's collateral
balance has decreased 10.1% to $986.6 million from $1.10 billion
at issuance.  Eighteen loans (24.9%) have defeased, including
three (12.2%) of the top 10 loans.

Two non-defeased loans (1.5%) are scheduled to mature in 2009, and
both loans have a YE 2008 debt service coverage ratio above 3.45
times (x).  The weighted average coupon for all of the
transaction's non-defeased loans is 5.72% and the range is 4.44%
to 9.50%.


JP MORGAN: Fitch Downgrades Ratings on 2007-FL1 Certificates
------------------------------------------------------------
Fitch Ratings has downgraded the ratings of J.P. Morgan Chase
Commercial Mortgage Securities Corp., pass-through certificates,
series 2007-FL1 and revised the Rating Outlooks:

  -- $243.1 million class A-2 to 'AA' from 'AAA' to Outlook
     Negative from Outlook Stable;

  -- $53.7 million class B to 'A+' from 'AA+'; to Outlook Negative
     from Outlook Stable;

  -- $38.4 million class C to 'A' from 'AA'; to Outlook Negative
     from Outlook Stable;

  -- $36.4 million class D to 'A-' from 'AA-' to Outlook Negative
     from Outlook Stable;

  -- $44.1 million class E to 'BB' from 'A+', Outlook Negative;

  -- $30.7 million class F to 'B' from 'A'; Outlook Negative;

  -- $30.7 million class G to 'B-' from 'A-'; Outlook Negative;

  -- $42.2 million class H to 'CCC/RR1' from 'BBB+';

  -- $38.4 million class J to 'CC/RR3' from 'BBB-';

  -- $34.5 million class K to 'CC/RR5' from 'BB+';

  -- $38.4 million class L to 'C/RR6' from 'BB-;

  -- $11.9 million class RS-1 to 'C/RR6'from 'BB-';

  -- $12.8 million class RS-2 to 'C/RR6' from 'B+';

  -- $15.6 million class RS-3 to 'C/RR6' from 'B';

  -- $11.1 million class RS-4 to 'C/RR6' from 'B-';

  -- $15.4 million class RS-5 to 'C/RR6' from 'B-';

  -- $13.2 million class RS-6 to 'C/RR6' from 'B-';

  -- $7.6 million class RS-7 to 'C/RR6' from 'B-'.

In addition, Fitch affirms these classes:

  -- $873.6 million class A-1 at 'AAA'; Outlook Stable;
  -- Interest-only class X-1 at 'AAA'; Outlook Stable;
  -- Interest-only class X-2 at 'AAA'; Outlook Stable.

The downgrades and Negative Outlook revisions reflect the
continuing negative performance of the Resorts International
Portfolio and Fitch's assessment of the portfolio's decline in
value, as well as the large percentage of Fitch loans of concern.
Fitch anticipates potentially significant losses on the Resorts
International Portfolio due to declining cash flows and distressed
market valuations for gaming properties, especially those located
in Atlantic City.  The ratings also reflect the high percentage of
hotel, gaming and retail loans in addition to many transitional
loans not meeting anticipated improvements in operating
performance due to economic conditions.  The Outlooks reflect the
likely direction of rating changes over the next one to two years.

One loan (0.60% of the pool) has transferred to the special
servicer since Fitch's last rating action.  The Okee Square loan
is secured by a 124,000 square foot retail center located in West
Palm Beach, Florida.  The property transferred in March 2009 and
has stabilized since converting vacant movie theater space to
anchor space and repositioning in-line tenants.  The borrower has
been unable to extend their loan due to maximum loan-to-value
restrictions being exceeded.  Vacancy has increased since to
approximately 34% as of Jan. 31, 2009, compared to 25% at
issuance.  Losses are possible upon disposition of the asset.

Fitch has indentified 11 other loans of concern (60.2% of the
senior trust balance), including Resorts International Portfolio,
PHOV Portfolio, Marriott Waikiki, Felcor Hotel Portfolio, Loews
Santa Monica, Sofitel Chicago, Stratford Mall, Hilton Alexandria
Mark Center, Sofitel Lafayette Square, San Paloma Apartments,
Sofitel Minneapolis, and 321 Ellis Street.  These loans are in
sectors more dependant upon discretionary consumer spending, and
whose performance is below expectations at issuance or severely
lagging their competitive set.  These 12 loans no longer maintain
their investment-grade shadow ratings.  The downgrades also
address the decline in performance and the expectation that the
anticipated increased or stabilized net cash flow will not be
attained.

Resorts International, the fourth-largest loan, consists of a
$120.2 million senior trust component and $87.7 million in
subordinate rake classes.  The loan is secured by one casino/hotel
property located in Atlantic City, NJ and two casino/hotel
properties located in Tunica, Mississippi.  The total debt on the
portfolio, including the trust portion, totals $506.3 million.  In
September 2007, the Resorts East Chicago property was released
from the portfolio, paying down the senior trust component by
approximately 47%.  The loan recently was extended and matures on
Nov. 9, 2009, with two one-year extension options remaining.
Current estimations of value based on lower net cash flow and
stressed market conditions indicate a significant drop in value
since issuance.

As of June 30, 2008, the Resorts International Portfolio's
servicer reported annualized NCF declined approximately 36% from
year-end 2007 reported servicer NCF, driven by the negative
performance of the AC Hilton.  The decrease in the AC Hilton's
cash flow is attributed to multiple factors: increased
competition, a smoking ban introduced throughout the entire
Atlantic City gaming market, and the overall negative performance
of the gaming industry due to general macro-economic conditions
throughout the U.S. For the year ended Dec. 31, 2008, the Atlantic
City gaming market recorded a 24.6% decrease in gross operating
profit compared to 2007.  In October 2008, the Atlantic City City
Council voted to extend the current smoking ban until October of
2009, continuing to allow smoking within 25% of the gaming square
footage.

The second-largest loan is secured by the Marriott Waikiki
(12.9%), a full-service hotel located along Kalakaua Avenue,
across from Waikiki Beach in Honolulu, Hawaii.  The property
completed a $28 million renovation that at issuance was expected
to increase net cash flow.  As of February 2009, the trailing 12-
month occupancy, average daily rate and revenue per available room
were 78%, $183 and $143, respectively, compared to issuance
expectations of 85.5%, $209 and $179, respectively.  The loan
matures on May 9, 2009, and has three one-year extension options.
The ratings and Outlook reflect the potential for further decline
in performance given the expected stresses to the property sector
and location.

The third-largest loan is secured by the PHOV Portfolio (11.4%), a
portfolio of 11 full-service hotels located in Florida, Louisiana,
South Carolina, Illinois and New Jersey.  Four of the hotels were
affected by Hurricanes Katrina and Wilma in 2006-2007, with the
hotels coming back on line in late 2006 and mid-2007.  As of
January 2009, the occupancy, ADR and RevPAR were approximately
66.1%, $129 and $86, respectively, and have improved from the last
Fitch rating action.  The ratings and Outlook reflect the current
expected economic stresses.

As of the March 2009 remittance report, the transaction has paid
down by approximately 12.3% (including the subordinate rake
classes).  All of the original 22 loans remain in the trust.  In
addition to the Resorts International loan, the PHOV Portfolio
(11.3%) has exercised a partial release, and as a result has paid
down by 17.6%.  Fitch reviewed the most recent servicer provided
operating statement analysis reports for all of the loans.  Nine
of the senior pooled notes that remain in the transaction maintain
investment-grade shadow ratings.

The transaction consists of loans collateralized by hotel
properties (72.1%), retail (19.6%), office (5.6%), multifamily
(1.6%) and industrial/warehouse (1.1%).

The largest loan is secured by the Walden Galleria (15.4% of the
senior trust components), a mall located in Buffalo, New York.
The property completed the addition of the 300,000 sf ThEATery in
the fall of 2007, adding national retailers such as Barnes &
Noble, Urban Outfitters and the Cheesecake Factory.  As of
December 2008, the mall was approximately 95% occupied.  The
sponsor is Pyramid.  The loan matures on May 9, 2009 and has three
one-year extension options.


KENT HOSPITAL: S&P Downgrades Rating on $135 Mil. Bonds to 'BB+'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term rating to
'BB+' from 'BBB' on Kent Hospital Finance Authority, Michigan's
$135 million series 2005A hospital revenue bonds, issued for
Metropolitan Health Corp.

The downgrade is based on a weak balance sheet that is stressed
further by very low liquidity as reflected by 29 days' cash on
hand for the eight months ended Feb. 28, 2009.  Additionally,
Metro Health experienced large operating losses in fiscal 2008,
but year-to-date results are tracking more positively compared
with the same period last year since the implementation of a cost-
savings plan.  Nevertheless, fiscal year-end 2009 is still
tracking slightly weaker compared with operating performance in
Metro Health's more profitable years.

The 'BB+' rating further reflects weak balance sheet measures with
a high debt-to-capitalization ratio of 64%, anemic liquidity and
very low cash-to-debt ratio of 18.4%; and sizable operating losses
for the fiscal year ended June 30, 2008, higher than Metro
Health's projected loss of $1.3 million.

Offsetting factors include Metro Health's move into its newly
constructed replacement facility on time and within the projected
budget.  Management also reports market share growth since
relocation and even in its competitive market, Metro Health has
demonstrated immediate volume growth, which it expects to enhance
through strategic partnerships with area providers.

"The negative rating outlook reflects our concern regarding the
sustainability of Metro Health's year-to-date operating
improvement," said Standard & Poor's credit analyst Antionette
Maxwell.  "As Metro Health enhances its service offerings and
begins to realize the operational efficiencies of the new hospital
fully, S&P expected a dip in fiscal 2008 operating margins, but
the losses were larger than projected," said Ms. Maxwell.

In addition, the weak liquidity position provides little or no
flexibility in this challenging economic environment.  S&P will
base a lower rating on weaker operating performance and a further
drop in liquidity.  No new debt is expected in the near future.


KLEROS PREFERRED: Fitch Junks Rating on Two Classes of Notes
------------------------------------------------------------
Fitch Ratings downgrades $755.6 million and affirms $19.3 million
from five classes of notes issued by Kleros Preferred Funding
Ltd.:

  -- $649,440,513 class A-1 notes downgraded to 'B' from 'BBB';
  -- $60,614,986 class A-2 notes downgraded to 'CCC' from 'BB';
  -- $45,571,851 class B notes downgraded to 'CC' from 'CCC';
  -- $11,624,702 class C notes affirmed at 'C';
  -- $7,688,575 class D notes affirmed at 'C'.

The class A-1and A-2 notes are also removed from Rating Watch
Negative.

In addition, Fitch assigned the class A-1 notes a Negative Outlook
due to the concentration of residential mortgage-backed security
assets as well as indirect exposure to RMBS through other
structured finance collateralized debt obligations in the
portfolio, which are expected to continue to face negative rating
migration until the housing market stabilizes.

The rating actions are due to Fitch's recently adjusted default
and recovery rate assumptions for analyzing SF CDOs, in addition
to negative credit migration in the underlying portfolio.  Since
the last rating action in September 2008, 52.3% of the portfolio
has been downgraded.  Assets rated below investment grade comprise
27.6% of the portfolio, of which 12.2% of the portfolio is
considered 'CCC' or below.

Par coverage to all of the notes has continued to erode due to
defaulted and distressed assets, specifically RMBS.  According to
the March 2009 trustee report, the class A/B and C/D over
collateralization tests are failing.  The class A/B OC test level
has dropped to 88.21% versus a trigger of 101.7% and the class C/D
OC ratio is 86.1% compared to the 100.3% trigger.  There are no
Events of Default triggered by OC test failures, but the
transaction switched to sequential payments of principal from pro-
rata when the class C/D OC test first failed in March 2008.
Principal payments can revert back to pro-rata once the coverage
tests are cured, but that is unlikely given the continuing
deterioration of the collateral.  As a result of the coverage test
failures, interest proceeds otherwise available to pay
subordinated notes are being used to pay down the senior notes
sequentially until all of the OC tests are cured.

Currently, the class A-1 notes are benefiting from the class A/B
OC test failure as they are the only class receiving principal
payments.  The class A-1 notes have delevered 23.6% since closing
and 7.9% since the last rating action, but credit enhancement to
the class A-1 notes may easily be eroded by losses on below
investment grade collateral.  In addition, the deterioration of
the portfolio decreases the likelihood of full principal repayment
to class A-1 as the transaction remains undercollateralized.

Furthermore, the continued credit deterioration of the portfolio
decreases the likelihood of full principal and interest payments
to the class A-2, B, C, and D notes.  The transaction's ability to
repay the class A-2 notes is highly dependent upon the performance
of 'CCC' and lower rated collateral.  The class B notes are
currently receiving full interest payments and are expected to
continue to receive future interest payments, but principal
payments are not expected.  The class C and D notes have and will
continue to pay in kind, whereby the principal balances of the
notes are written up by the amount of interest owed due to the
class A/B OC test failure.  Fitch does not expect any future
interest or principal payments to the class C or D notes.

Kleros I is a static CDO which closed in June 2005 with a
portfolio selected by Strategos Capital Management, LLC.  Kleros I
is composed of 82.9% RMBS, 13.7% SF CDOs, and 3.5% corporate CDOs,
all primarily from the 2004 and 2005 vintages.

The rating actions resolve the 'Under Analysis' status issued on
Oct. 14, 2008 following Fitch's announcement of its proposed
criteria revision for analyzing structured finance CDOs.  The
revised criteria report, 'Global Rating Criteria for Structured
Finance CDOs,' was published in its final form on Dec. 16, 2008
along with an updated version of the Fitch Portfolio Credit Model
that includes additional functionality for analyzing SF CDOs.  As
part of this review, Fitch makes standard adjustments for any
names on Rating Watch Negative or with a Negative Outlook,
downgrading such ratings for default analysis purposes by three
and one notches, respectively.

Fitch will continue to monitor and review this transaction for
future rating adjustments.


KLEROS PREFERRED: Fitch Junks Ratings on Four Classes of Notes
--------------------------------------------------------------
Fitch Ratings downgrades $852.2 million and affirms $29.2 million
from seven classes of notes issued by Kleros Preferred Funding II,
Ltd.:

  -- $218,573 class A-1V notes downgraded to 'CCC' from 'BB';
  -- $760,416,989 class A-1NV notes downgraded to 'CCC' from 'BB';
  -- $58,429,929 class A-2 notes downgraded to 'CC' from 'B';
  -- $33,110,293 class B notes downgraded to 'CC' from 'CCC';
  -- $7,790,657 class C notes affirmed at 'CC';
  -- $9,966,435 class D notes affirmed at 'C';
  -- $11,395,420 class E notes affirmed at 'C'.

The class A-1V, A-1NV, and A-2 notes are also removed from Rating
Watch Negative.

The rating actions are due to Fitch's recently adjusted default
and recovery rate assumptions for analyzing structured finance
collateralized debt obligations, in addition to negative credit
migration in the underlying portfolio.  Since the last rating
action in May 2008, 48.8% of the portfolio has been downgraded.
Assets rated below investment grade comprise 39.1% of the
portfolio, of which 22.7% of the portfolio is considered 'CCC+' or
below.

Par coverage to all of the notes has continued to erode due to
defaulted and distressed assets, specifically residential
mortgage-backed securities.  According to the March 2009 trustee
report, the class A/B/C, D, and E over collateralization tests are
all failing, in addition to the class A sequential pay test.
There are no Events of Default triggered by OC test failures.  The
class A/B/C OC test level has dropped to 77.8% versus a trigger of
101.6%.  As a result of the coverage test failures, interest
proceeds otherwise available to pay subordinated notes are being
used to pay down the senior notes sequentially until all of the OC
tests are cured.  In addition, the failure of the class A
sequential pay test permanently switches principal payments to
sequential from pro-rata until the transaction's maturity.

The pro-rata class A-1V and class A-1NV (together, class A-1)
notes have amortized 12.6% since closing and still represent 85.5%
of the remaining rated notes.  Credit enhancement to the class A-1
notes may easily be eroded by losses on below investment grade
collateral, and even though the class A-1 notes are the only notes
receiving any principal payments due to the class A/B/C OC test
failure, the continued deterioration of the portfolio decreases
the likelihood of full principal repayment to class A-1.

Furthermore, the continued credit deterioration of the portfolio
decreases the likelihood of full principal and interest payments
to the class A-2, B, C, D and E notes.  The class A-2, B, and C
notes are currently receiving full interest payments and are
expected to continue to receive future interest payments, but
principal payments are not expected as all principal payments are
going to the class A-1 notes.  The class D and E notes have and
will continue to pay in kind, whereby the principal balances of
the notes are written up by the amount of interest owed due to the
class A/B/C OC test failure.  Fitch does not expect any future
interest or principal payments to the class D or E notes.

Kleros II is a static CDO which closed in January 2006 with a
portfolio selected by Strategos Capital Management, LLC.  Kleros
II is composed of 84.9% RMBS primarily from the 2005 vintage,
13.7% SF CDOs from the 2004 and 2005 vintages, 0.9% corporate
CDOs, and 0.6% commercial mortgage-backed securities.

The rating actions resolve the 'Under Analysis' status issued on
Oct. 14, 2008 following Fitch's announcement of its proposed
criteria revision for analyzing structured finance CDOs.  The
revised criteria report, 'Global Rating Criteria for Structured
Finance CDOs,' was published in its final form on Dec. 16, 2008
along with an updated version of the Fitch Portfolio Credit Model
that includes additional functionality for analyzing SF CDOs.  As
part of this review, Fitch makes standard adjustments for any
names on Rating Watch Negative or with a Negative Outlook,
downgrading such ratings for default analysis purposes by three
and one notches, respectively.

Fitch will continue to monitor and review this transaction for
future rating adjustments.


LAS VEGAS MONORAIL: Moody's Cuts Ratings on $439MM Bonds to 'Caa2'
-----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings on the Nevada
Department of Business and Industry Las Vegas Monorail Project's
(Monorail Project) $439 million 1st Tier Series 2000 Revenue Bonds
from Caa2 to Ca and assigned a negative outlook to the rating.
The downgrade reflects the continued weak performance of the
Monorail Project and Moody's opinion that bondholders are exposed
to a significant loss in principal.  As a result, Moody's expects
that Ambac Assurance Corporation (insurance financial strength
rating of Ba3) will be required to perform under the surety bond
and its financial guarantee.

Given the low operating revenues, Las Vegas Monorail Company has
not complied with the rate covenant requirement since 2005.  The
rate covenant requires that the first tier debt service coverage
ratio equal 1.40 times (x) debt service and 1.10x debt service for
all debt, including the second tier and subordinate bonds.  The
first tier debt service coverage ratio in 2008 equaled
approximately 0.30.

Based on the 2009 budget and unaudited financials, the 2009 total
operating revenue is expected to be approximately 2% lower than
that achieved in 2008.  According to LVMC, the reduction in
revenues is a result of the reduction in ridership, which is a
function of the number of visitors to Las Vegas, as well as a
reduction in investment income due to the draw down in the
reserves.  According to the Las Vegas Convention and Visitor
Authority, total visitors to Las Vegas are expected to equal 37.5
million in 2009, down 4.5% compared to that in 2008.

Since 2007, Wells Fargo Bank, National Association, the Trustee,
has withdrawn funds from the first tier and second tier debt
service reserve funds to pay debt service.  This was required
because operating revenues, after covering operating expenses,
were not sufficient to cover the first tier and second tier debt
service payments.  It is likely that the cash portion of the 1st
tier and 2nd tier debt service reserve funds will both be depleted
in July 2009 and that the Trustee will have to make a demand on
Ambac Assurance Corporation to cover the remaining shortfall.

The 1st Tier Series 2000 project revenue bond ratings were
assigned by evaluating factors believed to be relevant to the
credit profile of the Project such as i) the business risk and
competitive position of the issuer versus others within its
industry or sector, ii) the capital structure and financial risk
of the issuer, iii) the projected performance of the issuer over
the near to intermediate term, and iv) the issuer's history of
achieving consistent operating performance and meeting budget or
financial plan goals.  These attributes were compared against
other issuers both within and outside of the Monorail Project's
core peer group and the 1st Tier Series 2000 project revenue bond
ratings are believed to be comparable to ratings assigned to other
issuers of similar credit risk.

The last rating action was on January 29, 2008 when the 1st Tier
Series 2000 bonds were downgraded from B3 to Caa2.


LSP BATESVILLE: S&P Puts 'B' Rating on $246.2 Mil. Senior Bonds
---------------------------------------------------------------
Standard & Poor's Ratings Services placed the 'B' rating on LSP
Batesville Funding Corp.'s two tranches of senior secured bonds
currently totaling $246.2 million on CreditWatch with negative
implications.  The bonds helped to develop, design, build,
finance, own, operate, and maintain an 837 megawatt, natural-gas-
fired, combined-cycle plant in Batesville, Mississippi.  LSP
Batesville Funding was established to co-issue the bonds with LSP
Energy.

The CreditWatch placement follows S&P's increased concern that
cash from operations may be insufficient to achieve the minimum
1.1x coverage S&P views as appropriate for the 'B' rating on this
credit.  Despite markedly improved operating performance for the
first quarter of 2009, cash flows have been pressured by penalties
for the 2007 outage (which have now rolled off), lower J. Aron
payments under the relevant PPA as a result of the units' call
option repurchase, and, most recently, higher starts expenses
incurred under the recently executed long-term parts agreement
with Siemens Power Generation which are not fully offset by
starts-related payments under the project's two PPAs.


LUBBOCK HOUSING: Moody's Affirms 'Ba3' Rating on Refunding Bonds
----------------------------------------------------------------
Moody's Investors Service has affirmed the ratings for the Lubbock
Housing Finance Corporation Multi-family Revenue Refunding Bonds
(Las Colinas, Quail Creek and Parkridge Place Apartment projects),
Series 2002 A&B at Ba3 and Subordinate Series 2002C bonds at B1.
The outlook is changed to positive.  The rating affirmation
reflects significant increases in rental revenue and strengthened
debt service coverage.  The positive outlook reflects the
potential for an upgrade if the trend of strength is maintained in
2009.

All of the properties were built in 1983 and are located
approximately six miles southwest of the Lubbock central business
district. The neighborhood is largely residential, with
development along the South Loop 289 thoroughfare.  Texas Tech
University is located within one to two miles of the submarket.

Legal Security: The bonds are limited obligations payable solely
from the revenues, receipts and security pledged in the Trust
Indenture.

                   Recent Developments/Results

After competition from newer complexes had a negative impact on
occupancy at the projects in recent years, occupancy and revenues
greatly improved in 2008.  The weighted average monthly occupancy
for the three properties was 93% in 2008 after a weak at 88% in
December 2007. Quail creek continues to perform well with 96.3%
occupancy (2008 monthly average), while Las Colinas and Parkridge
are weaker with occupancies of 93% and 89% respectively.

The debt service coverage ratio derived from 2007 financial
statements was 1.17 for senior debt and 1.12x for subordinate
debt.  This improved substantially to 1.34x and 1.29x for 2008 due
largely to a sharp 8.2% increase in rental revenues over 2007.
The owner has been making substantial contributions to the reserve
and replacement fund in excess of the Indenture requirement.  The
owner contributed $481,847 in 2007 and $225,389 in 2008.  Moody's
considers the owner's investment in the property a strength as it
improves the property's attractiveness.  Moody's also recognizes
this is not a requirement and the contributions cannot be counted
on in the future.

                             Outlook

The outlook for senior and subordinate debt is positive reflecting
the potential for an upgrade if the trend of financial strength is
maintained in 2009.


MESA WEST: Moody's Downgrades Ratings on 10 2007-1 Notes
--------------------------------------------------------
Moody's Investors Service confirmed the rating of one class and
downgraded the ratings of ten classes of Notes issued by Mesa West
Capital CDO, Ltd. 2007-1.  The rating actions are:

  -- Class A-1, $330,000,000, Floating Rate Notes Due 2047,
     confirmed at Aaa; previously on 3/12/2009 Placed Under Review
     for Possible Downgrade

  -- Class A-2, $91,500,000, Floating Rate Notes Due 2047,
     downgraded to Aa3 from Aaa; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class B, $34,500,000, Floating Rate Notes Due 2047,
     downgraded to Baa1 from Aa2; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class C, $24,000,000, Floating Rate Notes Due 2047,
     downgraded to Ba1 from A1; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class D, $11,250,000, Floating Rate Notes Due 2047,
     downgraded to Ba2 from A2; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class E, $13,500,000, Floating Rate Notes Due 2047,
     downgraded to Ba3 from A3; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class F, $12,750,000, Floating Rate Notes Due 2047,
     downgraded to B2 from Baa1; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class G, $13,500,000, Fixed Rate Notes Due 2047, downgraded
     to B3 from Baa2; previously on 3/12/2009 Placed Under Review
     for Possible Downgrade

  -- Class H, $10,500,000, Floating Rate Notes Due 2047,
     downgraded to Caa1 from Baa3; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class J, $7,500,000, Floating Rate Notes Due 2047, downgraded
     to Caa2 from Ba2; previously on 3/12/2009 Placed Under Review
     for Possible Downgrade

  -- Class K, $7,500,000, Floating Rate Notes Due 2047, downgraded
     to Caa3 from B2; previously on 3/12/2009 Placed Under Review
     for Possible Downgrade

Moody's downgraded Classes A-1, A-2, B, C, D, E, F, G, H, J and K
due to revised modeling parameters.  Moody's ratings are based on
the current credit quality of the collateral and may not reflect
potential migration as per the legal documentation.

The pool contains a 97.0% concentration in Whole Loans and 3.0% in
B-Notes.

Moody's expects the aggregate default rate on CMBS loans (1.59% as
of March 2009) to revert to its long-term historical average of
1.5% to 2.0% in 2009, and most likely to surpass this level as the
market begins to form a bottom in 2010 and 2011.  Commercial
property values, which have declined about 21% from the peak
reached in October 2007, are expected to decline an additional 5%
to 15% over the next 18 to 24 months.

Moody's has revised three key parameters in Moody's model for
rating and monitoring commercial real estate collateralized debt
obligations - asset correlation, default probability, and recovery
rate.  These revisions are generally consistent with recent
revisions to the key parameter assumptions for rating and
monitoring other collateralized debt obligation transactions
backed by structured finance securities.

Moody's has updated its asset correlation assumption for the
commercial real estate sector to be consistent with one of Moody's
CDO rating models, CDOROM v2.5 (released on February 3, 2009),
which incorporates these new parameters.  However, for CRE CDOs
with non-CUSIP collateral, Moody's is reducing the maximum over
concentration stress applied to correlation factors by half due to
the diversity of tenants, property types, and geographic locations
inherent in the collateral pools.  Previously, the average asset
correlations used for CMBS within CRE CDO deals ranged between 15%
and 35%, depending on vintage and issuer diversity.  In light of
the systemic seizure of the credit markets, as well as higher
intra industry and inter industry asset correlations, the updated
correlation parameters for CRE CDOs will imply an average range of
asset correlations of between 30% and 60% for the underlying
collateral.

Moody's has previously stated that CRE CDO deals with collateral
concentrations in CMBS certificates will likely be among the first
transactions to be affected by credit issues that arise, and that
the additional leverage inherent in these deals creates the
potential for greater ratings transitions compared to that of a
first order transaction (i.e., those containing non-CUSIP assets).
For CRE CDOs with CUSIP collateral, the additional default
probability stress sometimes applied to resecuritization
collateral will not be applied to Moody's review of conduit and
fusion commercial mortgage backed securities collateral from the
2006 to 2008 vintages due to a recent ratings sweep of these
transactions.  Based on Moody's current expectations for
commercial real estate performance, Moody's have migrated the
ratings for recent vintage CMBS to levels that Moody's believe
will remain relatively stable for the next 12 to 24 months.  As
such, Moody's has eliminated the vintage stress factor and default
probability resecuritization stress from its analysis of deals
with recent vintage CMBS collateral.

For deals with pre-2006 CMBS collateral, Moody's is adopting the
default probability resecuritization stress assumptions contained
within CDOROM v2.5 to capture the leveraging effect and potential
ratings volatility of the underlying collateral.  For CMBS, this
factor is equivalent to two times the probability of default for
non-Aaa and six times the PD for Aaa-rated collateral.  For CRE
CDOs, this factor is equivalent to four times the probability of
default for non-Aaa and twelve times the PD for Aaa-rated
collateral.  The lower stress for CMBS is due to the historical
stable performance of this asset class.

For CRE CDOs with non-CUSIP collateral, Moody's is eliminating the
additional default probability stress in CDOROM v2.5 that is
applied to corporate debt as Moody's anticipate that the
underlying non-CMBS collateral will experience lower default rates
and higher recovery rates.  In addition, Moody's is reducing the
maximum over concentration stress applied to correlation factors
by half due to the diversity of tenants, property types, and
geographic locations inherent in the collateral pools. For those
deals that are significantly less diversified, Moody's will add
back over concentration stress as warranted.

In Moody's analysis of synthetic CRE CDOs, it historically
employed a fixed recovery rate by the asset's original rating and
tranche size.  Moody's current analysis uses a simulation based
mean recovery rate based on the asset's current rating and tranche
size.  This is consistent with the assumptions underlying CDOROM
v2.5.  With this more robust approach, Moody's expects to capture
in Moody's ratings more of the tail risk associated with
variability of recovery rates.

As always, Moody's ratings are determined by a committee process
that considers both quantitative and qualitative factors.  The
rating outcome may differ from the model output.

Moody's monitors transactions on both a monthly basis through a
review of the available Trustee Reports and a periodic basis
through a full review.  This is Moody's first full review since
securitization.  Moody's review at securitization is summarized in
a pre-sale report dated January 24, 2007.


MERRILL LYNCH: Moody's Downgrades Ratings on 15 Securities
----------------------------------------------------------
Moody's Investors Service has downgraded the rating of 15
securities from seven transactions issued by Merrill Lynch.
Additionally, two ratings were placed under review for possible
downgrade.  These actions are part of an ongoing review of
subprime RMBS transactions.

The rating actions are the result of an analysis of credit
enhancement relative to updated collateral loss projections.  The
revised loss projections generally result from deterioration in
collateral performance in recent months.  Additionally, most
effected transactions have, at some point, passed performance
triggers and released portions of credit enhancement.

Moody's approach to analyzing seasoned subprime pools i.e. prior
to 2H 2005 takes into account the annualized loss rate from last
12 months and the projected loss rate over next 12 months, and
then translates these measures into lifetime losses based on a
deal's expected remaining life.  Recent Losses are calculated by
assessing cumulative losses incurred over the past 12-months as a
percentage of the average pool factor in the last year.  For
Pipeline Losses, Moody's uses an annualized roll rate of 15%, 30%,
65% and 90% for loans that are delinquent 60-days, 90+ days, are
in foreclosure, and REO respectively.  Moody's then applies deal-
specific severity assumptions, in this case ranging from 40% to
60%.  The results of these two calculations - Recent Losses and
Pipeline Losses - are weighted to arrive at the lifetime
cumulative loss projection.

The complete rating actions:

Merrill Lynch Mortgage Investors Tr 2002-AFC1

  -- Cl. BF-1, Baa2 Placed Under Review for Possible Downgrade;
     previously on 2/21/2002 Assigned Baa2

  -- Cl. BV-1, Downgraded to B1 and Placed Under Review for
     Possible Downgrade; previously on 2/21/2002 Assigned Baa2

Merrill Lynch Mortgage Investors Tr 2003-OPT1

  -- Cl. M-2, Downgraded to A1; previously on 5/31/2007 Upgraded
     to Aa2

  -- Cl. B-2, Downgraded to Baa3; previously on 1/18/2008 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. B-3, Downgraded to Ba2; previously on 1/18/2008 Ba1
     Placed Under Review for Possible Downgrade

Merrill Lynch Mortgage Investors Tr 2004-FM1

  -- 2004-FM1-B3, Downgraded to Ba2; previously on 8/13/2004
     Assigned Baa3

Merrill Lynch Mortgage Investors Tr 2004-WMC3

  -- Cl. B-2, Downgraded to Ba1; previously on 5/17/2004 Assigned
     Baa2

  -- Cl. B-3, Downgraded to Ba3; previously on 11/14/2007
     Downgraded to Ba2

  -- Cl. B-4, Downgraded to Caa2; previously on 11/14/2007
     Downgraded to Ba3

Merrill Lynch Mtge Investors Trust 2002-HE1

  -- Cl. M-1, Downgraded to Aa3; previously on 9/23/2005 Upgraded
     to Aaa

  -- Cl. M-2, Downgraded to Baa1; previously on 9/23/2005 Upgraded
     to Aa3

Merrill Lynch Mtge Investors, Inc. 2003-WMC2

  -- Cl. B-1, Downgraded to B2; previously on 4/21/2003 Assigned
     Baa1

  -- Cl. B-2, Downgraded to C; previously on 8/15/2007 Downgraded
     to B1

Merrill Lynch Mtge Investors, Inc. 2003-WMC3

  -- Cl. B-1, Downgraded to Baa3; previously on 9/26/2003 Assigned
     Baa1

  -- Cl. B-2, Downgraded to Ba1; previously on 9/26/2003 Assigned
     Baa2

  -- Cl. B-3, Downgraded to B2; previously on 8/15/2007 Downgraded
     to Ba1


MEZZ CAP: Fitch Downgrades Ratings on 2005-C3 Certificates
----------------------------------------------------------
Fitch Ratings has downgraded six classes of Mezz Cap Commercial
Mortgage Trust's commercial mortgage pass-through certificates,
series 2005-C3:

  -- $41 million class A to 'A' from 'AAA'; Outlook Negative;
  -- $1.8 million class B to 'BBB+' from 'AA'; Outlook Negative;
  -- $1.9 million class C to 'BBB' from 'A'; Outlook Negative;
  -- $3.2 million class D to 'BB-' from 'BB'; Outlook Negative;
  -- $1.8 million class E to 'B' from 'BB-'; Outlook Negative;
  -- $1.6 million class F to 'B-' from 'B+'; Outlook Negative.

Fitch has downgraded and assigned a Recovery Rating (RR) to this
class:

  -- $1.7 million class G to 'CCC/RR1' from 'B'.

Fitch has revised the rating of this class:

  -- $4.9 million class H to 'C/RR5' from 'CC/DR2'.

In addition, Fitch affirms and revises Rating Outlooks, as
applicable, on these classes:

  -- Interest-only class X at 'AAA'; Outlook to Stable from
     Negative;

  -- $0.6 million class J at 'C/RR6'.

Fitch does not rate the $3.4 million class K certificates.

The downgrades are the result of an increase in Fitch's loss
expectations due to the transfer of five specially serviced assets
(4.5%) as well as the addition of 24 Fitch Loans of Concern (LOCs,
29.4%) subsequent to Fitch's last rating action.  The Rating
Outlooks reflect the likely direction of any changes to the
ratings over the next one to two years.  The Negative Rating
Outlooks reflect the possibility for additional loans to default
in the future and the likelihood for little to no recoveries
thereon.

Each mortgage loan consists of two notes: the A note, or senior
component, which is not included in this trust's mortgage assets,
and the B note.  The B notes in this pool consist of subordinate
interests in the first mortgage loans.  All loans are secured by
traditional commercial real estate property types and are subject
to standard intercreditor agreements that limit the rights and
remedies of the B note holder in the event of default and upon
refinancing.  Due to their subordinate positions, B notes which
default and incur a loss are typically 100% non-recoverable.

In total, 15 assets (13.9%) are currently in special servicing
with losses expected.  In addition to the specially serviced
assets, two loans (0.6%) are at least 30 days delinquent and have
a high probability of default with potential future losses to the
trust.  Including the specially serviced assets and other
delinquent loans (14.5%), Fitch has identified a total of 43 LOCs
(45.3%).  The transaction's delinquencies and LOC concentration
far exceed those of typical CMBS transactions.

As of the April 2009 remittance, the pool's aggregate certificate
balance has decreased 2.4% to $61.9 million, from $63.4 million at
issuance. Three loans (3.2%) have defeased.  No loans are
scheduled to mature throughout the remainder of 2009.  In 2010,
six non-defeased loans (4.7%) mature.


MORGAN STANLEY: Fitch Affirms Ratings on 2005-TOP19 Notes
---------------------------------------------------------
Fitch Ratings affirms and assigns Rating Outlooks to these classes
of Morgan Stanley Capital I Trust 2005-TOP19:

  -- $30.1 million class A-1 at 'AAA'; Outlook Stable;
  -- $84.6 million class A-2 at 'AAA'; Outlook Stable;
  -- $44.7 million class A-3 at 'AAA'; Outlook Stable;
  -- $84.1 million class A-AB at 'AAA'; Outlook Stable;
  -- $642.8 million class A-4A at 'AAA'; Outlook Stable;
  -- $88.1 million class A-4B at 'AAA'; Outlook Stable;
  -- $87.5 million class A-J at 'AAA'; Outlook Stable;
  -- Interest only class X-1 at 'AAA'; Outlook Stable;
  -- Interest only class X-2 at 'AAA'; Outlook Stable;
  -- $23 million class B at 'AA'; Outlook Stable;
  -- $12.3 million class C at 'AA-'; Outlook Stable;
  -- $15.4 million class D at 'A'; Outlook Stable;
  -- $12.3 million class E at 'A-'; Outlook Stable;
  -- $9.2 million class F at 'BBB+'; Outlook Stable;
  -- $9.2 million class G at 'BBB'; Outlook Stable;
  -- $10.7 million class H at 'BBB-'; Outlook Stable;
  -- $3.1 million class J at 'BB+'; Outlook Stable;
  -- $3.1 million class K at 'BB'; Outlook Negative;
  -- $6.1 million class L at 'BB-'; Outlook Negative;
  -- $1.5 million class M at 'B+'; Outlook Negative;
  -- $3.1 million class N at 'B'; Outlook Negative;
  -- $3.1 million class O at 'B-'; Outlook Negative.

Fitch does not rate the $9.2 million class P certificates.

The affirmations reflect stable pool performance and scheduled
amortization since the last rating action.  The Rating Outlooks
reflect the likely direction of any rating changes over the next
one or two years.  As of the April 2009 distribution date, the
pool's aggregate principal balance has decreased 3.7% to $1.18
billion from $1.23 billion at issuance.  To date seven loans
(5.7%) have been defeased, including The Brooks Brothers Building
(2.4%), the largest shadow rated loan.

Sixteen loans, representing 15.8% of the transaction continue to
maintain their investment grade shadow ratings.  Fitch's reviewed
the most recent servicer provided operating statement analysis
reports for the 15 non-defeased shadow rated loans.  The largest
shadow rated loan, Port Covington Shopping Center (1.7%), is
secured by the leasehold interest in two long-term ground leases
to Wal-Mart Stores, Inc. and Sam's Club.  The leases are
guaranteed by Wal-Mart Stores, Inc (rated 'AA' by Fitch).

Four of the retail shadow rated loans have experienced declines in
occupancy since issuance; Woodfield Plaza (1.0%), Schaumburg
Promenade I & II (1.0%), Lansing Square (0.9%) and Eastgate
Shopping Center (0.3%), primarily due to the loss of larger
tenants.  Woodfield Plaza's occupancy has dropped from 94% at
issuance to 78% as of September 2009, Shaumburg Promenade has seen
occupancy fall to 93% from 100%, Lansing Square occupancy is 87%
as compared to 96% at issuance and Eastgate Shopping Center
occupancy as of September 2008 is down to 81.0% from 93% at
issuance.  While Fitch will continue to monitor the occupancy
levels at these properties, net operating income has not yet
dropped significantly, as compared to issuance, due to previous
rental income growth at the properties.

The remaining shadow rated loans, Oak Tree Village Apartments
(1.4%), The Hotel Metro (1.3%), JL Holdings Portfolio (1.2%),
Georgetown Suites and Harbour Hotel (1.1%), Valley View Apartments
(0.9%), Centerpoint Mall (0.6%), Academy Sports San Antonio
(0.3%), Academy Sports Houma (0.3%), Academy Sports Port Arthur
(0.2%) and Academy Sports Midland (0.2%) have all experienced
stable to improved performance since issuance.


MORGAN STANLEY: Fitch Affirms Rating on 2000-LIFE2 Certificates
---------------------------------------------------------------
Fitch Ratings has affirmed and assigned Rating Outlooks to Morgan
Stanley Dean Witter Capital I Trust's commercial mortgage pass-
through certificates, series 2000-LIFE2:

  -- $337.4 million class A-2 at 'AAA'; Stable Outlook;
  -- Interest-only class X at 'AAA'; Stable Outlook;
  -- $23 million class B at 'AAA'; Stable Outlook;
  -- $24.9 million class C at 'AAA'; Stable Outlook;
  -- $6.9 million class D at 'AAA'; Stable Outlook;
  -- $18.8 million class E at 'A+'; Stable Outlook;
  -- $7.7 million class F at 'A-'; Stable Outlook;
  -- $3.1 million class G at 'BBB+'; Stable Outlook;
  -- $9.6 million class H at 'BBB-'; Negative Outlook;
  -- $9.2 million class J at 'BB+'; Negative Outlook;
  -- $3.1 million class K at 'BB'; Negative Outlook;
  -- $4 million class L at 'B+'; Negative Outlook;
  -- $6.7 million class M at 'B'; Negative Outlook;
  -- $2.9 million class N at 'B-'; Negative Outlook;
  -- $1 million class O at 'CCC'; Negative Outlook.

Fitch does not rate the $5.6 million class P certificates.  Class
A-1 has been paid in full.

The rating affirmations reflect the stable performance of the pool
since Fitch's last rating action.  The Negative Outlooks reflect
the overall high percentage of Fitch Loans of Concern (19.3%) and
increased concentration of loans scheduled to mature in the next
two years.  Rating Outlooks reflect the likely direction of any
rating changes over the next one to two years.  As of the April
2009 distribution date, the pool has paid down 39.4% to $463.6
million from $765.3 million at issuance.  In total, 18 loans are
defeased (19.6%).

Fitch has identified 17 Loans of Concern (19.3%), including one
loan in special servicing (0.8%).  The asset is an office building
in Omaha, NE and the sponsor is an affiliate of DBSI, a tenant-in-
common sponsor that filed for bankruptcy protection in 2008.  The
loan transferred to special servicing for monetary default.  The
TIC entity is attempting to fund the required tenant improvements
to re-tenant the building.

The largest Fitch Loan of Concern (4.9%) is secured by a warehouse
distribution facility located in Edison, New Jersey.  The servicer
reported debt service coverage ratio as of December 2008 was 1.08
times (x).  A large tenant occupying 30.5% of the net rentable
area renewed their lease through 2010.  The loan is scheduled to
mature in August 2010.

The second largest Fitch Loan of Concern (2.7%) is secured by an
office property located in Englewood, Colorado.  The servicer
reported DSCR as of December 2008 was 0.43.  Occupancy has
increased to 87% in 2008 from 53% in 2006; however, the property
has experienced several tenant roll-overs the past few years.  The
loan is scheduled to mature in July 2010.

The largest remaining loan in the pool (5.6%) is collateralized by
a 648-unit multifamily property located in South Brunswick, New
Jersey.  The last servicer reported occupancy as of December 2007
was 96% with a DSCR of 1.65x.  The loan is scheduled to mature in
April 2010.

Of the remaining loans that are not defeased, 1.8% and 73.3% are
scheduled to mature in 2009 and 2010, respectively.


MORGAN STANLEY: Moody's Downgrades Ratings on 94 Tranches
---------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 94
tranches from 8 Alt-A RMBS transactions issued by Morgan Stanley.
The collateral backing these transactions consists primarily of
first-lien, fixed and adjustable-rate, Alt-A residential mortgage
loans.

These actions are a result of updated loss expectations on the
underlying collateral relative to available credit enhancement.

Moody's methodology for rating securities for more seasoned Alt-A
pools, takes into account the annualized loss rate from last 12
months and the projected loss rate over next 12 months, and then
translates these measures into lifetime losses based on a deal's
expected remaining life.  Recent Losses are calculated by
assessing cumulative losses incurred over the past 12-months as a
percentage of the average pool factor in the last year.  For
Pipeline Losses, Moody's uses an annualized roll rate of 15%, 30%,
65% and 90% for loans that are delinquent 60-days, 90+ days, are
in foreclosure, and REO respectively.  Moody's then applies deal-
specific severity assumptions ranging from 40% to 55%.  The
results of these two calculations - Recent Losses and Pipeline
Losses - are weighted to arrive at the lifetime cumulative loss
projection.

Once expected losses have been determined, Moody's assesses
available credit enhancement from subordination, over
collateralization, excess spread and any external support
(mortgage insurance, pool policy, etc.).  The available
enhancement is weighed against projected future losses to
ultimately arrive at an updated rating.

Morgan Stanley Mortgage Loan Trust 2004-10AR

  -- Cl. 1-A, Downgraded to A2; previously on 11/29/2004 Assigned
     Aaa

  -- Cl. 2-A-1, Downgraded to A2; previously on 11/29/2004
     Assigned Aaa

  -- Cl. 2-A-2, Downgraded to Aa3; previously on 11/29/2004
     Assigned Aaa

  -- Cl. 2-A-3, Downgraded to A3; previously on 11/29/2004
     Assigned Aa1

  -- Cl. 3-A, Downgraded to A2; previously on 11/29/2004 Assigned
     Aaa

  -- Cl. 3-X, Downgraded to A2; previously on 11/29/2004 Assigned
     Aaa

  -- Cl. 4-A, Downgraded to A2; previously on 11/29/2004 Assigned
     Aaa

  -- Cl. B-1, Downgraded to Baa3; previously on 11/29/2004
     Assigned Aa2

  -- Cl. B-2, Downgraded to B2; previously on 11/29/2004 Assigned
     A2

  -- Cl. B-3, Downgraded to Caa2; previously on 10/30/2008
     Downgraded to Ba1

Morgan Stanley Mortgage Loan Trust 2004-11AR

  -- Cl. 1-A-1, Downgraded to A3; previously on 1/27/2005 Assigned
     Aaa

  -- Cl. 1-A-2A, Downgraded to Aa3; previously on 1/27/2005
     Assigned Aaa

  -- Cl. 1-A-2B, Downgraded to A3; previously on 1/27/2005
     Assigned Aaa

  -- Cl. 1-X-2, Downgraded to Aa3; previously on 1/27/2005
     Assigned Aaa

  -- Cl. 1-X-B, Downgraded to B2; previously on 1/27/2005 Assigned
     Aaa

Morgan Stanley Mortgage Loan Trust 2004-4

  -- Cl. 1-A-2, Downgraded to Aa3; previously on 9/10/2004
     Assigned Aaa

  -- Cl. 1-A-3, Downgraded to Aa3; previously on 9/10/2004
     Assigned Aaa

  -- Cl. 1-A-4, Downgraded to Aa3; previously on 9/10/2004
     Assigned Aaa

  -- Cl. 1-A-5, Downgraded to Aa3; previously on 9/10/2004
     Assigned Aaa

  -- Cl. 1-A-8, Downgraded to Aa3; previously on 9/10/2004
     Assigned Aa1

  -- Cl. 1-A-9, Downgraded to Aa3; previously on 9/10/2004
     Assigned Aaa

  -- Cl. 1-A-10, Downgraded to Aa3; previously on 9/10/2004
     Assigned Aaa

  -- Cl. 1-A-11, Downgraded to Aa3; previously on 9/10/2004
     Assigned Aaa

  -- Cl. 1-A-12, Downgraded to Aa3; previously on 9/10/2004
     Assigned Aaa

  -- Cl. 1-A-13, Downgraded to Aa3; previously on 9/10/2004
     Assigned Aaa

  -- Cl. 1-A-14, Downgraded to Aa3; previously on 9/10/2004
     Assigned Aaa

  -- Cl. 1-A-15, Downgraded to Aa3; previously on 9/10/2004
     Assigned Aaa

  -- Cl. 1-A-P, Downgraded to Aa3; previously on 9/10/2004
     Assigned Aaa

  -- Cl. 1-A-X, Downgraded to Aa3; previously on 9/10/2004
     Assigned Aaa

  -- Cl. 2-A, Downgraded to Aa3; previously on 9/10/2004 Assigned
     Aaa

  -- Cl. 3-A, Downgraded to Aa3; previously on 9/10/2004 Assigned
     Aaa

  -- Cl. 3-A-P, Downgraded to Aa3; previously on 9/10/2004
     Assigned Aaa

  -- Cl. 3-A-X, Downgraded to Aa3; previously on 9/10/2004
     Assigned Aaa

Morgan Stanley Mortgage Loan Trust 2004-5AR

  -- Cl. 1-A-1, Downgraded to Aa3; previously on 7/23/2004
     Assigned Aaa

  -- Cl. 1-A-2, Downgraded to Aa3; previously on 7/23/2004
     Assigned Aaa

  -- Cl. 1-A-3, Downgraded to Aa3; previously on 7/23/2004
     Assigned Aaa

  -- Cl. 2-A, Downgraded to Aa3; previously on 7/23/2004 Assigned
     Aaa

  -- Cl. 3-A-1, Downgraded to Aa2; previously on 7/23/2004
     Assigned Aaa

  -- Cl. 3-A-2, Downgraded to Aa3; previously on 7/23/2004
     Assigned Aaa

  -- Cl. 3-A-3, Downgraded to Aa3; previously on 7/23/2004
     Assigned Aa1

  -- Cl. 3-A-4, Downgraded to Aa1; previously on 7/23/2004
     Assigned Aaa

  -- Cl. 3-A-5, Downgraded to Aa2; previously on 7/23/2004
     Assigned Aaa

  -- Cl. 4-A, Downgraded to Aa3; previously on 7/23/2004 Assigned
     Aaa

  -- Cl. B-1, Downgraded to A3; previously on 7/23/2004 Assigned
     Aa2

  -- Cl. B-2, Downgraded to Ba1; previously on 7/23/2004 Assigned
     A2

  -- Cl. B-3, Downgraded to Caa2; previously on 7/23/2004 Assigned
     Baa2

Morgan Stanley Mortgage Loan Trust 2004-6AR

  -- Cl. 1-A, Downgraded to Aa2; previously on 8/16/2004 Assigned
     Aaa

  -- Cl. 1-M-1, Downgraded to A1; previously on 8/16/2004 Assigned
     Aa2

  -- Cl. 1-M-2, Downgraded to A3; previously on 8/16/2004 Assigned
     A2

  -- Cl. 1-M-3, Downgraded to Baa1; previously on 8/16/2004
     Assigned A3

  -- Cl. 2-A-1, Downgraded to A3; previously on 8/16/2004 Assigned
     Aaa

  -- Cl. 2-A-2, Downgraded to A2; previously on 8/16/2004 Assigned
     Aaa

  -- Cl. 2-A-3, Downgraded to A3; previously on 8/16/2004 Assigned
     Aa1

  -- Cl. 3-A, Downgraded to A3; previously on 8/16/2004 Assigned
     Aaa

  -- Cl. 4-A, Downgraded to A3; previously on 8/16/2004 Assigned
     Aaa

  -- Cl. 5-A, Downgraded to A3; previously on 8/16/2004 Assigned
     Aaa

  -- Cl. 6-A, Downgraded to A3; previously on 8/16/2004 Assigned
     Aaa

Morgan Stanley Mortgage Loan Trust 2004-7AR

  -- Cl. 1-A, Downgraded to A2; previously on 9/20/2004 Assigned
     Aaa

  -- Cl. 2-A-1, Downgraded to A2; previously on 9/20/2004 Assigned
     Aaa

  -- Cl. 2-A-2, Downgraded to A1; previously on 9/20/2004 Assigned
     Aaa

  -- Cl. 2-A-3, Downgraded to A2; previously on 9/20/2004 Assigned
     Aaa

  -- Cl. 2-A-4, Downgraded to A2; previously on 9/20/2004 Assigned
     Aaa

  -- Cl. 2-A-5, Downgraded to A2; previously on 9/20/2004 Assigned
     Aaa

  -- Cl. 2-A-6, Downgraded to Aa3; previously on 9/20/2004
     Assigned Aaa

  -- Cl. 2-A-7, Downgraded to A2; previously on 9/20/2004 Assigned
     Aa1

  -- Cl. 3-A, Downgraded to A2; previously on 9/20/2004 Assigned
     Aaa

  -- Cl. 4-A, Downgraded to A2; previously on 9/20/2004 Assigned
     Aaa

Morgan Stanley Mortgage Loan Trust 2004-8AR

  -- Cl. 1-A, Downgraded to Baa3; previously on 10/15/2004
     Assigned Aaa

  -- Cl. 1-X, Downgraded to Baa3; previously on 10/15/2004
     Assigned Aaa

  -- Cl. 2-A, Downgraded to Baa3; previously on 10/15/2004
     Assigned Aaa

  -- Cl. 2-X, Downgraded to Baa3; previously on 10/15/2004
     Assigned Aaa

  -- Cl. 3-A, Downgraded to Baa1; previously on 10/15/2004
     Assigned Aaa

  -- Cl. 4-A-1, Downgraded to Baa1; previously on 10/15/2004
     Assigned Aaa

  -- Cl. 4-A-2, Downgraded to A1; previously on 10/15/2004
     Assigned Aaa

  -- Cl. 4-A-4, Downgraded to Baa1; previously on 10/15/2004
     Assigned Aaa

  -- Cl. 4-A-5, Downgraded to Baa1; previously on 10/15/2004
     Assigned Aa1

  -- Cl. S-B-1, Downgraded to Ca; previously on 10/15/2004
     Assigned Aa2

  -- Cl. S-B-2, Downgraded to Ca; previously on 10/30/2008
     Downgraded to Baa2

  -- Cl. S-B-3, Downgraded to C; previously on 10/30/2008
     Downgraded to B3

  -- Cl. S-B-4, Downgraded to C; previously on 10/30/2008
     Downgraded to Ca

Morgan Stanley Mortgage Loan Trust 2004-9

  -- Cl. 1-A, Downgraded to A3; previously on 11/29/2004 Assigned
     Aaa

  -- Cl. 2-A, Downgraded to A3; previously on 11/29/2004 Assigned
     Aaa

  -- Cl. 3-A-1, Downgraded to A1; previously on 11/29/2004
     Assigned Aaa

  -- Cl. 3-A-2, Downgraded to A3; previously on 11/29/2004
     Assigned Aa1

  -- Cl. 3-A-3, Downgraded to A3; previously on 11/29/2004
     Assigned Aaa

  -- Cl. 3-A-4, Downgraded to A3; previously on 11/29/2004
     Assigned Aaa

  -- Cl. 3-A-5, Downgraded to A3; previously on 11/29/2004
     Assigned Aaa

  -- Cl. 3-A-6, Downgraded to A1; previously on 11/29/2004
     Assigned Aaa

  -- Cl. 3-A-P, Downgraded to A3; previously on 11/29/2004
     Assigned Aaa

  -- Cl. 3-A-X, Downgraded to A1; previously on 11/29/2004
     Assigned Aaa

  -- Cl. 4-A, Downgraded to A3; previously on 11/29/2004 Assigned
     Aaa

  -- Cl. 5-A, Downgraded to A3; previously on 11/29/2004 Assigned
     Aaa

  -- Cl. 5-A-P, Downgraded to A3; previously on 11/29/2004
     Assigned Aaa

  -- Cl. 5-A-X, Downgraded to A3; previously on 11/29/2004
     Assigned Aaa


MORGAN STANLEY: Moody's Downgrades Ratings on Three Tranches
------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of three
tranches issued in one transaction from the Morgan Stanley ABS
Capital I Inc. Trust shelf.  The collateral backing the
transaction consists primarily of first lien adjustable-rate and
fixed-rate "scratch and dent" mortgage loans.  Scratch and dent
loans in the Morgan Stanley shelf include loans which were
delinquent before closing and / or at closing, loans under
bankruptcy or modified loans.

The actions are triggered by higher than anticipated delinquency
levels and severity of loss as well as slower than anticipated
voluntary prepayments, resulting in higher updated loss
expectation for the underlying collateral and lower coverage for
the rated debt given available credit enhancement.

The ratings on the securities are monitored by evaluating factors
determined to be applicable to the credit profile of the
securities, such as i) the nature, sufficiency, and quality of
historical performance information regarding the asset class ii)
an analysis of the collateral being securitized, iii) an analysis
of the transaction's allocation of collateral cash flow and
capital structure, and (iv) a comparison of these attributes
against those of other similar transactions.

General loss estimation methodology is outlined below.

For seasoned vintages (before 2005), Moody's calculates estimated
losses for Scratch and Dent RMBS:

  -- Current delinquencies are used to project pipeline losses.

  -- Annual roll rates are assumed at 0% for 30 days, 15% for 60
     days, 30% for 90 days, 65% for foreclosures and 90% for REO.

  -- Severities used are higher of 65% or actual historical
     severity for each transaction.

  -- Loss is calculated for the previous year. Expected annual
     loss is then derived from a weighted average of previous year
     loss and expected pipeline loss.  The transaction expected
     loss is projected out over the deal's expected remaining
     life.  Depending on a transaction's time of origination, a
     75% weight can be applied to pipeline loss when it is
     considered to be more representative of future expected
     performance than the previous year's losses.

  -- Expected loss is finally compared to credit enhancement to
     derive a rating.

Loss estimates are subject to variability and, as a result,
realized losses could ultimately turn out higher or lower than
Moody's current expectations.  Moody's will continue to evaluate
performance data as it becomes available and will assess the
pattern of potential future defaults and adjust loss expectations
accordingly if necessary.

Complete rating actions are:

Issuer: Morgan Stanley ABS Capital I Inc. Trust 2003-SD1

  -- Cl. M-2, Downgraded to Ba2; previously on 8/22/2008
     Downgraded to Baa3

  -- Cl. B-1, Downgraded to Ca; previously on 8/22/2008 Downgraded
     to Caa3

  -- Cl. B-2, Downgraded to C; previously on 8/22/2008 Downgraded
     to Ca


MORGAN STANLEY: S&P Junks Rating on $3 Mil. Class A-9 Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on Morgan
Stanley ACES SPC's $3 million class A-9 secured fixed-rate notes
series 2006-8 to 'CCC+' from 'B-' and removed the rating from
CreditWatch with negative implications, where it was placed Feb.
20, 2009.

The rating action reflects the April 16, 2009, lowering of S&P's
rating on the reference obligation, Neiman Marcus Group Inc.'s
10.375% senior subordinated notes due Oct. 15, 2015, to 'CCC+'
from 'B-' and S&P's removal of that rating from CreditWatch
negative, where it was placed Feb. 5, 2009.

The rating on the class A-9 notes is dependent on the lowest of
the rating on the reference obligation; Morgan Stanley
(A/Negative/A-1), the guarantor of the counterparty to the credit
default swap, interest rate swap, and contingent forward
agreement; and BA Master Credit Card Trust II's class A
certificates series 2001-B due 2013 ('AAA'), the underlying
security.


MORGAN STANLEY: S&P Cuts Rating on $3 Mil. Class A-5 Notes to 'D'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on Morgan
Stanley ACES SPC's $3.0 million class A-5 secured, fixed-rate
notes series 2006-8 to 'D' from 'C'.  The rating was previously on
CreditWatch with negative implications.

The rating action follows the April 16, 2009, lowering of S&P's
rating on the reference obligation, Bowater Inc.'s senior
unsecured debt notes, to 'D' from 'C/Watch Neg'.

The rating on the class A-5 notes is dependent on the lowest of:
(i) the rating on Bowater Inc.'s $400 million 6.5% senior
unsecured notes due June 15, 2013 ('D'); (ii) the rating on Morgan
Stanley as guarantor under the swap and forward agreements
(A/Negative/A-1); and (iii) the rating on the underlying security,
BA Master Credit Card Trust II's class A certificates series
2001-B due 2013 ('AAA').


OCEANVIEW CBO: Moody's Downgrades Ratings on Two Classes to 'Ca'
----------------------------------------------------------------
Moody's Investors Service has downgraded these notes issued by
Oceanview CBO I, Ltd:

  -- Class A-1B Floating Rate Notes due June 2032, Downgraded to
     Ca; previously on 1/20/2009 Downgraded to Caa2 and remains on
     Review for Possible Downgrade

  -- $12,500,000 Combination Securities, Downgraded to Ca;
     previously on 1/20/2009 Downgraded to Caa1 and remains on
     Review for Possible Downgrade

Moody's explained that the rating action reflects certain updates
and projections and recent rating actions on the transaction's
underlying collateral pool consisting of exposure to Alt-A,
Option-ARM and subprime RMBS securities, ABS CDOs, CMBS and
Corporate bonds.

Moody's revised loss projections for Alt-A RMBS securities which
were described in a press release published on January 22, 2009.
According to the press release, on average, Moody's is now
projecting cumulative losses of about 20% for 2006 securitizations
and about 24% for 2007 securitizations.

Moody's revised loss projections for subprime RMBS issued from
2005 to 2007 were described in a press release titled "2005-7
subprime RMBS on downgrade review" published on February 26, 2009.
The revised loss projection for 2006 vintage subprime pools is
expected to fall within the range of 28% to 32% of the original
balance of such pools, whereas Moody's previous estimate was 22%.
For 2005 and 2007 pools, such projections are expected to range
from 12% to 14% and 33% to 37% of original balance, respectively.

A review of all U.S. commercial mortgage backed securities conduit
and fusion transactions rated during the period from 2006 through
2008, and all large loan and single borrower transactions
regardless of vintage was concluded recently.  The review was
announced in a Press Release on February 5, 2009.


PARCS MASTER: S&P Downgrades Ratings on 2007-24 Notes to 'D'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the units
issued by PARCS Master Trust's series 2007-24 to 'D' from 'CCC-'.
The rating was on CreditWatch with negative implications before
the downgrade.

The downgrade follows a number of recent credit events within the
underlying portfolio.  Upon receiving final valuations on the
reference names that triggered credit events, S&P determined that
losses in the underlying portfolio have caused the units to incur
a principal loss.

                          Rating Lowered

                    PARCS Master Trust 2007-24

                                   Rating
                                   ------
          Class                  To      From
          -----                  --      ----
          Units                  D       CCC-/Watch Neg


PNC MORTGAGE: Fitch Downgrades Ratings on 2000-C1 Certificates
--------------------------------------------------------------
Fitch Ratings downgrades and assigns a Rating Outlook to PNC
Mortgage Acceptance Corp.'s commercial mortgage pass-through
certificates, series 2000-C1:

  -- $7.0 million class K to 'BB-' from 'BB'; Negative Outlook;

Fitch downgrades and assigns Recovery Rating to this class:

  -- $8.0 million class L to 'C/RR5' from 'B-/DR1';

Fitch also revises the Recovery Rating on this class:

  -- $2.0 million class M to 'C/RR6' from 'C/DR6'.

In addition, Fitch affirms and assigns Rating Outlooks to these
classes:

  -- $219.9 million class A-2 at 'AAA'; Stable Outlook;
  -- Interest-only class X at 'AAA'; Stable Outlook;
  -- $34.0 million class B at 'AAA'; Stable Outlook;
  -- $34.0 million class C at 'AAA'; Stable Outlook;
  -- $10.0 million class D at 'AAA'; Stable Outlook;
  -- $26.0 million class E at 'AAA'; Stable Outlook;
  -- $12.0 million class F at 'AA+'; Stable Outlook;
  -- $12.0 million class G at 'A+'; Negative Outlook;
  -- $18.0 million class H at 'BBB'; Negative Outlook;
  -- $8.0 million class J at 'BBB-'; Negative Outlook.

Class A-1 has paid in full.

The downgrades are due to expected losses on the specially
serviced assets.  Rating Outlooks reflect the likely direction of
any rating changes over the next one to two years.  As of the
April 2009 distribution date, the pool's aggregate collateral
balance has been reduced by 50.6%, to $395.8 million from $801.0
million at issuance.  Twenty-nine loans (34.6%) are currently
defeased, including four (15.1%) of the top 10 loans in the pool.
Twenty-two loans (16.8%) mature in 2009.

Fitch has identified 17 Loans of Concern (14.1%), including four
assets (4.1%) that are in special servicing with losses expected.
The largest specially serviced loan (2.2%) is secured by a 212,000
square foot retail center located in Manchester, New Hampshire.
The asset was transferred to the special service in July 2008 due
to imminent default.  The loan does not mature until, Aug. 1,
2028, but had an Anticipated Repayment Date of Aug. 1, 2008.  Due
to unremedied environmental issues, the borrower has been unable
to refinance the outstanding debt.

The second largest specially serviced asset is an office property
(1.1%) located in Newport News, Virginia.  The loan transferred in
March 2009 for monetary default.  It is currently 59% occupied.

The third largest specially serviced asset is an industrial
property (0.6%) located in Statesville, North Carolina.  The loan
transferred in February 2009 and is currently in foreclosure.  The
property is currently 100% occupied.

The fourth specially serviced asset (0.4%) is a retail center in
Auburn Hills, Michigan.  This asset was transferred to special
servicing in October 2008 for monetary default.  It is currently
82% occupied.

The largest Fitch Loan of Concern not in special servicing (4.2%)
is secured by a single tenant industrial property in Auburn Hills,
Michigan.  The loan is scheduled to mature in December 2009 and
100% occupied.  The tenant's lease is set to expire in December
2010.


PNC MORTGAGE: Fitch Downgrades Ratings on 1999-CM1 Certificates
---------------------------------------------------------------
Fitch Ratings downgrades and assigns Rating Outlooks to PNC
Mortgage Acceptance Corp.'s commercial mortgage pass-through
certificates, series 1999-CM1:

  -- $10.5 million class B-6 to 'BB-' from 'BBB-'; Negative
     Outlook;

  -- $5.7 million class B-8 to 'CC/RR4' from 'B+'.

In addition, Fitch affirms and assigns Rating Outlooks to these
classes:

  -- $182.6 million class A-1B at 'AAA'; Stable Outlook;
  -- Interest-only class S at 'AAA'; Stable Outlook;
  -- $39.9 million class A-2 at 'AAA'; Stable Outlook;
  -- $34.2 million class A-3 at 'AAA'; Stable Outlook;
  -- $13.3 million class A-4 at 'AAA'; Stable Outlook;
  -- $24.7 million class B-1 at 'AAA'; Stable Outlook;
  -- $9.5 million class B-2 at 'AAA'; Stable Outlook.

Fitch does not rate classes B-3, B-4, B-5, B-7, C, and D. Class A-
1A has paid in full.

Although credit enhancement has increased since Fitch's last
review due to pay down, the downgrades reflect significant
expected losses on the specially serviced assets.  Rating Outlooks
reflect the likely direction of any rating changes over the next
one to two years.  As of the April 2008 distribution date, the
pool's aggregate collateral balance has been reduced 50.1%, to
$379.7 million from $760.4 million at issuance.  Thirty-three
loans (26.7%) have defeased, including five (12.1%) of the top 10
loans in the pool.

Fitch has identified 35 Loans of Concern (21.3%), including five
assets (5.1%) that are in special servicing with significant
losses expected.  The largest specially serviced asset is a 327-
unit real-estate owned apartment complex (1.6%) in Waco, Texas.
The borrower filed for bankruptcy in September 2007.  The property
is being marketed for sale by the special servicer.

The second largest specially serviced asset is an office property
(1.2%) located in Colorado Springs, CO that is REO.  The property
is currently 10% occupied and is being marketed for lease or sale
by the special servicer.

The third largest specially serviced asset is an office property
(1.2%) located in Upper Dublin Township, Pennsylvania and is in
foreclosure.  The property is currently 50% occupied.

The fourth largest specially serviced asset is an industrial
warehouse facility (0.8%) located in Saginaw, Michigan.  The loan
transferred to special servicing for payment default.  The
property is 100% vacant.

The fifth specially serviced asset (0.7%) is a retail center in
Waterford, Connecticut.  The borrower has indicated they are
unable to refinance pending the scheduled maturity in August 2009
and are seeking a loan extension.

The largest Fitch Loan of Concern not in special servicing (1.4%)
is secured by a retail plaza in Pittsfield, Massachusetts.  The
loan is scheduled to mature in June 2009 and occupancy has
declined to 82%.  A tenant that leased 20% of the net rentable
area vacated its space, however, the former tenant continues to
pay rent.

The largest remaining loan in the pool (10.8%) is secured by a
540,021 square foot retail mall located in Saratoga Springs, New
York.  Occupancy as of December 2008 was 88.6%.  The loan has an
anticipated repayment date of November 2009.

In 2009, 58.9% of the remaining loans are scheduled to mature.
These loans are not defeased and have a weighted average coupon
and debt service coverage ratio of 8.17% and 1.57 times (x),
respectively.


PURSUIT RESECURITIZATION: Moody's Cuts Rating on 2006-1 Notes
-------------------------------------------------------------
Moody's Investors Service has downgraded the notes issued by
Pursuit Resecuritization Trust 2006-1, Series 2006-1:

The rating actions are:

Pursuit Resecuritization Trust 2006-1, Series 2006-1

  -- US$11,000,000 Pursuit Resecuritization Trust 2006-1 Notes Due
     2037, Downgraded to Ca; previously on 8/5/2008 Downgraded to
     Baa3 and remains on Review for Possible Downgrade

The Repack Notes are repacks of the Class A-2 Floating Rate Notes
originally issued by Oceanview CBO I, Ltd., a multisector CDO that
closed in June 2002.  Class A-2 Notes were downgraded on
03/26/2008 to Ca.


RAFFLES PLACE: S&P Downgrades Ratings on Three Notes to 'CC'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class A-1M, A-1Q, and A-2 notes issued by Raffles Place II Funding
Ltd., a cash flow collateralized debt obligation of corporate
loans managed by UOB Asset Management Ltd.

The lowered ratings reflect continued credit deterioration in the
underlying collateral pool since the last rating action in March
2008.

Based on the Jan. 30, 2009, monthly report, 63.96% ($559.49 mil.)
of the total securities in the transaction's underlying collateral
pool have ratings of 'CCC+' and below, up from 35.90% ($358.85
mil.) in March 2008.

                          Rating Actions

                   Raffles Place II Funding Ltd.

                                   Rating
                                   ------
                 Class      To               From
                 -----      --               ----
                 A-1M       CC               CCC
                 A-1Q       CC               CCC
                 A-2        CC               CCC-

                    Other Ratings Outstanding

                   Raffles Place II Funding Ltd.

                        Class      Rating
                        -----      ------
                        A-3        CC
                        A-4        CC
                        B          CC
                        C-1        CC
                        C-2        CC


RAMP SERIES: Moody's Downgrades Ratings on 57 RAMP-RZ RMBS Deals
----------------------------------------------------------------
Moody's Investors Service has downgraded 57 ratings from 10 RAMP-
RZ subprime residential mortgage-backed securities transactions.

The collateral backing these transactions consists primarily of
first-lien, fixed- and adjustable-rate, subprime residential
mortgage loans with higher than average loan-to-value ratios.  The
actions are triggered by a combination of factors that can include
increased delinquencies, higher loss severities, slower
prepayments and mounting losses in the underlying collateral.
Additionally, the continued deterioration of the housing market
has also contributed to the increased loss expectations for
subprime pools.

Moody's final rating actions are based on collateral performance
and updated pool-level loss expectations relative to current
levels of tranche-specific credit enhancement.  Moody's took into
account credit enhancement provided by subordination, cross-
collateralization, excess spread, time tranching, and other
structural features.

Moody's approach to analyzing more seasoned pools (prior to the
2nd half of 2005) takes into account the annualized loss rate from
last 12 months and the projected loss rate over next 12 months,
and then translates these measures into lifetime losses based on a
deal's expected remaining life.  Recent Losses are calculated by
assessing cumulative losses incurred over the past 12-months as a
percentage of the average pool factor in the last year.  For
Pipeline Losses, Moody's uses annualized roll rates of 15%, 30%,
65% and 90% for loans that are delinquent 60-days, 90+ days, are
in foreclosure, and REO, respectively.  Moody's then applies deal-
specific severity assumptions to arrive at projected losses.  The
results of these two calculations - Recent Losses and Pipeline
Losses - are weighted to arrive at the lifetime cumulative loss
projection.

Moody's Investors Service also reviewed underlying ratings of
insured certificates as noted below.  The underlying rating
reflects the intrinsic credit quality of the certificate in the
absence of the guarantee.  The current ratings are consistent with
Moody's practice of rating insured securities at the higher of the
guarantor's insurance financial strength rating and the underlying
rating based on Moody's modified approach to rating structured
finance securities wrapped by financial guarantors.

Complete rating actions are:

RAMP Series 2005-RZ1 Trust

  -- Cl. M-4, Downgraded to A2; previously on 4/21/2005 Assigned
     Aa3

  -- Cl. M-5, Downgraded to Baa1; previously on 4/21/2005 Assigned
     A1

  -- Cl. M-6, Downgraded to Baa2; previously on 4/21/2005 Assigned
     A2

  -- Cl. M-7, Downgraded to Baa3; previously on 4/21/2005 Assigned
     A3

  -- Cl. M-8, Downgraded to Ba1; previously on 4/21/2005 Assigned
     Baa2

  -- Cl. M-9, Downgraded to B1; previously on 4/21/2005 Assigned
     Ba1

RAMP SERIES 2005-RZ2 TRUST

  -- Cl. M-2, Downgraded to Aa2; previously on 8/24/2005 Assigned
     Aa1

  -- Cl. M-3, Downgraded to A2; previously on 8/24/2005 Assigned
     Aa2

  -- Cl. M-4, Downgraded to Baa2; previously on 8/24/2005 Assigned
     Aa3

  -- Cl. M-5, Downgraded to Ba2; previously on 12/18/2008
     Downgraded to A3

  -- Cl. M-6, Downgraded to Caa2; previously on 12/18/2008
     Downgraded to Ba2

  -- Cl. M-7, Downgraded to C; previously on 12/18/2008 Downgraded
     to Caa3

RAMP Series 2005-RZ3 Trust

  -- Cl. A-3, Downgraded to Aa2; previously on 10/17/2005 Assigned
     Aaa

  -- Cl. M-1, Downgraded to A2; previously on 10/17/2005 Assigned
     Aa1

  -- Cl. M-2, Downgraded to Baa3; previously on 10/17/2005
     Assigned Aa2

  -- Cl. M-3, Downgraded to Ba2; previously on 10/17/2005 Assigned
     Aa3

  -- Cl. M-4, Downgraded to Ba3; previously on 10/17/2005 Assigned
     A1

  -- Cl. M-5, Downgraded to Caa2; previously on 12/18/2008
     Downgraded to Baa2

  -- Cl. M-6, Downgraded to C; previously on 12/18/2008 Downgraded
     to B1

RAMP Series 2005-RZ4 Trust

  -- Cl. A-2, Downgraded to Aa2; previously on 12/16/2005 Assigned
     Aaa

  -- Cl. A-3, Downgraded to A1; previously on 12/16/2005 Assigned
     Aaa

  -- Cl. M-1, Downgraded to Baa1; previously on 12/16/2005
     Assigned Aa1

  -- Cl. M-2, Downgraded to Baa3; previously on 12/16/2005
     Assigned Aa2

  -- Cl. M-3, Downgraded to Ba3; previously on 12/18/2008
     Downgraded to A1

  -- Cl. M-4, Downgraded to Caa3; previously on 12/18/2008
     Downgraded to Ba1

  -- Cl. M-5, Downgraded to C; previously on 12/18/2008 Downgraded
     to B3

RAMP Series 2006-RZ1 Trust

  -- Cl. A-2, Downgraded to Aa1; previously on 3/10/2006 Assigned
     Aaa

  -- Cl. A-3, Downgraded to Aa3; previously on 3/10/2006 Assigned
     Aaa

  -- Cl. M-1, Downgraded to A2; previously on 3/10/2006 Assigned
     Aa1

  -- Cl. M-2, Downgraded to Baa3; previously on 3/10/2006 Assigned
     Aa2

  -- Cl. M-3, Downgraded to Ba3; previously on 3/10/2006 Assigned
     Aa3

  -- Cl. M-4, Downgraded to Ba1; previously on 12/18/2008
     Downgraded to A2

  -- Cl. M-5, Downgraded to Caa2; previously on 12/18/2008
     Downgraded to Baa3

  -- Cl. M-6, Downgraded to C; previously on 12/18/2008 Downgraded
     to B2

RAMP Series 2006-RZ2 Trust

  -- Cl. A-2, Downgraded to Baa1; previously on 12/18/2008
     Downgraded to Aa2

  -- Cl. A-3, Downgraded to Baa2; previously on 12/18/2008
     Downgraded to A1

  -- Cl. M-1, Downgraded to Caa2; previously on 12/18/2008
     Downgraded to Baa3

  -- Cl. M-2, Downgraded to C; previously on 12/18/2008 Downgraded
     to Caa1

RAMP Series 2006-RZ3 Trust

  -- Cl. A-2, Downgraded to Baa2; previously on 8/14/2006 Assigned
     Aaa

  -- Cl. A-3, Downgraded to Baa3; previously on 12/18/2008
     Downgraded to Aa1

  -- Cl. M-1, Downgraded to B2; previously on 12/18/2008
     Downgraded to Baa1

  -- Cl. M-2, Downgraded to Ca; previously on 12/18/2008
     Downgraded to B1

  -- Cl. M-3, Downgraded to C; previously on 12/18/2008 Downgraded
     to Caa2

RAMP Series 2006-RZ4 Trust

  -- Cl. A-2, Downgraded to Baa3; previously on 12/18/2008
     Downgraded to Aa2

  -- Cl. A-3, Downgraded to Ba1; previously on 12/18/2008
     Downgraded to A1

  -- Cl. M-1, Downgraded to B3; previously on 12/18/2008
     Downgraded to Baa2

  -- Cl. M-2, Downgraded to C; previously on 12/18/2008 Downgraded
     to B2

  -- Cl. M-3, Downgraded to C; previously on 12/18/2008 Downgraded
     to Caa2

RAMP Series 2006-RZ5 Trust

  -- Cl. A-2, Downgraded to Baa2; previously on 12/18/2008
     Downgraded to Aa1

  -- Cl. A-3, Downgraded to Baa3; previously on 12/18/2008
     Downgraded to Aa3

  -- Cl. M-1, Downgraded to Caa2; previously on 12/18/2008
     Downgraded to Ba1

  -- Cl. M-2, Downgraded to C; previously on 12/18/2008 Downgraded
     to Caa2

RAMP Series 2007-RZ1 Trust

  -- Cl. A-1, Downgraded to Baa2; previously on 3/8/2007 Assigned
     Aaa

  -- Cl. A-2, Downgraded to Ba2; previously on 12/18/2008
     Downgraded to Baa2

  -- Cl. A-3, Downgraded to Ba3; previously on 12/18/2008
     Downgraded to Baa3

  -- Cl. M-1S, Downgraded to Caa2; previously on 12/18/2008
     Downgraded to B1

  -- Cl. M-2S, Downgraded to C; previously on 12/18/2008
     Downgraded to Caa2


RESTRUCTURED ASSET: Moody's Junks Ratings on 2003-1 Certificates
----------------------------------------------------------------
Moody's Investors Service has downgraded its rating of
Restructured Asset Backed Securities, Series 2003-1 Certificates
due July 2030 issued by Restructured Asset Backed Securities
Series 2003-1 Trust.

The rating action is:

Class Description: Restructured Asset Backed Securities, Series
2003-1 Certificates due July 2030

  -- Current Rating: C
  -- Prior Rating: Baa3
  -- Prior Rating Date: 05/16/03

The transaction is a repackaged security whose rating is based
primarily upon the transaction's structure and the credit quality
of the Underlying Assets.


RESTRUCTURED ASSET: Moody's Junks Rating on 2003-2EP Certificates
-----------------------------------------------------------------
Moody's Investors Service has downgraded its rating of
Restructured Asset Certificates with Enhanced Returns, Series
2003-2-EP Certificates due July 2032 issued by Restructured Asset
Certificates with Enhanced Returns Series 2003-2-EP Trust.

The rating action is:

Class Description: Restructured Asset Certificates with Enhanced
Returns, Series 2003-2-EP Certificates

  -- Current Rating: C
  -- Prior Rating: Baa3
  -- Prior Rating Date: 01/16/03

The transaction is a repackaged security whose rating is based
primarily upon the transaction's structure and the credit quality
of the Underlying Assets.


REVELSTOKE CDO: DBRS Junks Rating on Class A-1 Notes
----------------------------------------------------
Dominion Bond Rating Service has downgraded the rating of the
Class A-1 Senior Variable Rate Secured Notes due 2020 (the Class
A-1 Notes) issued by Revelstoke CDO I Limited (Revelstoke or the
Transaction). The rating on the Class A-1 Notes has been
downgraded to CCC (low) from BBB and has been removed from Under
Review with Negative Implications, where it was placed on January
5, 2009. The ratings on the Class A-2 Senior Variable Rate Secured
Notes due 2026 (the Class A-2 Notes) and the Class A-3 Senior
Variable Rate Secured Notes due 2033 (the Class A-3 Notes) have
been confirmed at CC and C, respectively.

The Transaction is exposed to pools of U.S. non-prime residential
mortgages, as well as other collateralized debt obligations (CDOs)
backed by residential mortgages, among other assets. The Class A-1
Notes, Class A-2 Notes and Class A-3 Notes (collectively, the
Notes) had approximate initial enhancement levels of 40%, 20% and
9%, respectively.

As part of its analysis of residential mortgage-backed securities
(RMBS) held by Revelstoke, DBRS reviews all of the underlying RMBS
and provides a credit assessment based on each security's pipeline
of existing defaults, likely defaults and various delinquency
statistics, as well as on cash flow modelling using different
assumptions for prepayments and interest rates.

In the past several months, performance has continued to
deterioriate significantly for many of the RMBS held by the
Transaction. As a result, DBRS expects that a higher percentage of
the underlying RMBS will default, which has negatively affected
the credit quality of the Class A-1 Notes. Of the current
Revelstoke RMBS assets, 50% were assigned an assessment of C
(weighted by principal amount). In addition, many of the
underlying CDOs are expected to default, with little recovery
value.

The Class A-1 Notes, Class A-2 Notes and Class A-3 Notes are now
rated CCC (low), CC and C, respectively. DBRS expects that holders
of both the Class A-2 Notes and Class A-3 Notes will likely not
receive any return of initial principal over the term of the
Transaction. However, they will continue to receive interest
payments on an ongoing basis; the interest payments on the Class
A-2 Notes and Class A-3 Notes rank senior to the principal
payments on the Class A-1 Notes in the Transaction's priority of
payments. DBRS expects that holders of the Class A-1 Notes will
likely experience a first-dollar loss and not have their full
initial investment returned.

The Transaction issued approximately $494 million of Notes that
were swapped to U.S. dollars at inception. There is a cross-
currency U.S. dollar (USD)/Canadian dollar (CAD) swap in place to
hedge the currency risk for these Notes, which were issued in
Canadian dollars, for both ongoing interest payments and for
principal re-exchange at the maturity of the Notes.

Pursuant to the Transaction documentation, Canadian Imperial Bank
of Commerce (CIBC or the Hedge Counterparty) has the option to
terminate the principal portion of the Class A-2 Notes hedge
agreement swapping USD for CAD provided the termination will not
result in an immediate downgrade of the Class A-2 Notes.
Consistent with DBRS's view that the Class A-2 Notes will likely
not return any principal, any request by the Hedge Counterparty to
terminate the principal portion of the cross-currency swap on the
Class A-2 Notes would likely be acceptable. Eliminating the
principal portion of the Class A-2 Notes hedge would prevent the
Transaction from being exposed to currency risk based on the
expectation that there will not be any asset proceeds to exchange
at maturity.


RICHMOND REDEVELOPMENT: Moody's Affirms 'Ba3' Rating on Bonds
-------------------------------------------------------------
Moody's Investors Service has affirmed the Ba3 rating on the
Richmond Redevelopment and Housing Authority's $5.2 million of
outstanding Multi-Family Housing Revenue Bonds (Berkeley
Place/Warwick Place Apartments) Series 1995A and changed the
outlook to negative from stable.  The rating affirmation is
reflective of debt service coverage that is thin but remains above
1.0x.  The negative outlook reflects recent occupancy declines
within the context of thin debt service coverage and a debt
service reserve sized to half a year of debt service.

Legal Security: The bonds are limited obligations payable solely
from the revenues, receipts and security pledged in the Trust
Indenture.

                   Recent Developments/Results

Debt service coverage of 1.14x, which was derived from for the
full-year, unaudited 2008 financial statements, is sufficient for
this rating category.  In summer 2008 occupancy declined to a
range of 85%-87%, where it remained for the rest of year. March
2009 occupancy is weak at 86.4%.

Market data provided by Torto Wheaton Research indicate that
multi-family occupancy in Central Richmond for 2008 was 95%.  TWR
forecasts that occupancy in the Richmond market will decline
slightly to 94.4% for 2009 and rent inflation will be weak at
1.0%.  Moody's believes that the debt service coverage in 2008
warrants a rating affirmation but the decline in occupancy
combined with a debt service reserve structured at half of a
year's debt service warrants a negative outlook.

The last rating action was on December 11, 2007 when the Ba3
rating was affirmed.

                             Outlook

The outlook for the bonds is negative based upon recent occupancy
declines and a weak rent growth forecast for 2009.


RUTLAND RATED: Moody's Downgrades Ratings on Notes to 'C'
---------------------------------------------------------
Moody's Investors Service has downgraded these notes issued by
Rutland Rated Investments Series 31 (Millbrook 2006-4):

  -- Series 31 (Millbrook 2006-4) US$15,500,000 Asset Backed
     Securities Class A Variable Rate Credit-Linked Notes ("Class
     A Notes") due May 2046, Downgraded to C; previously on
     12/16/2008 Downgraded to Caa1 and remains on Review for
     Possible Downgrade

Moody's explained that the rating action reflects certain updates
and projections and recent rating actions on the transaction's
underlying collateral pool consisting primarily of subprime RMBS
securities.  The Class A Notes has a notional balance equals to 2%
of the total collateral balance with a credit enhancement that
equals to 12.45% of the total collateral balance.  As of April 27,
2009, 72.9% of the collateral pool is rated Ca or C.

Moody's revised loss projections for subprime RMBS issued from
2005 to 2007 were described in a press release titled  published
on February 26, 2009.  The revised loss projection for 2006
vintage subprime pools is expected to fall within the range of 28%
to 32% of the original balance of such pools, whereas Moody's
previous estimate was 22%.  For 2005 and 2007 pools, such
projections are expected to range from 12% to 14% and 33% to 37%
of original balance, respectively.


SALOMON BROTHERS: Moody's Affirms Ratings on 13 2002-KEY2 Notes
---------------------------------------------------------------
Moody's Investors Service affirmed the ratings of thirteen classes
and upgraded five classes of Salomon Brothers Mortgage Securities
VII, Inc., Commercial Mortgage Pass-Through Certificates, Series
2002-KEY2.  The upgrades are due to increased subordination due to
amortization and payoffs, overall stable pool performance and
increased defeasance.  The pool balance has decreased by 16% since
Moody's last review. The action is the result of Moody's on-going
surveillance of commercial mortgage backed securities
transactions.

As of the April 20, 2009 distribution date, the transaction's
aggregate certificate balance has decreased by approximately 36%
to $597.0 million from $932.8 million at securitization.  The
Certificates are collateralized by 56 mortgage loans ranging in
size from less than 1% to 12% of the pool, with the top 10 non-
defeased loans representing 51% of the pool.  At securitization
the pool included three loans with investment grade underlying
ratings.  However, the performance of the Westgate Mall ($48.8
million -- 8.2%) has declined and no longer has an underlying
rating.  The pool currently includes two loans with investment
grade underlying ratings, representing 19% of the pool.  Twelve
loans, representing 19% of the pool, have defeased and are secured
by U.S. Government securities.

Six loans, representing 7% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the
Commercial Mortgage Securities Association's monthly reporting
package.  As part of Moody's ongoing monitoring of a transaction,
Moody's reviews the watchlist to assess which loans have material
issues that could impact performance.

Two loans have been liquidated from the pool, resulting in an
aggregate realized loss of approximately $2.8 million.  Currently
there are no loans in special servicing.

Moody's was provided with full-year 2007 and full or partial-year
2008 operating results for approximately 93% and 95% of the pool,
respectively.  Moody's loan to value ratio for the conduit
component is 83%, essentially the same as at Moody's prior full
review in March 2007.

The largest loan with an underlying rating is the Westfarms Mall
Loan ($71.9 million -- 12.0%), which represents a 50%
participation interest in a $143.7 million first mortgage loan.
The loan is secured by the borrower's interest in a 1.3 million
square foot super-regional mall located in Farmington,
Connecticut.  The property is anchored by Filene's (two stores),
J.C. Penney, Lord & Taylor and Nordstrom and contains
approximately 520,000 square feet of in-line GLA. The center was
95% occupied as of February 2009.  Performance has been stable.
The loan sponsor is Taubman Centers Inc. (Moody's preferred stock
rating B1, stable outlook), a publicly traded REIT.  Moody's
current underlying rating is Aa3, the same as at last review.

The second loan with an underlying rating is the Jefferson Mall
Loan ($39.3 million -- 6.6%), which is secured by the borrower's
interest in a 875,000 square foot regional mall located in
Louisville, Kentucky.  The property is anchored by Sears, Macy's,
J.C. Penney and Dillard's.  All the anchors own their own land and
improvements. The collateral for the loan consists of 270,000
square feet of in-line space.  The in-line space was 90% occupied
as of December 2008 compared to 94% at last review.  The loan
amortizes on a 25-year schedule and has amortized by approximately
5% since last review.  The loan sponsor is CBL & Associates
Properties, a publicly traded REIT.  Moody's current underlying
rating is Baa2, the same as at last review.

The top three conduit loans represent 20% of the outstanding pool
balance.  The largest conduit loans is the Westgate Mall Loan
($48.8 million -- 8.2%), which is secured by the borrower's
interest in a 1.1 million square foot regional mall located in
Spartanburg, South Carolina.  The property is anchored by Sears,
Belk, Dillard's and J.C. Penney and contains approximately 315,500
square feet of in-line gross leasable area.  The in-line stores
were 94% occupied as of December 2008 compared to 92% at last
review.  The property's performance has declined since last review
due to a decline in rental income and increased operating
expenses.  The loan amortizes on a 25-year schedule and has
amortized by approximately 5% since last review.  The loan sponsor
is CBL & Associates Properties.  Moody's current LTV is 82%
compared to 80% at last review.

The second largest conduit loan is the Northland Multifamily
Portfolio Loan ($37.3 million -- 6.3%), which is secured by five
Class B garden style apartment complexes totaling 1,056 units.
The properties are located in Florida (3) and Texas (2).  The
portfolio was 90% leased as of December 2008 compared to 98% at
last review.  Despite the decline in occupancy, performance has
been stable.  Moody's LTV is 85%, essentially the same as at last
review.

The third largest conduit loan is the Regency Mall Loan ($30.8
million -- 5.2%), which is secured by the borrower's interest in a
924,000 square foot regional mall located in Racine, Wisconsin.
The property is anchored by J.C. Penney, Boston Store, Burlington
Coat Factory, Sears and Target.  All the anchors own their
respective land and improvements.  The collateral for the loan
consists of 269,000 square feet of in-line space.  The in-line
space was 90% occupied as of December 2008 compared to 83% at last
review. Performance has declined since last review due to a
decline in rental income and increased expenses.  The loan
amortizes on a 25-year schedule and has amortized by approximately
5% since last review.  The loan sponsor is CBL & Associates
Properties.  Moody's current LTV is 87% compared to 71% at last
review.

Moody's rating action is:

  -- Class A-2, $179,622,586, affirmed at Aaa; previously affirmed
     at Aaa on 3/15/2007

  -- Class A-3, $252,265,000, affirmed at Aaa; previously affirmed
     at Aaa on 3/15/2007

  -- Class X-1, Notional, affirmed at Aaa; previously affirmed at
     Aaa on 3/15/2007

  -- Class X-2, Notional, affirmed at Aaa; previously affirmed at
     Aaa on 3/15/2007

  -- Class B, $39,643,000, affirmed at Aaa; previously upgraded to
     Aaa from Aa1 on 3/15/2007

  -- Class C, $9,327,000, affirmed at Aaa; previously upgraded to
     Aaa from Aa2 on 3/15/2007

  -- Class D, $9,328,000, affirmed at Aaa; previously upgraded to
     Aaa from Aa3 on 3/15/2007

  -- Class E, $13,991,000, upgraded to Aa1 from Aa3; previously
     upgraded to Aa3 from A2 on 3/15/2007

  -- Class F, $9,328,000, upgraded to Aa2 from A1; previously
     upgraded to A1 from A3 on 3/15/2007

  -- Class H, $6,996,000, upgraded to A1 from A2; previously
     upgraded to A2 from Baa1 on 3/15/2007

  -- Class J, $13,992,000, upgraded to A3 from Baa1; previously
     upgraded to Baa1 from Baa2 on 3/15/2007

  -- Class K, $9,327,000, upgraded to Baa2 from Baa3; previously
     affirmed at Baa3 on 3/15/2007

  -- Class L, $13,991,000, affirmed at Ba1; previously affirmed at
     Ba1 on 3/15/2007

  -- Class M, $9,328,000, affirmed at Ba2; previously affirmed at
     Ba2 on 3/15/2007

  -- Class N, $4,663,000, affirmed at Ba3; previously affirmed at
     Ba3 on 3/15/2007

  -- Class P, $2,332,000, affirmed at B1; previously affirmed at
     B1 on 3/15/2007

  -- Class Q, $6,996,000, affirmed at B2; previously affirmed at
     B2 on 3/15/2007

  -- Class S, $6,996,000, affirmed at B3; previously affirmed at
     B3 on 3/15/2007


SANDELMAN REALTY: Moody's Downgrades Ratings on 12 Classes
----------------------------------------------------------
Moody's Investors Service downgraded the ratings of twelve classes
of Notes and confirmed one class of Notes issued by Sandelman
Realty CRE CDO I.  The rating actions are:

  -- Class S, $1,400,000, Fixed Rate Notes Due 2012, confirmed at
     Aaa; previously on 3/12/2009 Placed Under Review for Possible
     Downgrade

  -- Class A-1, $250,000,000, Floating Rate Notes Due 2051,
     downgraded to A2 from Aaa; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class A-2, $61,000,000, Floating Rate Notes Due 2051;
     downgraded to Ba3 from Aaa; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class B, $37,250,000, Floating Rate Notes Due 2051,
     downgraded to B2 from Aa2; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class C, $26,000,000, Floating Rate Notes Due 2051,
     downgraded to B3 from A1; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class D, $11,250,000, Floating Rate Notes Due 2051,
     downgraded to Caa3 from A2; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class E, $11,750,000, Floating Rate Notes Due 2051,
     downgraded to Caa3 from A3; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class F, $13,000,000, Floating Rate Notes Due 2051,
     downgraded to Caa3 from Baa1; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class G, $11,750,000, Floating Rate Notes Due 2051,
     downgraded to Caa3 from Baa2; previously on 3/12/2009 Placed
     Under Review for Possible Downgrade

  -- Class H, $9,249,000, Floating Rate Notes Due 2051, downgraded
     to Caa3 from Baa3; previously on 3/12/2009 Placed Under
     Review for Possible Downgrade

  -- Class J, $17,125,000, Fixed Rate Notes Due 2051, downgraded
     to Caa3 from Ba2; previously on 3/12/2009 Placed Under Review
     for Possible Downgrade

  -- Class K, $19,375,000, Fixed Rate Notes Due 2051, downgraded
     to Caa3 from B2; previously on 3/12/2009 Placed Under Review
     for Possible Downgrade

  -- Class L, $3,500,000, Fixed Rate Notes Due 2051, downgraded to
     Ca from B3; previously on 3/12/2009 Placed Under Review for
     Possible Downgrade

Moody's downgraded Classes A-1, A-2, B, C, D, E, F, G H, J, K, and
L due to revised modeling parameters.  Moody's ratings are based
on the current credit quality of the collateral and may not
reflect potential migration as per the legal documentation.

The pool contains an 28.0% concentration in commercial mortgage
backed securities collateral with the remaining balance comprised
of whole loans, B-Notes, mezzanine debt, and bank loans.

Moody's expects the aggregate default rate on CMBS loans (1.59% as
of March 2009) to revert to its long-term historical average of
1.5% to 2.0% in 2009, and most likely to surpass this level as the
market begins to form a bottom in 2010 and 2011.  Commercial
property values, which have declined about 21% from the peak
reached in October 2007, are expected to decline an additional 5%
to 15% over the next 18 to 24 months.

Moody's has revised three key parameters in Moody's model for
rating and monitoring commercial real estate collateralized debt
obligations - asset correlation, default probability, and recovery
rate.  These revisions are generally consistent with recent
revisions to the key parameter assumptions for rating and
monitoring other collateralized debt obligation transactions
backed by structured finance securities.

Moody's has updated its asset correlation assumption for the
commercial real estate sector to be consistent with one of Moody's
CDO rating models, CDOROM v2.5 (released on February 3, 2009),
which incorporates these new parameters.  However, for CRE CDOs
with non-CUSIP collateral, Moody's is reducing the maximum over
concentration stress applied to correlation factors by half due to
the diversity of tenants, property types, and geographic locations
inherent in the collateral pools.  Previously, the average asset
correlations used for CMBS within CRE CDO deals ranged between 15%
and 35%, depending on vintage and issuer diversity.  In light of
the systemic seizure of the credit markets, as well as higher
intra industry and inter industry asset correlations, the updated
correlation parameters for CRE CDOs will imply an average range of
asset correlations of between 30% and 60% for the underlying
collateral.

Moody's has previously stated that CRE CDO deals with collateral
concentrations in CMBS certificates will likely be among the first
transactions to be affected by credit issues that arise, and that
the additional leverage inherent in these deals creates the
potential for greater ratings transitions compared to that of a
first order transaction (i.e., those containing non-CUSIP assets).
For CRE CDOs with CUSIP collateral, the additional default
probability stress sometimes applied to resecuritization
collateral will not be applied to Moody's review of conduit and
fusion commercial mortgage backed securities collateral from the
2006 to 2008 vintages due to a recent ratings sweep of these
transactions.  Based on Moody's current expectations for
commercial real estate performance, Moody's have migrated the
ratings for recent vintage CMBS to levels that Moody's believe
will remain relatively stable for the next 12 to 24 months.  As
such, Moody's has eliminated the vintage stress factor and default
probability resecuritization stress from its analysis of deals
with recent vintage CMBS collateral.

For deals with pre-2006 CMBS collateral, Moody's is adopting the
default probability resecuritization stress assumptions contained
within CDOROM v2.5 to capture the leveraging effect and potential
ratings volatility of the underlying collateral.  For CMBS, this
factor is equivalent to two times the probability of default for
non-Aaa and six times the PD for Aaa-rated collateral.  For CRE
CDOs, this factor is equivalent to four times the probability of
default for non-Aaa and twelve times the PD for Aaa-rated
collateral.  The lower stress for CMBS is due to the historical
stable performance of this asset class.

For CRE CDOs with non-CUSIP collateral, Moody's is eliminating the
additional default probability stress in CDOROM v2.5 that is
applied to corporate debt as Moody's anticipate that the
underlying non-CMBS collateral will experience lower default rates
and higher recovery rates.  In addition, Moody's is reducing the
maximum over concentration stress applied to correlation factors
by half due to the diversity of tenants, property types, and
geographic locations inherent in the collateral pools.  For those
deals that are significantly less diversified, Moody's will add
back over concentration stress as warranted.

In Moody's analysis of synthetic CRE CDOs, it historically
employed a fixed recovery rate by the asset's original rating and
tranche size.  Moody's current analysis uses a simulation based
mean recovery rate based on the asset's current rating and tranche
size.  This is consistent with the assumptions underlying CDOROM
v2.5.  With this more robust approach, Moody's expects to capture
in Moody's ratings more of the tail risk associated with
variability of recovery rates.

As always, Moody's ratings are determined by a committee process
that considers both quantitative and qualitative factors.  The
rating outcome may differ from the model output.

Moody's monitors transactions on both a monthly basis through a
review of the available Trustee Reports and a periodic basis
through a full review.  This is Moody's first full review since
securitization.  Moody's review at securitization is summarized in
a Pre-Sale Report dated February 19, 2007.


SASCO 2008-C2: Moody's Junks Rating on $1,639,621,398 Notes
-----------------------------------------------------------
Moody's Investors Service downgraded the rating of one class of
Notes issued by SASCO 2008-C2, LLC:

  -- $1,639,621,398 SASCO 2008-C2, LLC floating rate term notes
     due 2038, downgraded to Ca from B3; previously on 3/12/2009
     placed on watch for downgrade

The Note is being downgraded to reflect continuing uncertainty
relating to the bankruptcy filing by Lehman Brothers Holdings Inc.

The transaction was issued with a Master Participation agreement,
but without a "true sale" opinion relating to the transfer of the
participation interests, which then largely ties the interests in
the collateral backing the Note to the senior unsecured rating of
LBHI.  LBHI filed for bankruptcy protection on September 15, 2008.
On December 8, 2008, Moody's Investors Service downgraded the
senior unsecured ratings of LBHI, and those of certain guaranteed
subsidiaries, to C and subsequently on December 10, 2008 withdrew
the ratings of LBHI.  While the Note issued by Sasco 2008-C2, LLC
is currently outstanding and performing, Moody's are downgrading
the Note to Ca pending further developments in the bankruptcy
proceedings and determination of the bankruptcy filing's impact on
recoveries under the Note.

As always, Moody's ratings are determined by a committee process
that considers both quantitative and qualitative factors.  The
rating outcome may differ from the model output.

Moody's monitors transactions on both a monthly basis through a
review of the available Trustee Reports and a periodic basis
through a full review.  Moody's prior full review is summarized in
a press release dated September 18, 2008.


                           Ratings List

     Ratings Placed On CreditWatch With Negative Implications

               Harman International Industries Inc.

                             To                  From
                             --                  ----
                             BB+/Watch Neg/--    BB+/Negative/--
Johnson Controls Inc.       BBB/Watch Neg/A-2   BBB/Stable/A-2
Magna International Inc.    BBB/Watch Neg/--    BBB/Negative/--
Shiloh Industries Inc.      BB-/Watch Neg/--    BB-/Negative/--
Stoneridge Inc.             B+/Watch Neg/--     B+/Negative/--
TRW Automotive Inc.         B+/Watch Neg/--     B+/Negative/--


SATURNS TRUST: S&P Raises Ratings on 2002-4 Units from 'BB+'
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on SATURNS
Trust No. 2002-4's class A and B units to 'BBB' from 'BB+'.

The rating actions follow the April 22, 2009, raising of S&P's
rating on the underlying securities, DPL Capital Trust II's 8.125%
trust preferred capital securities due Sept. 1, 2031, to 'BBB'
from 'BB+'.

The ratings on the units are dependent on the rating on the
underlying securities.


SIGNATURE 5: Moody's Has Not Taken Rating Actions on Notes
----------------------------------------------------------
Moody's Investors Service has not withdrawn, reduced, or taken any
other adverse action with respect to its current ratings on these
notes issued by Signature 5 L.P. as a result of the Issuer's
execution on April 21, 2009 of the Optional Redemption in part of
the Class A Floating Rate Notes:

  -- US$355,000,000 Class A Floating Rate Notes due 2012, Aaa;
     previously on January 9, 2001 Assigned Aaa;

  -- US$57,000,000 Class B-1 Floating Rate Notes due 2012,
     Baa1; previously on January 9, 2001 Assigned Baa1;

  -- US$28,000,000 Class B-2 Fixed Rate Notes due 2012, Baa1;
     previously on January 9, 2001 Assigned Baa1;

  -- US$20,000,000 Class C Fixed Rate Notes due 2012, B2;
     previously on February 8, 2006 Assigned B2;

The Co-Issuers elected to redeem 6.67% of the aggregate
outstanding principal amount of the Class A Floating Rate Notes
due 2012 on April 27, 2009.  On the Redemption Date, 6.67% of the
aggregate outstanding principal amount of the Securities became
due and payable at the redemption price equal to 100% of the
principal amount being redeemed, plus accrued and unpaid interest
thereon to, April 27, 2009.

The Securities were repaid using the sale proceeds from the sale
of one underlying asset (U.S. Treasury with CUSIP 9128277L0).
Moody's believes that the sale of the aforementioned underlying
asset and the subsequent pay down of the Securities using the sale
proceeds from such sale have no material credit impact on ratings
of the remaining outstanding notes.

Many CDO documents (to which Moody's is never a party) specify
that, in order to execute an optional redemption, the issuer must
obtain an opinion from the rating agencies that the execution of
the optional redemption would not in and of itself result in the
related ratings being downgraded or withdrawn at the time of the
execution.  This type of provision is typically referred to in the
CDO indenture as a "rating agency confirmation" or "RAC".  Moody's
is never obligated to provide a RAC, and the decision whether or
not to issue a RAC lies entirely within Moody's sole discretion.

Before providing a RAC regarding an optional redemption, the
proposal will be reviewed by a Moody's credit committee which will
consider, among other things, the performance of the specific CDO
and portfolio manager and the specifics of the optional redemption
and the particular structure of the CDO.  A RAC is purely an
opinion, as of the point in time at which the RAC is provided,
that the optional redemption in isolation does not introduce
sufficient additional credit risk so as to negatively impact the
related ratings.  In other words, it does not consider the impact
of other factors on the ratings, such as collateral deterioration.
Also, the RAC does not address any other, non-credit related
impact that the optional redemption might have.  Moody's further
emphasizes that a RAC is not a substitute for noteholder consent
or for independent analyses by noteholders of the impact on them
of any optional redemption.


SOUNDVIEW HOME: Moody's Downgrades Rating on 14 Securities
----------------------------------------------------------
Moody's Investors Service has downgraded the rating of fourteen
securities from three transactions issued by Soundview.  These
actions are part of an ongoing review of subprime RMBS
transactions.

The rating actions are the result of an analysis of credit
enhancement relative to updated collateral loss projections.  The
revised loss projections generally result from deterioration in
collateral performance in recent months.  Additionally, most
effected transactions have, at some point, passed performance
triggers and released portions of credit enhancement.

Moody's approach to analyzing seasoned subprime pools i.e. prior
to 2H 2005 takes into account the annualized loss rate from last
12 months and the projected loss rate over next 12 months, and
then translates these measures into lifetime losses based on a
deal's expected remaining life. Recent Losses are calculated by
assessing cumulative losses incurred over the past 12-months as a
percentage of the average pool factor in the last year.  For
Pipeline Losses, Moody's uses an annualized roll rate of 15%, 30%,
65% and 90% for loans that are delinquent 60-days, 90+ days, are
in foreclosure, and REO respectively.  Moody's then applies deal-
specific severity assumptions, in this case ranging from 60% to
70%.  The results of these two calculations - Recent Losses and
Pipeline Losses - are weighted to arrive at the lifetime
cumulative loss projection.

The complete rating actions:

Soundview Home Equity Loan Trust 2001-2

  -- Cl. AF, Downgraded to Aa2; previously on 6/29/2001 Assigned
     Aaa

  -- Cl. M-1, Downgraded to A2; previously on 6/29/2001 Assigned
     Aa2

  -- Cl. M-2, Downgraded to Ba1; previously on 2/5/2008 Downgraded
     to Baa2

Soundview Home Loan Trust 2004-1

  -- Cl. M-9, Downgraded to Ba1; previously on 10/12/2004 Assigned
     Baa3

  -- Cl. B-1, Downgraded to Ca; previously on 11/7/2007 Downgraded
     to B1

  -- Cl. B-2, Downgraded to C; previously on 11/7/2007 Downgraded
     to Caa1

Soundview Home Loan Trust 2004-WMC1

  -- Cl. M-3, Downgraded to A3; previously on 1/27/2005 Assigned
     Aa3

  -- Cl. M-4, Downgraded to Baa2; previously on 1/27/2005 Assigned
     A1

  -- Cl. M-5, Downgraded to Baa3; previously on 1/27/2005 Assigned
     A2

  -- Cl. M-6, Downgraded to Ba2; previously on 1/27/2005 Assigned
     A3

  -- Cl. M-7, Downgraded to Caa2; previously on 1/27/2005 Assigned
     Baa1

  -- Cl. M-8, Downgraded to C; previously on 1/27/2005 Assigned
     Baa2

  -- Cl. M-9, Downgraded to C; previously on 1/27/2005 Assigned
     Baa3

  -- Cl. M-10, Downgraded to C; previously on 11/14/2007
     Downgraded to Ba3


TANEY COUNTY: S&P Downgrades Rating on $40.63 Mil. Bonds to 'BB'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term rating to
'BB' from 'BBB' on Taney County Industrial Development
Authority's, Missouri's $40.63 million series 1998A and 2005B
revenue bonds, issued for Skaggs Community Health Center.

The 'BB' rating reflects the health system's operational
challenges that produced a negative 5.1% operating margin for the
10-month period ended Feb. 28, 2009, versus a negative 1.0% for
the same period in 2008.  Management also reports challenged
balance sheet metrics, with 37 days' cash on hand, cash to debt of
40%, and leverage of 49% as of the 10 months ended Feb. 28, 2009,
which is primarily attributable to investment portfolio
performance.  In addition, the system reports open CEO and CFO
positions, which is an added credit concern during this
challenging economic environment.

"The negative outlook reflects the magnitude of the challenged
operations, covenant violations, and the need for permanent senior
management to help transition the organization," said Mr.
Williamson.

Skaggs Community Health Center is a 152-bed acute-care hospital
located in Branson, Missouri.  The hospital is a sole community
provider serving Taney and Stone counties.  The market share
remains dominant (61.0% of Taney County in 2008), although it has
decreased slightly from 63.6% in 2005.

In S&P's opinion, maximum annual debt service coverage was weak
for the 10 months of fiscal 2009 at just 0.7x compared with 2.3x
for fiscal 2008.  Liquidity at Skaggs has always been thin, in
S&P's view, and remains weak with only 37 days' cash on hand as of
Feb. 28, 2009 (56 days at the end of fiscal 2008).

Standard & Poor's has assigned the system a Debt Derivative
Profile score of '2' on a scale of '1' to '4', with '1'
representing the lowest risk and '4', the highest risk.  The
overall score of '2' indicates that the swap issued by Branson
Ortho/Neuro Center, a subsidiary of Skaggs Community Health
Center, represents a low risk at this time.


TRADEWINDS II: Moody's Junks Rating on Class A 2006-1 Notes
-----------------------------------------------------------
Moody's Investors Service has downgraded its rating of Class A
notes issued by Tradewinds II CDO SPC for the account of the
Series 2006-1 Segregated Portfolio, a repackaged CDO security.

The US$60M transaction has three components; (i) $47.25M credit
default swap referencing corporate obligations, (ii) $42.75M
Lehman Brothers Treasury Co. BV Floating Rate European Medium-Term
Notes dated March 30, 2006 due June 20, 2011, ISIN: XS0249955930
as permitted investment, and (iii) $29M ML CBO XXI Class B1 and
Class B2 notes of which the cashflow is used to repay the
principal of the Class A notes in the transaction.  According to
the trustee note valuation report dated as of April 14, 2009, the
aggregate outstanding amount of the Class A notes outstanding was
$40,066,239.07.

Moody's explained that the rating action taken is the result of
the impairment of the $42.75M of Lehman Brothers Treasury Co. BV
Floating Rate European Medium-Term Notes.  Moody's Investors
Service downgraded the senior ratings of Lehman Brothers Holdings
Inc., and those of certain guaranteed subsidiaries, to C from B3
on December 8,2008.  The rating of the LBT, a Lehman subsidiary,
is based solely upon the quality of the guarantee from LBHI.
Lehman Brothers Holdings Inc. filed for protection under Chapter
11 of the U.S. Bankruptcy Code on September 15, 2008.  Although
the transaction continues to receive cashflow from the two classes
of notes from ML CBO XXI for principal repayment, such cashflow
will not be sufficient to cover the full par amount of the
transaction.

Moody's explained that the rating action has also taken into
account (i) the application of revised and updated key modeling
parameter assumptions that Moody's uses to rate and monitor
ratings of corporate synthetic CDOs and (ii) the deterioration in
the credit quality of the transaction's reference portfolio.  The
revisions affect key parameters in Moody's model for rating
corporate synthetic CDOs: default probability, asset correlation,
and other credit indicators such as ratings reviews and outlooks.

Moody's initially analyzed and continues to monitor this
transaction using primarily the methodology for CDO Repacks and
Corporate synthetic CDOs as described in Moody's Special Reports:

  -- Rating CDO Repacks: An Application of The Structured Note
     Methodology (February 2004)

  -- Moody's Approach to Rating Corporate Collateralized Synthetic
     Obligations (March 2009)

The rating action is:

1) Class Description: Class A Notes

  -- Current Rating: C
  -- Prior Rating: Baa3
  -- Prior Rating Date: March 31, 2006


TRANSFERABLE CUSTODIAL: Moody's Lifts Rating on Receipts from Ba3
-----------------------------------------------------------------
Moody's Investors Service has upgraded its rating of a Note issued
by Transferable Custodial Receipts.

The rating actions are:

Transferable Custodial Receipts

  -- Transferable Custodian Receipts Notes, Upgraded to A1;
     Previously on 1/22/2009 Upgraded to Ba3

The Note is a repack of the Class A-2 Floating Rate Notes issued
by Bristol CDO I Ltd., a multisector CDO that closed in October
2002 and is insured by CIFG Assurance North America, Inc currently
rated Ba3. The Class A-2 Floating Rate Notes are currently rated
A1. The A-2 notes were downgraded to A1 from Aaa on 02/26/2009.

These rating actions are a result of Moody's modified approach to
rating structured finance securities wrapped by financial
guarantors.  Please see the press release dated November 10, 2008,
titled "Moody's modifies approach to rating structured finance
securities wrapped by financial guarantors".  The rating of these
securities is equal to the higher of (i) the guarantor's insurance
financial strength rating and (ii) the underlying rating (i.e.,
absent consideration of the guaranty) on the security.


TRUST CERTIFICATES: S&P Raises Rating on $32 Mil. Certs. to 'CCC-'
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its rating on Trust
Certificates Series 2002-1 Trust's $32 million trust certificates
series 2002-1 to 'CCC-' from 'D'.  At the same time, Standard &
Poor's corrected the rating history on the certificates.

The rating actions reflect the April 13, 2009, raising of S&P's
rating on Ford Motor Co.'s 7.7% debentures due May 15, 2097, the
underlying security, to 'CCC-' from 'D'.

The rating on the certificates is dependent on the rating on the
underlying security.

S&P is correcting the rating history on the certificates to
reflect the lowering of S&P's rating on the underlying security to
'C' from 'CCC-' on March 4, 2009, and to 'D' from 'C' on April 6,
2009.  The corresponding rating actions on the certificates were
not publicly released due to a process delay.


UBS 2007-FL1: Fitch Downgrades Ratings on Various Classes of Notes
------------------------------------------------------------------
Fitch Ratings downgrades and removes from Rating Watch Negative
this class of UBS 2007-FL1 commercial mortgage pass-through
certificates and revises the Rating Outlook:

  -- $3 million class O-BH to 'BB-' from 'BBB-'; Outlook Negative.

Additionally Fitch downgrades and revises Rating Outlooks as
indicated on these classes:

  -- $309.5 million class A-2 to 'AA' from 'AAA'; to Outlook
     Negative from Stable;

  -- $57.3 million class B to 'A+' from 'AA+'; to Outlook Negative
     from Stable;

  -- $31 million class C to 'A' from 'AA'; to Outlook Negative
     from Stable;

  -- $27.2 million class D to 'A-' from 'AA-'; to Outlook Negative
     from Stable;

  -- $27.2 million class E to 'BBB' from 'A+'; to Outlook Negative
     from Stable;

  -- $27.2 million class F to 'BB+' from 'A'; to Outlook Negative
     from Stable;

  -- $27.2 million class G to 'BB-' from 'A-'; to Outlook Negative
     from Stable;

  -- $29.1 million class H to 'B+' from 'BBB+'; to Outlook
     Negative from Stable;

  -- $27.1 million class J to 'B' from 'BBB'; Outlook Negative;

  -- $27.1 million class K to 'B-' from 'BBB-'; Outlook Negative;

  -- $35 million class L to 'CCC/RR1' from 'BBB-';

  -- $6.7 million class M-MP to 'B-' from 'BBB+'; Outlook
     Negative;

  -- $7 million class N-MP to 'B-' from 'BBB'; Outlook Negative;

  -- $16.3 million class O-MP to 'B-' from 'BBB-'; Outlook
     Negative;

  -- $4.5 million class O-WC to 'BB-' from 'BBB-'; Outlook
     Negative.

Fitch also affirms and revises the Rating Outlooks as indicated on
these classes:

  -- $901,683,821 A-1 at 'AAA'; Outlook Stable;

  -- Interest-only class X at 'AAA'; Outlook Stable;

  -- $5 million class O-HW at 'BBB-'; to Outlook Negative from
     Stable;

  -- $1.9 million class O-MD at 'BBB-'; to Outlook Negative from
     Stable.

Fitch does not rate classes O-SA or O-HA.

The downgrades are due to certain loans which may not have
sufficient time to stabilize prior to maturity or have
stabilization plans which have become less feasible in the current
economic climate.  The loans which are not stabilizing as expected
consist of these: four loans secured by land intended for
development, four loans secured by office properties with
significant vacancies, seven loans secured by hotels, two loans
secured by multi-family properties and one loan secured by a
portfolio of skilled nursing facilities.

There are four loans (15.3%) which are secured by land parcels
intended for development.  Fitch believes that the current
economic climate, combined with a decline in land values, may make
the original development plans for these properties unfeasible and
refinancing the loans will be difficult.  The largest of the land
loans is the Maui Prince Resort (12.22%) which is secured by a 310
room resort hotel, two golf courses and approximately 1,200 acres
of land in Maui, Hawaii.  The borrower is in the process of
obtaining zoning and entitlement changes to develop a luxury
residential and resort community.  The loan included a $55 million
future funding component to fund debt service for the life of the
loan of which approximately $19 million remains.  The loan matures
Sept. 9, 2009 and has three one-year extension options.  The
future funding component is expected to be sufficient to cover
debt service until maturity at which point the borrower will have
to contribute additional debt service reserves in order for the
loan to extend.  Two of the three other land loans RexCorp NJ/Long
Island Land (0.88%) and RexCorp Plainview Land (0.85%) have
exercised partial releases.  Those loans have paid down 8.08% and
32.86% respectively.

Four loans (12.48%) are secured by office properties with
significant vacancies.  At issuance the sponsors' business plans
envisioned leasing up the vacant space at market rates.  The
downturn and the economy and subsequent softening of the leasing
markets make the successful realization of those plans unlikely.
Two properties are located in Reston and Fairfax, Virginia (7.8%),
Princeton, New Jersey (3%) and Boston, Massachusetts (1.7%).
Currently the properties have occupancy rates which range from
26.7% to 58.5%.

Seven loans (23%) are secured by hotel properties which Fitch
considers unlikely to meet the stabilized performance levels
predicted at issuance.  The largest of these loans and the second
largest loan in the pool is the Essex House (12%) which is secured
by a 515 room hotel and five condominium units located in New York
City on Central Park.  Twenty-six condominium units were included
in the collateral at issuance of which 21 have been sold and the
loan paid down by 9.3%.  The ultra-luxury segment of the hotel
market to which the property caters has been especially hard hit
by the economic downturn.  Of the remaining six properties, two
are located in California (5.5%), two in Texas (2.6%), one in
Florida (1.3%) and one in New Jersey (1.1%).

Two loans (10.8%) are secured by multi-family properties which
Fitch does not expected to stabilize as originally projected at
issuance.  The Magazine Multifamily Portfolio (7%) is secured by
six properties totaling 2,120 units located in Florida.  As of
March the properties were 91% occupied compared to 95% at
issuance.  The Waterstone and Copper Canyon loan is secured by two
properties totaling 924 units, located in Corona and Riverside,
California.  As of February 2009 the properties were 85% occupied
compared to 95% at issuance.

The Beverley Healthcare Portfolio loan (2.2%) is secured by six
skilled nursing facilities in Indiana and Wisconsin containing a
total of 810 beds.  The properties have experienced a significant
increase in operating expenses since issuance.

As of the April 2009 distribution date, the transaction has paid
down approximately 1.5% to $1.57 billion from $1.6 billion at
issuance.

Nearly all of the loans (93.72%) mature in 2009.  All of the the
loans which matured in January through April 2009 used existing
extension options.  The servicer has indicated that the borrowers
have expressed their intentions to extend loans which mature in
May and June 2009.  All of the loans which have remaining 2009
maturities have extension options ranging from one to three years.
Generally loans require certain debt service coverage ratio tests
or posting of additional debt service reserves to be extended.


WACHOVIA BANK: Fitch Downgrades Ratings on 2007-WHALE 8 Certs.
--------------------------------------------------------------
Fitch Ratings downgrades and revises Outlooks as indicated on
these classes of Wachovia Bank Commercial Mortgage Trust, series
2007-WHALE 8, commercial mortgage pass-through certificates:

  -- $345,361,000 class A-2 to 'AA' from 'AAA'; Outlook Stable;

  -- $61,593,000 class B to 'AA-' from 'AA+'; Outlook Stable;

  -- $47,506,000 class C to 'A+' from 'AA+'; to Outlook Negative
     from Outlook Stable;

  -- $71,159,000 class D to 'A' from 'AA'; to Outlook Negative
     from Outlook Stable;

  -- $46,604,000 class E to 'A-' from 'AA-'; to Outlook Negative
     from Outlook Stable;

  -- $46,604,000 class F to 'BBB+' from 'A+'; to Outlook Negative
     from Outlook Stable;

  -- $46,605,000 class G to 'BBB' from 'A'; to Outlook Negative
     from Outlook Stable;

  -- $30,448,000 class H to 'BBB-' from 'A-'; to Outlook Negative
     from Outlook Stable;

  -- $1,917,065 class AP-1 to 'B-' from 'BBB'; to Outlook Negative
     from Outlook Stable;

  -- $4,970,993 class AP-2 to 'B-' from 'BBB-'; to Outlook
     Negative from Outlook Stable;

  -- $3,800,000 class LP-1 to 'BB' from 'BBB'; to Outlook Negative
     from Outlook Stable;

  -- $9,100,000 class LP-2 to 'BB-' from 'BBB-'; to Outlook
     Negative from Outlook Stable;

  -- $2,100,000 class LP-3 to 'B+' from 'BB+'; to Outlook Negative
     from Outlook Stable;

In addition, Fitch downgrades and removes from Rating Watch
Negative these classes:

  -- $10,138,000 class J to 'BB' from 'BBB+'; Outlook Negative;

  -- $5,197,000 class K to 'B+' from 'BBB'; Outlook Negative;

  -- 12,503,000 class L to 'B' from 'BBB-'; Outlook Negative;

  -- $53,020,858 class LXR-1 to 'BB-' from 'BBB+'; Outlook
     Negative;

  -- $70,759,454 class LXR-2 to 'BB-' from 'BBB-'; Outlook
     Negative;

In addition, this class is downgraded and remains on Rating Watch
Negative:

  -- $3,300,000 class FSN-1 to 'B-' from 'BB+'.

In addition, Fitch affirms and revises Outlooks as indicated on
these classes:

  -- $776,288,203 class A-1 'AAA'; Outlook Stable;

  -- Interest only class X-1B 'AAA'; Outlook Stable;

  -- $3,800,000 class HH-1 'BBB-'; to Outlook Negative from
     Outlook Stable;

  -- $3,600,000 class MH-1 'BBB-'; Outlook Negative.

Fitch does not rate the non-pooled AP-3, AP-4, HH-2, FSN-2 and MH-
2 classes.  Classes FA and X-1A have paid in full.

The downgrades and Negative Outlooks reflect the continuing
concern surrounding the stabilization of LXR Hospitality Pool
(63.9%), the largest loan in the pool, as well as the high
percentage (88.1%) of Fitch loans of concern.  Six of the nine
loans no longer maintain their investment-grade shadow ratings.
The downgrades also address the decline in performance and the
expectation that the anticipated increased or stabilized net cash
flow will not be attained.  The ratings also reflect the high
percentage of hotel loans (94.8%).  The Rating Outlooks reflect
the likely direction of any rating changes over the next one to
two years.

The Four Seasons Nevis (3.5%) remains in special servicing. The
property suffered damage and flooding from Hurricane Omar on Oct.
15, 2008 and is currently closed. The loan had a scheduled
maturity date of Oct. 9, 2008; however, it transferred to special
servicing on Oct. 23, 2008 after failing to meet the extension
conditions in light of the hotel's closure. The special servicer
is currently moving forward with foreclosure.

Fitch has identified five other loans of concern (84.6% of the
pool), including LXR Hospitality Pool (63.9%), Longhouse
Hospitality Pool (9.8%), Ashford Hospitality Pool (5.7%), The
James Hotel (3.3%) and Troon North Golf (1.9%).  The performance
of these loans is below expectations from issuance as revenues are
dependent on discretionary consumer spending.

LXR Hospitality Portfolio, the largest loan, has paid down
principal due to the release of collateral.  The loan is currently
collateralized by a portfolio of 12 hotels representing 4,742
rooms located in Florida, California, Arizona, New York, Puerto
Rico and Jamaica.  The unadjusted servicer provided combined
occupancy for year-end 2008 was 67.5%, with an average daily rate
(ADR) of $214.6 and RevPAR of $144.9.  While the portfolio's
performance continues to improve post-renovations, cash flow
increases have been modest and stabilization has fallen behind
schedule.  The three casino properties, located in Puerto Rico,
have not met casino revenue expectations from issuance.  Updated
Fitch estimations of value based on lower net cash flow and
stressed market conditions indicate that the current portfolio
value may be lower than the value determined at issuance.  The
loan has a May 9, 2009 maturity date with three one-year extension
options.

Longhouse Portfolio, the second largest loan, is secured by 42
extended-stay hotels representing 5,600 rooms located in 11
states.  The year-end 2008 servicer provided portfolio occupancy
was 63.5% with an ADR of $45 and RevPAR of $28.  The loan, which
continues to perform below expectations, has a June 9, 2009
maturity with three one-year extension options.  The ratings and
Outlook reflect the potential for further decline in performance
given the expected stresses to the property sector and locations.

The third largest loan, Hudson Hotel, is collateralized by an 805-
room hotel located in New York, New York.  The year-end 2008
servicer provided portfolio occupancy was 91%, ADR was $283, and
RevPAR was $256, compared with 87.1%, $262, and $229,
respectively, at issuance.  The loan has a July 12, 2010 maturity
with one 15-month extension option.

As of the April 2009 distribution date, the transaction's
aggregate certificate balance has decreased 14.8% to $1.678
billion from $1.968 billion at issuance.  The nine remaining loans
in the transaction are interest-only, and the 14.8% pay-down is
due to the fourth largest loan, 717 Fifth Avenue paying in full
along with the release of collateral from three loans: LXR
Hospitality, Ashford Hospitality and Southeast Multifamily Pool.
Fitch reviewed the most recent servicer provided operating
statement analysis reports for all of the loans.

Currently, hotel assets collateralize seven loans or 95% of the
pool, and a portfolio of multifamily properties and a golf course
represent 3% and 2% of the pool, respectively.  The non-pooled
participation interest of seven loans in the trust, LXR
Hospitality Pool, Ashford Hospitality Pool, Longhouse Hospitality
Pool, Hudson Hotel, Four Seasons Nevis, and Mondrian Hotel, are
structured as rake classes.

The remaining balance of the scheduled maturities is 79.4% in 2009
and 17.1% in 2010, and all have extension options, except Troon
North Golf (2%) which matures in 2010.


WASHINGTON MUTUAL: Moody's Affirms Ratings on 2003-C1 Notes
-----------------------------------------------------------
Moody's Investors Service affirmed the ratings of 13 classes and
downgraded two classes of Washington Mutual Asset Securities
Corp., Series 2003-C1.  The downgrades are due to higher expected
losses for the pool resulting from higher leverage, anticipated
losses from loans in special servicing, and concerns about the
refinance risk associated with loans approaching maturity.  Six
loans, representing 10.7% of the pool, mature within the next 12
months.  The action is the result of Moody's on-going surveillance
of commercial mortgage backed securities transactions.

As of the April 27, 2009 distribution date, the transaction's
aggregate certificate balance has decreased by approximately 76%
to $138.3 million from $571.9 million at securitization.  The
Certificates are collateralized by 74 seasoned mortgage loans
ranging in size from less than 1% to 12% of the pool, with the top
10 loans representing 46% of the pool.

Fifteen loans, representing 25% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the
Commercial Mortgage Securities Association's monthly reporting
package.  The majority of the watchlisted loans have significant
performance issues, such as low occupancy or low debt service
coverage.  One of the larger watchlisted loans of concern is the
Onyx Pharmaceutical Building loan ($3.8 million -- 2.8%), which is
secured by an industrial building located in Richmond, California.
Although the loan is current, the property has been vacant for the
past two years.

One loan has been liquidated from the pool resulting in a minimal
realized loss.  Currently there is one loan, representing 1% of
the pool, in special servicing.  Moody's is estimating a $490,000
loss from this specially serviced loan.

Moody's was provided with full-year 2007 and partial-year 2008
operating results for 100% and 79% of the pool respectively.
Moody's loan to value ratio is 73% compared to 65% at Moody's
prior full review in March 2008.

The top three loans represent 24.1% of the outstanding pool
balance.  The largest loan is the Center Pointe Plaza Loan ($16.6
million -- 12.0%), which is secured by a 252,400 square foot power
center located in Christiana (suburban Wilmington), Delaware.  The
center was 100% occupied as of March 2009, the same as at last
review.  Major tenants include Home Depot (lease expiration
December 2016), Babies 'R Us (lease expiration January 2013) and
T.J. Maxx (lease expiration February 2013).  The loan has
amortized 7% since last review.  Moody's LTV is 51% compared to
53% at last review.

The second largest loan is the 33 Irving Place Loan ($10.0 million
-- 7.2%), which is secured by a 166,300 square foot class B office
building located in the East Midtown South submarket of New York
City.  The loan has amortized 3% since last review.  Moody's LTV
is 44% compared to 43% at last review.

The third largest loan is the Laurel Vista Apartments Loan ($6.8
million -- 4.9%), which is secured by a 62 unit multifamily
property located in Los Angeles, California.  The property was 90%
occupied as of December 2008 compared to 100% at last review.
Property performance has declined due to the deterioration in
occupancy.  The loan has amortized by 2% since last review.
Moody's LTV is 86% compared to 78% at last review.

Moody's rating action is:

  -- Class A, $ 142,475,563, affirmed at Aaa; previously affirmed
     at Aaa on 3/20/2008

  -- Class B, $11,438,000, affirmed at Aaa; previously affirmed at
     Aaa on 3/20/2008

  -- Class C, $2,859,000, affirmed at Aaa; previously affirmed at
     Aaa on 3/20/2008

  -- Class D, $12,867,000, affirmed at Aaa; previously affirmed at
     Aaa on 3/20/2008

  -- Class E, $2,860,000, affirmed at Aaa; previously upgraded to
     Aaa from Aa1 on 3/20/2008

  -- Class F, $4,289,000, affirmed at Aaa; previously upgraded to
     Aaa from Aa3 on 3/20/2008

  -- Class G, $5,718,000, affirmed at Aa2; previously upgraded to
     Aa2 from A2 on 3/20/2008

  -- Class H, $2,860,000, affirmed at A1; previously upgraded to
     A1 from Baa1 on 3/20/2008

  -- Class J, $5,718,000, affirmed at Baa1; previously upgraded to
     Baa1 from Ba1 on 3/20/2008

  -- Class K, $4,289,000, affirmed at Ba1; previously upgraded to
     Ba1 from Ba2 on 3/20/2008

  -- Class L, $1,430,000, affirmed at Ba2; previously upgraded to
     Ba2 from Ba3 on 3/20/2008

  -- Class M, $2,859,000, affirmed at B1; previously affirmed at
     B1 on 3/20/2008

  -- Class N, $2,860,000, downgraded to Caa1 from B2; previously
     affirmed at B2 on 3/20/2008

  -- Class O, $1,429,000, downgraded to Caa1 from B3; previously
     affirmed at B3 on 3/20/2008

  -- Class X, Notional, affirmed at Aaa; previously affirmed at
     Aaa on 3/20/2008


WELLS FARGO: Moody's Downgrades Rating on Securities to 'B2'
------------------------------------------------------------
Moody's Investors Service downgraded to B2 from A3 the ratings on
Preferred Purchase Securities issued by Wells Fargo Capital XIII
and Wells Fargo Capital XV and on Wachovia Income Trust Securities
issued by Wachovia Capital Trust III.  All three entities are
trusts created by Wells Fargo.  The rating outlook is
"developing".

All other ratings of Wells Fargo were affirmed. Senior debt issued
by Wells Fargo & Company is rated A1, subordinated debt is rated
A2, junior subordinated debt is rated A3 and preferred stock is
rated B2.  Wells Fargo Bank N.A.'s bank financial strength rating
is D+, and the bank is rated Aa2 for deposits.  The outlook on all
senior and subordinate debt ratings is stable, while the outlook
on the BFSR and the PPS, WITs and preferred stock is "developing".

PPS and WITS securities were issued by trusts that hold junior
subordinated notes of Wells Fargo plus a forward purchase contract
that obligates the trust to purchase non-cumulative perpetual
preferred stock from Wells Fargo in five years.  Beginning in 2011
for the WITS and 2013 for PPS, the junior subordinated notes will
be remarketed to new investors and the proceeds of the remarketing
will be used to satisfy the original investors' obligations to
purchase the non-cumulative preferred stock under the terms of the
forward contract.  If the remarketing is not successful, the trust
is obligated to exchange the junior subordinated notes for non-
cumulative preferred stock from Wells Fargo no later than March
2012 for the WITS and March and September 2014 for the PPS issued
by Wells Fargo Capital XIII and Wells Fargo Capital XV,
respectively.  This process can be accelerated only if Wells
Fargo's regulatory capital ratios fall below "well capitalized" or
its regulator determines that the company is at risk of falling
below "well capitalized."

The B2 rating and developing outlook on the PPS and WITS brings
them to the same level as the rating on Wells Fargo's other
preferred securities.  It is Moody's normal practice to rate such
instruments at the preferred rating level because the hybrid's
ultimate claim on the bank is a preferred stock claim.  In
addition, Wells Fargo's current tangible common equity ratio and
Tier 1 regulatory capital ratio are comparatively low and its
holding of non-TARP preferred is relatively modest.  As a result,
if its non-TARP preferred stock were to be exchanged into common
equity, the resulting new layer of equity would not likely be
sufficient to address Wells Fargo's capital levels.  This makes
the PPS and WITS more susceptible to an early acceleration of the
forward contract and potential exchange into common equity.

The developing rating outlook on the preferred stock rating and
the BFSR is in response to their sensitivity to both capital and
asset quality trends for Wells Fargo.  If Wells Fargo can build
capital through earnings or attract capital, then positive ratings
pressures could emerge for both the BFSR and preferred stock.  In
contrast, if Wells Fargo's capital ratios fall and there is no
compensating action taken, then negative ratings pressures would
likely emerge for both ratings.

Finally, the two ratings could move in opposite directions.  If
Wells Fargo's capital ratios fall and, in response, the bank
suspends preferred dividends and/or initiates an exchange of
preferred stock into equity while accelerating the conversion of
the PPS and WITS to non-cumulative preferred stock, there could be
negative pressure on the ratings of the preferred stock and on the
PPS and WITS.  However, the resulting improvement in common equity
could be positive for the BFSR at the completion of this
initiative.

The latest rating action on Wells Fargo Capital XIII, Wells Fargo
Capital XV, and Wachovia Capital Trust III was on March 25, 2009
when Moody's lowered the rating to A3 from A1.

Wells Fargo & Company is headquartered in San Francisco.  Its
reported assets were $1.3 trillion as of March 31st, 2009.

Issuer: Wachovia Capital Trust III

Downgrades:

  -- Preferred Stock Preferred Stock, Downgraded to B2 from A3

  -- Preferred Stock Shelf, Downgraded to (P)B2 from (P)A3

Outlook Actions:

  -- Outlook, Changed To Developing From Stable

Issuer: Wells Fargo Capital XIII

Downgrades:

  -- Preferred Stock Preferred Stock, Downgraded to B2 from A3

  -- Preferred Stock Shelf, Downgraded to (P)B2 from (P)A3

Outlook Actions:

  -- Outlook, Changed To Developing From Stable

Issuer: Wells Fargo Capital XV

Downgrades:

  -- Preferred Stock Preferred Stock, Downgraded to B2 from A3

Outlook Actions:

  -- Outlook, Changed To Developing From Negative


WELLS FARGO: Moody's Downgrades Ratings on 94 Tranches
------------------------------------------------------
Moody's Investors Service has downgraded 94 tranches and confirmed
1 tranche from 15 deals issued by Wells Fargo Mortgage Backed
Securities Trust in 2006 and 2007.

The collateral backing these transactions consists primarily of
first-lien, adjustable rate, Jumbo mortgage loans.  The actions
are triggered by the quickly deteriorating performance -- marked
by rising delinquencies and loss severities, along with concerns
about the continuing drop in housing prices nationwide and the
rising unemployment levels.  The actions reflect Moody's updated
expected losses on the jumbo sector announced in a press release
on March 19th, 2009, and are part of Moody's on-going review
process.

Moody's final rating actions are based on current ratings, level
of credit enhancement, collateral performance and updated pool-
level loss expectations relative to current level of credit
enhancement.  Moody's took into account credit enhancement
provided by seniority, cross-collateralization, time tranching,
and other structural features within the senior note waterfalls.

Loss estimates are subject to variability and are sensitive to
assumptions used; as a result, realized losses could ultimately
turn out higher or lower than Moody's current expectations.
Moody's will continue to evaluate performance data as it becomes
available and will assess the pattern of potential future defaults
and adjust loss expectations accordingly as necessary.

Complete rating actions are:

Wells Fargo Mortgage Backed Sec 2007-AR7 Trust

  -- Cl. A-1, Downgraded to Caa2; previously on 3/19/2009 Ba2
     Placed Under Review for Possible Downgrade

Wells Fargo Mortgage Backed Sec 2007-AR8 Trust

  -- Cl. A-1, Downgraded to Caa1; previously on 3/19/2009 Ba2
     Placed Under Review for Possible Downgrade

Wells Fargo Mortgage Backed Sec 2007-AR9 Trust

  -- Cl. A-1, Downgraded to Baa2; previously on 3/19/2009 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to Caa2; previously on 3/19/2009 A2
     Placed Under Review for Possible Downgrade

  -- Cl. A-IO, Downgraded to Baa2; previously on 3/19/2009 Aaa
     Placed Under Review for Possible Downgrade

Wells Fargo Mtge Backed Securities 2006-8 Trust

  -- Cl. I-A-1, Downgraded to Ba1; previously on 3/19/2009 Aa1
     Placed Under Review for Possible Downgrade

Wells Fargo Mtge Backed Securities 2006-AR1 Trust

  -- Cl. I-A-1, Downgraded to Caa1; previously on 3/19/2009 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-1, Downgraded to B3; previously on 3/19/2009 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Downgraded to B2; previously on 3/19/2009 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-3, Downgraded to B3; previously on 3/19/2009 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-4, Downgraded to B3; previously on 3/19/2009 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-5, Downgraded to B3; previously on 3/19/2009 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-6, Downgraded to Ca; previously on 3/19/2009 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. B-1, Downgraded to C; previously on 3/19/2009 B3 Placed
     Under Review for Possible Downgrade

  -- Cl. B-2, Downgraded to C; previously on 3/19/2009 Caa1 Placed
     Under Review for Possible Downgrade

  -- Cl. B-3, Downgraded to C; previously on 3/19/2009 Caa2 Placed
     Under Review for Possible Downgrade

  -- Cl. B-4, Downgraded to C; previously on 3/19/2009 Caa3 Placed
     Under Review for Possible Downgrade

Wells Fargo Mtge Backed Securities 2006-AR12 Trust

  -- Cl. I-A-1, Downgraded to B3; previously on 3/19/2009 A3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-2, Downgraded to Ca; previously on 3/19/2009 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-1, Downgraded to B3; previously on 3/19/2009 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Downgraded to Ca; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

Wells Fargo Mtge Backed Securities 2006-AR14 Trust

  -- Cl. I-A-1, Downgraded to Caa1; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-2, Downgraded to B3; previously on 3/19/2009 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-3, Downgraded to B3; previously on 3/19/2009 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-4, Downgraded to Caa1; previously on 3/19/2009 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-5, Downgraded to B3; previously on 3/19/2009 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-6, Downgraded to B3; previously on 3/19/2009 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-7, Downgraded to B3; previously on 3/19/2009 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-8, Downgraded to Ca; previously on 3/19/2009 A2
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-9, Downgraded to B3; previously on 3/19/2009 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-10, Downgraded to B3; previously on 3/19/2009 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-1, Downgraded to Caa1; previously on 3/19/2009 A3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Downgraded to Caa1; previously on 3/19/2009 A3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-3, Downgraded to Caa1; previously on 3/19/2009 A3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-4, Downgraded to Ca; previously on 3/19/2009 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. III-A-1, Downgraded to B3; previously on 3/19/2009 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. III-A-2, Downgraded to Ca; previously on 3/19/2009 A2
     Placed Under Review for Possible Downgrade

  -- Cl. III-A-3, Downgraded to B3; previously on 3/19/2009 Aa1
     Placed Under Review for Possible Downgrade

Wells Fargo Mtge Backed Securities 2006-AR15 Trust

  -- Cl. A-1, Downgraded to B2; previously on 3/19/2009 Aa2 Placed
     Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to Ba3; previously on 3/19/2009 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to Ca; previously on 3/19/2009 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to Ba3; previously on 3/19/2009 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-IO, Downgraded to Ba3; previously on 3/19/2009 Aaa
     Placed Under Review for Possible Downgrade

Wells Fargo Mtge Backed Securities 2006-AR16 Trust

  -- Cl. A-1, Downgraded to B3; previously on 3/19/2009 Aa2 Placed
     Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to Ca; previously on 3/19/2009 A2 Placed
     Under Review for Possible Downgrade

  -- Cl. A-IO, Downgraded to B3; previously on 3/19/2009 Aa2
     Placed Under Review for Possible Downgrade

Wells Fargo Mtge Backed Securities 2006-AR18 Trust

  -- Cl. I-A-1, Downgraded to B2; previously on 3/19/2009 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-2, Downgraded to Ca; previously on 3/19/2009 A2
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-IO, Downgraded to B2; previously on 3/19/2009 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-1, Downgraded to B3; previously on 3/19/2009 A2
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Downgraded to Ca; previously on 3/19/2009 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-IO, Downgraded to B3; previously on 3/19/2009 A2
     Placed Under Review for Possible Downgrade

Wells Fargo Mtge Backed Securities 2006-AR19 Trust

  -- Cl. A-1, Downgraded to Ba3; previously on 3/19/2009 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to Ba1; previously on 3/19/2009 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to Ba3; previously on 3/19/2009 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to Ba2; previously on 3/19/2009 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-5, Downgraded to Ba2; previously on 3/19/2009 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-6, Downgraded to Ba3; previously on 3/19/2009 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-7, Downgraded to Ca; previously on 3/19/2009 Aa3 Placed
     Under Review for Possible Downgrade

  -- Cl. A-8, Downgraded to Ba2; previously on 3/19/2009 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-IO, Downgraded to Ba1; previously on 3/19/2009 Aaa
     Placed Under Review for Possible Downgrade

Wells Fargo Mtge Backed Securities 2006-AR5 Trust

  -- Cl. I-A-1, Downgraded to Caa1; previously on 3/19/2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-2, Downgraded to Ca; previously on 3/19/2009 Caa1
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-1, Downgraded to Caa1; previously on 3/19/2009 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Downgraded to Ca; previously on 3/19/2009 Caa1
     Placed Under Review for Possible Downgrade

  -- Cl. B-1, Downgraded to C; previously on 3/19/2009 Caa3 Placed
     Under Review for Possible Downgrade

  -- Cl. B-2, Downgraded to C; previously on 3/19/2009 Ca Placed
     Under Review for Possible Downgrade

  -- Cl. B-3, Downgraded to C; previously on 3/19/2009 Ca Placed
     Under Review for Possible Downgrade

Wells Fargo Mtge Backed Securities 2006-AR6 Trust

  -- Cl. I-A-1, Downgraded to B3; previously on 3/19/2009 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-1, Downgraded to B3; previously on 3/19/2009 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Downgraded to Caa1; previously on 3/19/2009 A2
     Placed Under Review for Possible Downgrade

  -- Cl. III-A-1, Downgraded to B2; previously on 3/19/2009 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. III-A-2, Downgraded to Caa1; previously on 3/19/2009 A2
     Placed Under Review for Possible Downgrade

  -- Cl. IV-A-1, Downgraded to A1; previously on 3/19/2009 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. IV-A-2, Downgraded to B3; previously on 3/19/2009 A2
     Placed Under Review for Possible Downgrade

  -- Cl. V-A-1, Downgraded to A3; previously on 3/19/2009 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. V-A-2, Downgraded to B3; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. VI-A-1, Confirmed at Aaa; previously on 3/19/2009 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. VI-A-2, Downgraded to B3; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. VII-A-1, Downgraded to Baa1; previously on 3/19/2009 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. VII-A-2, Downgraded to B3; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

Wells Fargo Mtge Backed Securities 2006-AR7 Trust

  -- Cl. I-A-1, Downgraded to Caa1; previously on 3/19/2009 A3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-2, Downgraded to Ca; previously on 3/19/2009 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-1, Downgraded to Caa1; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Downgraded to B3; previously on 3/19/2009 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-3, Downgraded to Ca; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-4, Downgraded to Caa1; previously on 3/19/2009 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-5, Downgraded to Caa1; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-6, Downgraded to Caa1; previously on 3/19/2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-7, Downgraded to Ca; previously on 3/19/2009 Ba3
     Placed Under Review for Possible Downgrade

Wells Fargo Mtge Backed Securities 2007-AR3 Trust

  -- Cl. A-1, Downgraded to Caa1; previously on 3/19/2009 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to Caa2; previously on 3/19/2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to Caa2; previously on 3/19/2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to Caa1; previously on 3/19/2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-5, Downgraded to Ca; previously on 3/19/2009 B3 Placed
     Under Review for Possible Downgrade

The ratings on the notes were assigned after evaluating factors
determined applicable to the credit profile of the notes, such as:

i) the nature, sufficiency, and quality of historical performance
information available for the asset class as well as for the
transaction sponsor,

ii) collateral analysis,

iii) an analysis of the policies, procedures and alignment of
interests of the key parties to the transaction, most notably the
originator and the servicer,

iv) an analysis of the transaction's allocation of collateral
cashflow and capital structure,

v) an analysis of the transaction's governance and legal
structure, and

vi) a comparison of these attributes against those of other
similar transactions.


WILMINGTON TRUST: Moody's Cuts Multiple Shelf Rating to 'Ba1'
-------------------------------------------------------------
Moody's Investors Service downgraded the ratings of Wilmington
Trust Corporation (long-term issuer rating to Baa3 from Baa1) and
its operating bank subsidiary, Wilmington Trust Company (bank
financial strength rating to C- from C; long-term deposits to Baa2
from A3).  The short-term deposit rating of Prime-2 was affirmed.
The rating outlook is negative.  This concludes the review for
possible downgrade initiated on March 12, 2009.  Wilmington Trust
Corporation and its bank subsidiary are referred to hereafter as
"Wilmington."

Moody's downgrade and negative outlook reflect the rating agency's
view that Wilmington's capital position, both its regulatory
capital and tangible common equity, could come under pressure over
the next 12 to 18 months because of its large real estate lending
concentration, as well as its investments in bank trust preferred
securities.  Although Moody's had previously incorporated this
concentration into Wilmington's ratings, its loss expectations for
CRE have increased sharply, especially for construction and land,
as indicated in Moody's Structured Finance Rating Methodology
dated February 5, 2009.  In this methodology, Moody's states that
commercial property values declined sharply in 2008 and are
expected to continue falling over the next 12 to 24 months.

Wilmington's true CRE, excluding owner occupied, equals
approximately $3.3 billion, or over 4 times TCE, including hybrid
equity credit.  Wilmington's land and development exposure is more
than one-third of this amount, which Moody's considers an elevated
level.  Over the last five quarters, Wilmington's nonperforming
assets, including 90 days past due, have increased by almost three
times to $281 million, or 30% of TCE and reserves, at March 31,
2009.  About half of Wilmington's nonperforming loans are
construction-related.  The deterioration in Wilmington's portfolio
was especially sharp in the latter part of 2008.  The rating
agency noted that Wilmington's asset quality performance has
benefited somewhat from its mid Atlantic footprint, which has not
experienced the same severity of real estate market deterioration
as many other areas of the country, and where unemployment has
been below the national average through 2008.  However as the
credit cycle unfolds, Moody's expects further deterioration in
Wilmington's markets and its loan portfolio.

Another factor in the downgrade was Wilmington's bank preferred
investments, which were $160 million (amortized cost) as of
December 31, 2008, of which $103 million were trust preferred
CDOs.  Moody's notes the correlation between CRE and bank trust
preferred CDOs, and expects the further deterioration in the
residential construction sector will result in continued write-
downs of Wilmington's CDO portfolio.  Moody's analysis of the loss
content of this portfolio incorporates Moody's recent downgrade of
these securities.  On March 27, 2009, Moody's Structured Finance
Group concluded its review of all bank and insurance trust
preferred CDOs at which time most of the super senior Aaa notes
were downgraded to A/Baa and most of the junior Aaa notes were
downgraded to below investment grade.

Wilmington's sound capital ratios support its current ratings.
Tier 1 was 9.4% as of March 31, 2009.  This rating action
incorporates the flexibility Wilmington has in reducing its common
dividend again to support capital should elevated credit costs
threaten to weaken its internal capital generation.

The rating agency pointed out that in the first quarter the
company's capital ratios improved as a result of balance sheet
management and positive earnings.  The company's liquidity profile
has also improved over the last two quarters because it reduced
its wholesale funding.

The rating action is consistent with Moody's announcement that it
is recalibrating some of the weights and relative importance
attached to certain rating factors within its current bank rating
methodologies.  Capital adequacy, in particular, takes on
increasing importance in determining the bank financial strength
rating in the current environment.

Moody's last rating action was on March 12, 2009 when Wilmington's
ratings were placed on review for possible downgrade.

Wilmington Trust Corporation, which is headquartered in
Wilmington, Delaware, reported total assets of $11.5 billion as of
March 31, 2009.

Issuer: Wilmington Trust Company

Downgrades:

  -- Bank Financial Strength Rating, Downgraded to C- from C
  -- Senior Unsecured Deposit Rating, Downgraded to Baa2 from A3
  -- Issuer Rating, Downgraded to Baa2 from A3
  -- OSO Senior Unsecured OSO Rating, Downgraded to Baa2 from A3

Outlook Actions:

  -- Outlook, Changed To Negative From Rating Under Review

Issuer: Wilmington Trust Corporation

Downgrades:

  -- Issuer Rating, Downgraded to Baa3 from Baa1

  -- Multiple Seniority Shelf, Downgraded to a range of (P)Ba1 to
     (P)Baa3 from a range of (P)Baa2 to (P)Baa1

  -- Subordinate Regular Bond/Debenture, Downgraded to Ba1 from
     Baa2

Outlook Actions:

  -- Outlook, Changed To Negative From Rating Under Review


WINGS CBO: Moody's Downgrades Rating on 2004-2 Notes to 'Ca'
------------------------------------------------------------
Moody's Investors Service has downgraded these notes issued by CBO
Holdings XIV Ltd., Series WINGS CBO 2004-2:

The rating actions are:

  -- US$7,200,000 Class A Notes Due June 2037(the "Class A
     Notes), Downgraded to Ca; previously on 8/5/2008 Downgraded
     to Caa2 and remains on Review for Possible Downgrade

The Class A Notes are repacks of the Class A-2 Floating Rate Notes
originally issued by Oceanview CBO I, Ltd., a multisector CDO that
closed in June 2002.  Class A-2 Notes were downgraded on
04/29/2009 to Ca.


* Fitch Downgrades Ratings on 84 Classes from Action Rate Reviews
-----------------------------------------------------------------
Fitch Ratings on April 29 announced the results of the bulk of its
auction rate review.  Fitch had downgraded 84 classes consisting
of 36 senior and 48 subordinate or junior subordinate classes from
25 trusts.

With less than 10 trusts remaining to be reviewed in the near
future, any transactions not reported have either been affirmed or
not yet reviewed.

Fitch will publish a list of all rating actions taken over the
next few days.

Academic Finance Corp, 2005 Indenture

  -- Series 2005 B-1 downgraded to 'BB' from 'A'.

Access to Loans for Learning Student Loan Corp. - 1998 Master
Trust IV (CA)

  -- Series IV-C-1 bonds downgraded to 'BBB' from 'A';
  -- Series IV-C-2 bonds downgraded to 'BBB' from 'A'.

Brazos Higher Education Authority, Inc. - 1999 Indenture of Trust

  -- Series 2006 B-1 downgraded to 'B' from 'A'.

Brazos Higher Education Authority, Inc. - Amended and Restated
2002 Indenture Trust (1993A/C)

  -- Series 2000B-1 downgraded to 'BB' from 'A';
  -- Series 2000C-1 downgraded to 'BB' from 'A';
  -- Series 2001C-1 downgraded to 'BB' from 'A';
  -- Series 2002C-1 downgraded to 'BB' from 'A';
  -- Series 2002C-2 downgraded to 'BB' from 'A';
  -- Series 2004C-1 downgraded to 'BB' from 'A'.

Brazos Higher Education Authority, Inc. - Amended and Restated
2003 Indenture Trust (1992C) (TX)

  -- Series 2001 B-1 downgraded to 'BB' from 'A'.

Brazos Higher Education Authority, Inc. - Amended and Restated
2004 Indenture Trust (1993B) (TX)

  -- Series 1999B-1 downgraded to 'B' from 'A';
  -- Series 2001B-2 downgraded to 'B' from 'A';
  -- Series 2003B-1 downgraded to 'B' from 'A';
  -- Series 2003B-2 downgraded to 'B' from 'A';
  -- Series 2004B-1 downgraded to 'B' from 'A'.

Brazos Student Finance Corp. - 2001 Indenture of Trust

  -- Series 2004 B-1 downgraded to 'BB' from 'A'
  -- Series 2004 B-2 downgraded to 'BB' from 'A'

Brazos Student Finance Corp. - 2003 Indenture of Trust

  -- Series 2003 B-1 downgraded to 'BB' from 'A'.

Brazos Student Finance Corp. - 2003-2 Trust

  -- Series 2003 B-2 downgraded to 'BB' from 'A';
  -- Series 2003 B-3 downgraded to 'BB' from 'A'.

Brazos Student Finance Corp. - Amended and Restated 1995 Indenture
of Trust (1995)

  -- Series 2006 B-1 downgraded to 'B' from 'A'.

EdInvest - Amended and Restated 2006 Indenture of Trust (2003)

  -- Series 2003 B-1 to 'B' from 'A';
  -- Series 2004 B-1 to 'B' from 'A';
  -- Series 2005 B-1 to 'B' from 'A'.

Education Funding Services, Inc. - 2005 Indenture of Trust

  -- -Series 2007 B-1, downgraded to 'B' from 'A'

Education Loans Inc. - 1998 Indenture Trust

  -- -Class 1998-1K downgraded to 'A' from 'AAA'

Education Loans Inc 1999-1

  -- Series 1999-1A downgraded to 'A' from 'AAA';
  -- Series 2001-1A downgraded to 'A' from 'AAA';
  -- Series 2001-1B downgraded to 'A' from 'AAA';
  -- Series 2002-1A downgraded to 'A' from 'AAA';
  -- Series 2002-1B downgraded to 'A' from 'AAA';
  -- Series 2003-1B downgraded to 'A' from 'AAA';
  -- Series 2003-1C downgraded to 'A' from 'AAA'
  -- Series 1999-1C downgraded to 'B' from 'A';
  -- Series 2001-1C downgraded to 'B' from 'A'.
  -- Series 2002-1C downgraded to 'B' from 'A'
  -- Series 2003-1D downgraded to 'B' from 'A'.

Education Loans Inc. 2004-1

  -- Series 2004-A1 downgraded to 'AA' from 'AAA';
  -- Series 2004-A3 downgraded to 'AA' from 'AAA';
  -- Series 2004-A4 downgraded to 'AA' from 'AAA';
  -- Series 2004-B1 downgraded to 'B' from 'A'

Education Loans Inc. 2004-CD

  -- Series 2004-C1 downgraded to 'AA-' from 'AAA';
  -- Series 2004-C2 downgraded to 'AA-' from 'AAA';
  -- Series 2004-C5 downgraded to 'AA-' from 'AAA';
  -- Series 2004-D downgraded to 'B' from 'A';

EFSI - Amended and Restated 2006 Indenture of Trust (2003)

  -- Series 2003 B-1 downgraded to 'BB' from 'A';
  -- Series 2004 B-1 downgraded to 'BB' from 'A';
  -- Series 2005 B-1 to downgraded to 'BB' from 'A'

Education Lending Group, Inc. - Education Funding Capital Trust -
II

  -- Subordinate Series B-1 downgraded to 'A' from 'AAA'.

Education Lending Group, Inc. - Education Funding Capital Trust -
III

  -- Subordinate Series B-1 downgraded to 'A' from 'AAA'.

Education Lending Group, Inc. - Education Funding Capital Trust -
IV

  -- Subordinate Series B-1 downgraded to 'A' from 'AA'.

Federated Student Finance Corporation - Amended and Restated 2006
Indenture of Trust (2003)

  -- Series 2003 B-1 downgraded to 'BB' from 'A';
  -- Series 2004 B-1 downgraded to 'BB' from 'A';
  -- Series 2005 B-1 downgraded to 'BB' from 'A'.

FinanSure Student Loan Master Trust I 2007-1

  -- Class C-1 downgraded to 'BB' from 'BBB' and is on Rating
     Watch Negative

Mississippi Higher Education Assistance Corp. - 2004 Indenture of
Trust (MS)

  -- 2004 B-1 downgraded to 'BB' from 'A'
  -- 2007 B-1 downgraded to 'BB' from 'A'

NextStudent Master Trust I

  -- Series 2006A-1 downgraded to 'BBB' from 'AAA';
  -- Series 2006A-2 downgraded to 'BBB' from 'AAA';
  -- Series 2006A-3 downgraded to 'BBB' from 'AAA';
  -- Series 2006A-4 downgraded to 'BBB' from 'AAA';
  -- Series 2006A-5 downgraded to 'BBB' from 'AAA';
  -- Series 2006A-6 downgraded to 'BBB' from 'AAA';
  -- Series 2006A-7 downgraded to 'BBB' from 'AAA';
  -- Series 2006A-8 downgraded to 'BBB' from 'AAA';
  -- Series 2007A-1 downgraded to 'BBB' from 'AAA';
  -- Series 2007A-2 downgraded to 'BBB' from 'AAA';
  -- Series 2007A-3 downgraded to 'BBB' from 'AAA';
  -- Series 2007A-4 downgraded to 'BBB' from 'AAA';
  -- Series 2007A-5 downgraded to 'BBB' from 'AAA';
  -- Series 2007A-6 downgraded to 'BBB' from 'AAA';
  -- Series 2007A-7 downgraded to 'BBB' from 'AAA';
  -- Series 2007A-8 downgraded to 'BBB' from 'AAA';
  -- Series 2007A-9 downgraded to 'BBB' from 'AAA';
  -- Series 2007A-10 downgraded to 'BBB' from 'AAA';
  -- Series 2007A-11 downgraded to 'BBB' from 'AAA';
  -- Series 2007A-12 downgraded to 'BBB' from 'AAA';
  -- Series 2007A-13 downgraded to 'BBB' from 'AAA';
  -- Series 2007A-14 downgraded to 'BBB' from 'AAA';
  -- Series 2007A-15 downgraded to 'BBB' from 'AAA'.
  -- Series 2006B-1 downgraded to 'B' from 'A';
  -- Series 2007B-1 downgraded to 'B' from 'A'.

Trinity Higher Education Authority, Inc. - 2004 Indenture

  -- Series 2004B-1 downgraded to 'BB' from 'A'


* Fitch Releases Results on Rating Review of Student Loan ABS
-------------------------------------------------------------
Fitch Ratings has completed the bulk of its review of all student
loan ABS with auction rate exposures.

Fitch initiated the review of its student loan ABS transactions
with auction rate bonds following the disruption in the auction
rate market.  Fitch's analysis focused on transactions that
utilized auction rate debt to finance FFELP and private student
loan collateral.  While most trusts were structured to withstand
the market freeze, several were affected significantly by the
market dislocation.

The review consisted of 109 trusts and as of March 31, 2009, both
senior and subordinate bonds of over 70 trusts were affirmed.
Fitch downgraded 84 classes consisting of 36 senior and 48
subordinate or junior subordinate classes from 25 trusts.  The
downgrade results are:

Senior bonds rated AAA:

  -- 7 bonds downgraded to 'A';
  -- 3 bonds downgraded to 'AA';
  -- 3 bonds downgraded to 'AA-';
  -- 23 bonds downgraded to 'BBB'.

Subordinate bonds:

  -- 3 bonds downgraded to 'A' from 'AAA';
  -- 1 bond downgraded to 'A' from 'AA';
  -- 2 bonds downgraded to 'BBB' from' A';
  -- 22 bonds downgraded to 'BB' from 'A';
  -- 19 bonds downgraded to 'B' from 'A';
  -- 1 bond downgraded to 'BB' from 'BBB'.

Classes downgraded to 'BB' and 'B' could experience principal
losses but are expected to receive timely interest payments for a
number of years depending on the transaction structure and
interest rate environment.  There are less than ten trusts
remaining to be reviewed, and Fitch expects that the review will
be fully completed in the coming weeks.

Fitch's auction rate review was primarily focused on the direction
and speed of parity change, the transaction structure and the
generation of excess spread.  A declining parity ratio indicated
that the trust was not generating sufficient income to cover its
interest and expenses.  The maximum auction rate definition was a
critical factor in Fitch's analysis as this rate dictated the
amount of bond interest paid to investors.  For most tax-exempt
trusts, definitions were based on an index such as 91-day t-bill,
SIFMA or the Kenny Index, and 90-day CP.  For most trusts with
taxable ARS, the definition was based on LIBOR plus a spread or
the net loan rate, which is typically the student loan rate minus
fees.

Fitch's analysis revealed that, due to the current interest rate
environment, those trusts with maximum rate definitions based on
91-day t-bill, 90-day CP, SIFMA and the Kenny Index were able to
build parity as these indices either declined or remained
relatively low for most of 2008.  As a result, the ratings of
these trusts were affirmed.  Additionally, the debt structure of
many of the trusts that were affirmed were mixed funded with debt
having a lower cost of funds which positively impacted parity.

It is important to note that although these trusts were able to
survive the current interest rate environment, there is latent
basis risk, and a change in interest rates could cause issues in
the future.

The majority of rating downgrades occurred in trusts that were
under-collateralized, and where the maximum auction rate was held
at the net loan rate.  In most cases, the imbalance between the
assets and liabilities created a mismatch between the earnings
received on the assets and the interest expense paid on the bonds.
As a result, principal receipts were used to pay bond interest.
Further, some of these trusts also contained a significant
percentage of private student loans that were experiencing higher
than expected defaults, thus adding to the parity deterioration.


* Moody's Downgrades Rating on 19 Combination Note Securities
-------------------------------------------------------------
Moody's Investors Service has downgraded 19 combination note
securities whose underlying components are significantly linked to
bank and insurance Trust Preferred CDO tranches.  The ratings of
the combination notes' underlying components were updated on March
27, 2009.  The rating actions are the result of an analysis
primarily based on the weighted average rating of the component
ratings.

ALESCO Preferred Funding IV, Inc.

  -- Series I Combination Notes, Downgraded to Ca; previously on
     5/28/2004 Assigned Ba3

  -- Series III Combination Notes, Downgraded to Ca; previously on
     5/28/2004 Assigned Baa3

ALESCO Preferred Funding XI, Ltd.

  -- US$27,000,000 Combination Notes Due 2036, Downgraded to Ca;
     previously on 6/30/2006 Assigned A2

Preferred CPO Limited

  -- $1,000,000 Certificates due 7/26/30, Downgraded to Ba2;
     previously on 8/11/2000 Assigned Baa1

  -- $20,000,000 Certificates due 7/26/30, Downgraded to Ba2;
     previously on 8/11/2000 Assigned A3

  -- $500,000 Certificates due 7/26/30, Downgraded to Ba2;
     previously on 8/11/2000 Assigned A3

PreTSL Combination Series P XXV Trust

  -- Series 2, Downgraded to Ca; previously on 3/26/2007 Assigned
     A3

Preferred Term Securities XXVI, Ltd.

  -- PreTSL US$11,500,000 Combination Series P XXVI-2
     Certificates, Downgraded to Ca; previously on 6/29/2007
     Assigned A3

PreTSL Combination Certificates

  -- PreTSL Combination Series P XVIII-3 Certificates, Downgraded
     to Caa3; previously on 8/29/2007 Assigned Baa2

  -- PreTSL Combination Series P XIX-4 Certificates, Downgraded to
     Caa3; previously on 8/29/2007 Assigned Baa2

PreTSL Combination Trust I (for PTS XV)

  -- US$10,000,000 Combination Certificates, Series P XV-1 due
     2034, Downgraded to Caa2; previously on 9/24/2004 Assigned
     Baa2

PreTSL Combination Trust I (for PTS XVI)

  -- US$5,000,000 Combination Certificates, Series P XVI-1 due
     2035, Downgraded to Caa2; previously on 12/30/2004 Assigned
     Baa1

Regional Diversified Funding 2005-1 -- Series Trust I

  -- US$13,000,000 Series A Trust Units, Downgraded to Ca;
     previously on 4/29/2005 Assigned Baa2

Regional Diversified Funding 2005-1 -- Series Trust II

  -- US$15,500,000 Series N Trust Units, Downgraded to Ca;
     previously on 4/29/2005 Assigned Baa2

In these transactions, Moody's also considered the methodology for
structured notes as described in Moody's Special Reports listed:

  -- Moody's Refines Its Approach to Rating Structured Notes (July
     1997)

  -- Using the Structured Note Methodology to Rate CDO Combo-Notes
     (February 2004)

Preferred Term Securities XXVI, Ltd.

  -- PreTSL US$500,000 Combination Series P XXVI-1
     Certificates, Downgraded to Aa1; previously on 6/29/2007
     Assigned Aaa

PreTSL Combination Trust I

  -- US$15,200,000 Combination Certificates, Series P XIX-1 due
     2035, Downgraded to Aa1; previously on 9/27/2005 Assigned Aaa

PreTSL Combination Trust I

  -- US$10,000,000 Combination Certificates, Series P XX-2 due
     2038, Downgraded to Aa1; previously on 12/22/2005 Assigned
     Aaa

PreTSL Combination

  -- US$500,000 Combination Certificates, Series P XXII-1,
     Downgraded to Aa1; previously on 6/29/2006 Assigned Aaa

PreTSL Combination Certificates

  -- US$500,000 Combination Certificates, Series P XXIII-1,
     Downgraded to Aa1; previously on 9/29/2006 Assigned Aaa


* Moody's Downgrades Ratings on 94 Notes by 23 CDO Transactions
---------------------------------------------------------------
Moody's Investors Service has downgraded its ratings of 94 Notes
issued by 23 collateralized debt obligation transactions which
consist of significant exposure to one or more of Alt-A, Option-
ARM and subprime RMBS securities, CLOs, or CMBS.  Moody's
explained that the rating actions reflect certain updates and
projections and recent rating actions on underlying assets on
these asset classes as described below. Some of the deals have
also experienced an Event of Default.

According to a press release, on average, Moody's is now
projecting cumulative losses of about 20% for 2006 securitizations
and about 24% for 2007 securitizations.

Moody's revised loss projections for subprime RMBS issued from
2005 to 2007 were described in a press release published on
February 26, 2009.  The revised loss projection for 2006 vintage
subprime pools is expected to fall within the range of 28% to 32%
of the original balance of such pools, whereas Moody's previous
estimate was 22%.  For 2005 and 2007 pools, such projections are
expected to range from 12% to 14% and 33% to 37% of original
balance, respectively.

A review of all U.S. commercial mortgage backed securities conduit
and fusion transactions rated during the period from 2006 through
2008, and all large loan and single borrower transactions
regardless of vintage was concluded recently.  The review was
announced in a Press Release on February 5, 2009.

Moody's announced revisions and updates to certain key
assumptions, including Default Probability and Diversity Score,
that it uses to rate and monitor collateralized loan obligations
in a Press Release published on February 4, 2009.  The completion
of the first stage of its two-stage review of U.S. and EMEA cash
flow CLOs was announced on March 27, 2009.  As of March 23,
Moody's had downgraded approximately 2,071 tranches from 668
transactions.

In addition, Moody's explained that the rating actions taken
incorporate the application of revised and updated key modeling
parameter assumptions that Moody's uses to rate and monitor
ratings of SF CDOs.  The revisions affect the three key parameters
in Moody's model for rating SF CDOs: asset correlation, default
probability and recovery rate.  Moody's announced the changes to
these assumptions in a press release published on December 11,
2008.

Moody's initially analyzed and continues to monitor these
transactions using primarily the methodology and its supplements
for ABS CDOs as described in Moody's Special Report:

  -- Moody's Approach to Rating SF CDOs (March 2009)

The rating actions are:

Adams Square Funding II, Ltd.

  -- US$600,000,000 Class A1 Floating Rate Notes Due 2047,
     Downgraded to C; previously on 8/26/2008 Downgraded to Ca

ARLO VII Series 2007-1 (SABS)

  -- EUR21,000,000 Variable Secured Limited Recourse Credit-
     Linked Notes due 2047, Downgraded to C; previously on
     12/11/2008 Downgraded to Caa3 and Placed Under Review for
     Possible Downgrade

Bernoulli High Grade CDO I, Ltd.

  -- Class A1-A First Priority Senior Secured Floating Rate Notes,
     Downgraded to Ca; previously on 12/16/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

  -- Class A-1B First Priority Senior Secured Floating Rate Notes,
     Downgraded to B3; previously on 12/16/2008 Downgraded to Ba3
     and remains on Review for Possible Downgrade

  -- Class A-2 Second Priority Senior Secured Floating Rate Notes,
     Downgraded to C; previously on 10/27/2008 Downgraded to Ca

  -- Class B Third Priority Senior Secured Floating Rate Notes,
     Downgraded to C; previously on 10/27/2008 Downgraded to Ca

Cairn Mezz ABS CDO III Limited

  -- US$550,000,000 Class A1-VF Senior Secured Floating Rate
     Notes Due 2047, Downgraded to C; previously on 12/11/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

  -- US$75,000,000 Class A2A Senior Secured Floating Rate Notes
     Due 2047, Downgraded to C; previously on 12/11/2008
     Downgraded to Ca

  -- US$148,000,000 Class A2B Senior Secured Floating Rate
     Notes Due 2047, Downgraded to C; previously on 12/11/2008
     Downgraded to Ca

  -- US$67,000,000 Class B1 Senior Secured Floating Rate Notes
     Due 2047, Downgraded to C; previously on 5/21/2008 Downgraded
     to Caa3 and remains on Review for Possible Downgrade

  -- US$11,000,000 Class B2 Senior Secured Floating Rate Notes
     Due 2047, Downgraded to C; previously on 5/21/2008 Downgraded
     to Caa3 and remains on Review for Possible Downgrade

  -- US$13,000,000 Class C1 Mezzanine Secured Deferrable
     Interest Floating Rate Notes Due 2047, Downgraded to C;
     previously on 5/21/2008 Downgraded to Caa3 and remains on
     Review for Possible Downgrade

  -- US$18,750,000 Class C2 Mezzanine Secured Deferrable
     Interest Floating Rate Notes Due 2047, Downgraded to C;
     previously on 5/21/2008 Downgraded to Ca

  -- US$17,000,000 Class C3 Mezzanine Secured Deferrable
     Interest Floating Rate Notes Due 2047, Downgraded to C;
     previously on 5/21/2008 Downgraded to Ca

  -- US$17,000,000 Class D1 Mezzanine Secured Deferrable
     Interest Floating Rate Notes Due 2047, Downgraded to C;
     previously on 5/21/2008 Downgraded to Ca

  -- US$17,000,000 Class D2 Mezzanine Secured Deferrable
     Interest Floating Rate Notes Due 2047, Downgraded to C;
     previously on 5/21/2008 Downgraded to Ca

  -- US$17,000,000 Class D3 Mezzanine Secured Deferrable
     Interest Floating Rate Notes Due 2047, Downgraded to C;
     previously on 5/21/2008 Downgraded to Ca

  -- US$9,250,000 Class E Mezzanine Secured Deferrable Interest
     Floating Rate Notes Due 2047, Downgraded to C; previously on
     5/21/2008 Downgraded to Ca

C-BASS CBO XVIII Ltd.

  -- US$346,000,000 Class A-1 First Priority Senior Secured
     Floating Rate Notes Due 2047, Downgraded to C; previously on
     12/11/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade

  -- US$150,000,000 Class A-2 First Priority Senior Secured
     Fixed Rate Notes Due 2047, Downgraded to C; previously on
     12/11/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade

  -- US$46,500,000 Class B Second Priority Senior Secured
     Floating Rate Notes Due 2047, Downgraded to C; previously on
     4/22/2008 Downgraded to Ca

Charles Fort CDO I, Ltd.

  -- US$220,000,000 Class A-1 First Priority Senior Secured
     Floating Rate Notes due July 9, 2047, Downgraded to C;
     previously on 12/11/2008 Downgraded to Caa3 and remains on
     Review for Possible Downgrade

  -- US$60,000,000 Class A-2 Second Priority Senior Secured
     Floating Rate Notes due July 9, 2047, Downgraded to C;
     previously on 4/22/2008 Downgraded to Ca

  -- US$50,000,000 Class B Third Priority Senior Secured
     Floating Rate Notes due July 9, 2047, Downgraded to C;
     previously on 4/22/2008 Downgraded to Ca

  -- US$24,000,000 Class C Fourth Priority Mezzanine Secured
     Floating Rate Deferrable Interest Notes due July 9, 2047,
     Downgraded to C; previously on 4/22/2008 Downgraded to Ca

Clifton I CDO, Ltd.

  -- US$1,200,000,000 Class A-1 First Priority Senior Secured
     Floating Rate Delayed Draw Notes Due 2052, Downgraded to C;
     previously on 12/11/2008 Downgraded to Caa1 and remains on
     Review for Possible Downgrade

  -- US$55,000,000 Class A-2 Second Priority Senior Secured
     Floating Rate Notes Due 2052, Downgraded to C; previously on
     6/3/2008 Downgraded to Ca

  -- US$65,000,000 Class A-3 Third Priority Senior Secured
     Floating Rate Notes Due 2052, Downgraded to C; previously on
     6/3/2008 Downgraded to Ca

  -- US$67,000,000 Class A-4 Fourth Priority Senior Secured
     Floating Rate Notes Due 2052, Downgraded to C; previously on
     6/3/2008 Downgraded to Ca

  -- US$65,000,000 Class B Fifth Priority Senior Secured
     Floating Rate Notes Due 2052, Downgraded to C; previously on
     6/3/2008 Downgraded to Ca

Cookson SPC Series 2007-2LAC

  -- EUR10,000,000 Series 2007-2LAC Notes Due 2046, Downgraded to
     C; previously on 5/8/2008 Downgraded to Caa3 and remains on
     Review for Possible Downgrade

HG-COLL 2007-1 Ltd.

  -- US$830,000,000 Class A-1LA Floating Rate Notes Due April
     2052, Downgraded to C; previously on 12/11/2008 Downgraded to
     Caa1 and remains on Review for Possible Downgrade

  -- US$95,000,000 Class A-1LB Floating Rate Notes Due April
     2052, Downgraded to C; previously on 12/11/2008 Downgraded to
     Caa3 and remains on Review for Possible Downgrade

  -- US$37,000,000 Class A-2L Floating Rate Notes Due April
     2052, Downgraded to C; previously on 5/9/2008 Downgraded to
     Ca

Istana High Grade ABS CDO I, Ltd.

  -- US$600,000,000 Class A-1 First Priority Delayed Draw
     Floating Rate Notes Due 2048, Downgraded to Ca; previously on
     12/16/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade

Ixion 2007 Series 31

  -- US$13,000,000 Floating Rate Portfolio Credit Linked
     Secured Notes due 2037, Downgraded to C; previously on
     12/11/2008 Downgraded to Caa3 and Placed Under Review for
     Possible Downgrade

Kleros Preferred Funding VIII, Ltd.

  -- US$2,400,000,000 Class A-1A First Priority Senior Secured
     Delayed Draw Floating Rate Notes Due 2052, Downgraded to Ca;
     previously on 12/11/2008 Downgraded to Caa1 and remains on
     Review for Possible Downgrade

  -- US$150,000,000 Class A-1B Second Priority Senior Secured
     Floating Rate Notes Due 2052, Downgraded to C; previously on
     12/11/2008 Downgraded to Caa2 and remains on Review for
     Possible Downgrade

  -- US$180,000,000 Class A-2 Third Priority Senior Secured
     Floating Rate Notes Due 2052, Downgraded to C; previously on
     12/11/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade

  -- US$144,000,000 Class A-3 Fourth Priority Senior Secured
     Floating Rate Notes Due 2052, Downgraded to C; previously on
     5/30/2008 Downgraded to Ca

  -- US$52,500,000 Class B Fifth Priority Senior Secured
     Floating Rate Notes Due 2052, Downgraded to C; previously on
     5/30/2008 Downgraded to Ca

  -- US$19,500,000 Class X Senior Secured Floating Rate Notes
     Due 2013, Downgraded to C; previously on 5/30/2008 Downgraded
     to Ca

Lexington Capital Funding V Ltd.

  -- US$246,000,000 Class A-1 First Priority Senior Secured
     Floating Rate Notes Due 2051, Downgraded to C; previously on
     12/11/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade

  -- US$123,000,000 Class A-2 Second Priority Senior Secured
     Floating Rate Notes Due 2051, Downgraded to C; previously on
     6/2/2008 Downgraded to Ca

  -- US$91,500,000 Class A-3 Third Priority Senior Secured
     Floating Rate Notes Due 2051, Downgraded to C; previously on
     6/2/2008 Downgraded to Ca

  -- US$42,000,000 Class B Fourth Priority Senior Secured
     Floating Rate Notes Due 2051, Downgraded to C; previously on
     6/2/2008 Downgraded to Ca

  -- US$40,000,000 Class C Fifth Priority Mezzanine Secured
     Deferrable Floating Rate Notes Due 2051, Downgraded to C;
     previously on 3/26/2008 Downgraded to Ca

  -- US$28,000,000 Class D Sixth Priority Mezzanine Secured
     Deferrable Floating Rate Notes Due 2051, Downgraded to C;
     previously on 3/26/2008 Downgraded to Ca

  -- US$14,225,000 Class E Seventh Priority Mezzanine Secured
     Deferrable Floating Rate Notes Due 2051, Downgraded to C;
     previously on 3/26/2008 Downgraded to Ca

Libertas Preferred Funding V, Ltd.

  -- US$360,000,000 Class A-1 Senior Secured Floating Rate
     Notes Due 2047, Downgraded to C; previously on 12/11/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

  -- US$30,000,000 Class A-2 Senior Secured Floating Rate Notes
     Due 2047, Downgraded to C; previously on 5/23/2008 Downgraded
     to Ca

  -- US$66,000,000 Class A-3 Senior Secured Floating Rate Notes
     Due 2047, Downgraded to C; previously on 5/23/2008 Downgraded
     to Ca

  -- US$40,500,000 Class B Senior Secured Floating Rate Notes
     Due 2047, Downgraded to C; previously on 5/23/2008 Downgraded
     to Ca

  -- US$31,500,000 Class C Mezzanine Secured Deferrable
     Floating Rate Notes Due 2047, Downgraded to C; previously on
     5/23/2008 Downgraded to Ca

  -- US$23,000,000 Class D Mezzanine Secured Deferrable
     Floating Rate Notes Due 2047, Downgraded to C; previously on
     5/23/2008 Downgraded to Ca

  -- US$22,000,000 Class E Mezzanine Secured Deferrable
     Floating Rate Notes Due 2047, Downgraded to C; previously on
     5/23/2008 Downgraded to Ca

  -- US$20,000,000 Class X Senior Secured Floating Rate Notes
     Due 2013, Downgraded to C; previously on 12/11/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

Magnolia Finance II plc., Series 2006-5

  -- Series 2006-5A, Downgraded to C; previously on 12/16/2008
     Downgraded to B3 and remains on Review for Possible Downgrade

  -- Series 2006-5B, Downgraded to C; previously on 12/16/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

  -- Series 2006-5CE, Downgraded to C; previously on 4/30/2008
     Downgraded to Ca

  -- Series 2006-5CG, Downgraded to C; previously on 4/30/2008
     Downgraded to Ca

  -- Series 2006-5CU, Downgraded to C; previously on 4/30/2008
     Downgraded to Ca

Parapet 2006 Ltd.

  -- US$137,500,000 Class A Floating Rate Notes Due 2045,
     Downgraded to C; previously on 12/16/2008 Downgraded to B3
     and remains on

Review for Possible Downgrade

Ridgeway Court Funding I, Ltd.

  -- Class A1M Notes, Downgraded to C; previously on 12/16/2008
     Downgraded to B2 and remains on Review for Possible Downgrade

  -- Class A1Q Notes, Downgraded to C; previously on 12/16/2008
     Downgraded to B2 and remains on Review for Possible Downgrade

  -- Class A2 Notes, Downgraded to C; previously on 12/16/2008
     Downgraded to Ca

  -- Class A3 Notes, Downgraded to C; previously on 2/5/2008
     Downgraded to Ca

Silver Elms CDO II Limited

  -- US$873,600,000 Class A-1M Floating Rate Senior Secured
     Notes due 2051, Downgraded to C; previously on 12/11/2008
     Downgraded to Caa1 and remains on Review for Possible
     Downgrade

  -- US$151,400,000 Class A-1Q Floating Rate Senior Secured
     Notes due 2051, Downgraded to C; previously on 12/11/2008
     Downgraded to Caa1 and remains on Review for Possible
     Downgrade

  -- US$87,500,000 Class A-2 Floating Rate Senior Secured Notes
     due 2051, Downgraded to C; previously on 5/29/2008 Downgraded
     to Ca

  -- US$74,000,000 Class A-3 Floating Rate Senior Secured Notes
     due 2051, Downgraded to C; previously on 5/29/2008 Downgraded
     to Ca

  -- US$28,000,000 Class B Floating Rate Subordinate Secured
     Notes due 2051, Downgraded to C; previously on 5/29/2008
     Downgraded to Ca

South Coast Funding IX Ltd

  -- $250,000,000 Class A-1B First Priority Senior Secured
     Floating Rate Notes Due 2047, Downgraded to C; previously on
     5/18/2008 Downgraded to Ca

  -- $47,000,000 Class A-2 Second Priority Senior Secured Floating
     Rate Notes Due 2047, Downgraded to C; previously on 5/18/2008

Downgraded to Ca

  -- $37,500,000 Class B Third Priority Senior Secured Floating
     Rate Notes Due 2047, Downgraded to C; previously on 5/18/2008

Downgraded to Ca

  -- $34,500,000 Class C Fourth Priority Mezzanine Secured
     Floating Rate Deferrable Notes Due 2047, Downgraded to C;
     previously on

3/26/2008 Downgraded to Ca

  -- Super Senior Swap, Downgraded to C; previously on 12/11/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

STACK 2007-2 Ltd.

  -- US$330,000,000 Class A-1 Senior Variable Funding Floating
     Rate Notes Due 2047, Downgraded to C; previously on
     12/11/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade

  -- US$138,000,000 Class A-2 Floating Rate Notes Due 2047,
     Downgraded to C; previously on 6/9/2008 Downgraded to Ca

  -- US$46,800,000 Class B Floating Rate Notes Due 2047,
     Downgraded to C; previously on 6/9/2008 Downgraded to Ca

Toro ABS CDO II, LLC

  -- US$885,000,000 Class A-1 First Priority Senior Secured
     Floating Rate Delayed Draw Notes Due June 2043, Downgraded to
     Ca; previously on 12/16/2008 Downgraded to Caa2 and remains
     on Review for Possible Downgrade

  -- US$56,000,000 Class A-2 Second Priority Senior Secured
     Floating Rate Notes Due June 2043, Downgraded to C;
     previously on 7/9/2008 Downgraded to Ca

  -- US$24,000,000 Class B Third Priority Senior Secured Floating
     Rate Notes Due June 2043, Downgraded to C; previously on
     5/9/2008 Downgraded to Ca

  -- US$7,000,000 Class C Fourth Priority Senior Secured Floating
     Rate Notes Due June 2043, Downgraded to C; previously on
     5/9/2008 Downgraded to Ca UBS Euro Note Programme AMPST
     2007-1

  -- US$20,000,000 Floating Rate Credit Linked Notes due 2047,
     Downgraded to C; previously on 12/11/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

West Coast Funding I, Ltd.

  -- US$ 1,187,950,000 Class A-1a Floating Rate Notes Due 2041,
     Downgraded to Ca; previously on 12/16/2008 Downgraded to Ba3
     and remains on Review for Possible Downgrade

  -- US$ 1,187,950,000 Class A-1b Floating Rate Notes Due 2041,
     Downgraded to Ca; previously on 12/16/2008 Downgraded to Ba3
     and remains on Review for Possible Downgrade

  -- US$100,000 Class A-1v Floating Rate Notes Due 2041,
     Downgraded to Ca; previously on 12/16/2008 Downgraded to Ba3
     and remains on Review for Possible Downgrade

  -- US$81,000,000 Class A-2 Floating Rate Notes Due 2041,
     Downgraded to C; previously on 12/16/2008 Downgraded to B1
     and remains on Review for Possible Downgrade

  -- US$81,000,000 Class A-3 Floating Rate Notes Due 2041,
     Downgraded to C; previously on 12/16/2008 Downgraded to B1
     and remains on Review for Possible Downgrade

  -- US$54,000,000 Class B Floating Rate Notes Due 2041,
     Downgraded to C; previously on 12/16/2008 Downgraded to Caa2
     and remains on Review for Possible Downgrade

  -- US$60,750,000 Class C Deferrable Floating Rate Notes Due
     2041, Downgraded to C; previously on 12/16/2008 Downgraded to
     Caa3 and remains on Review for Possible Downgrade

  -- US$33,750,000 Class D Deferrable Floating Rate Notes Due
     2041, Downgraded to C; previously on 5/8/2008 Downgraded to
     Caa3 and Placed Under Review for Possible Downgrade

  -- US$10,000,000 Combination Notes Due 2041, Downgraded to C;
     previously on 12/16/2008 Downgraded to Caa3 and remains on
     Review for Possible Downgrade


* Moody's Downgrades Ratings on 122 Notes by 41 CDO Transactions
----------------------------------------------------------------
Moody's Investors Service has downgraded its ratings of 122 Notes
issued by 41 collateralized debt obligation transactions which
consist of significant exposure to one or more of Alt-A, Option-
ARM and subprime RMBS securities, CLOs, or CMBS.  Moody's
explained that the rating actions reflect certain updates and
projections and recent rating actions on underlying assets on
these asset classes as described below. Some of the deals have
also experienced an Event of Default.

According to a press release, on average, Moody's is now
projecting cumulative losses of about 20% for 2006 securitizations
and about 24% for 2007 securitizations.

Moody's revised loss projections for subprime RMBS issued from
2005 to 2007 were described in a press release published on
February 26, 2009. The revised loss projection for 2006 vintage
subprime pools is expected to fall within the range of 28% to 32%
of the original balance of such pools, whereas Moody's previous
estimate was 22%. For 2005 and 2007 pools, such projections are
expected to range from 12% to 14% and 33% to 37% of original
balance, respectively.

A review of all U.S. commercial mortgage backed securities conduit
and fusion transactions rated during the period from 2006 through
2008, and all large loan and single borrower transactions
regardless of vintage was concluded recently.  The review was
announced in a Press Release on February 5, 2009.

Moody's announced revisions and updates to certain key
assumptions, including Default Probability and Diversity Score,
that it uses to rate and monitor collateralized loan obligations
in a Press Release published on February 4, 2009.  The completion
of the first stage of its two-stage review of U.S. and EMEA cash
flow CLOs was announced on March 27, 2009. As of March 23, Moody's
had downgraded approximately 2,071 tranches from 668 transactions.

In addition, Moody's explained that the rating actions taken
incorporate the application of revised and updated key modeling
parameter assumptions that Moody's uses to rate and monitor
ratings of SF CDOs.  The revisions affect the three key parameters
in Moody's model for rating SF CDOs: asset correlation, default
probability and recovery rate.  Moody's announced the changes to
these assumptions in a press release published on December 11,
2008.

Moody's initially analyzed and continues to monitor these
transactions using primarily the methodology and its supplements
for ABS CDOs as described in Moody's Special Report:

  -- Moody's Approach to Rating SF CDOs (March 2009)

The rating actions are:

Abacus 2006-12, Inc.

  -- US$95,000,000 Class A-1 Floating Rate Notes, Due 2038,
     Downgraded to C; previously on 12/16/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

  -- US$44,900,000 Class A-2 Floating Rate Notes, Due 2038,
     Downgraded to C; previously on 5/30/2008 Downgraded to Ca

  -- US$20,100,000 Class B Floating Rate Notes, Due 2038,
     Downgraded to C; previously on 5/30/2008 Downgraded to Ca

  -- US$37,500,000 Class C Floating Rate Notes, Due 2038,
     Downgraded to C; previously on 5/30/2008 Downgraded to Ca

  -- US$8,750,000 Class D Floating Rate Notes, Due 2038,
     Downgraded to C; previously on 5/30/2008 Downgraded to Ca

ABSpoke 2006-IIC Segregated Portfolio

  -- US$15,000,000 Variable Floating Rate Notes Due 2037,
     Downgraded to C; previously on 12/16/2008 Downgraded to Caa2
     and remains on Review for Possible Downgrade

ABSpoke 2006-IIIC Segregated Portfolio

  -- US$30,000,000 Variable Floating Rate Notes Due 2045,
     Downgraded to C; previously on 12/16/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

ART CDO 2006-1, Ltd.

  -- US$865,000,000 Class A1S Senior Floating Rate Notes Due
     August 2046, Downgraded to Ca; previously on 12/16/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

Baldwin 2006-II Segregated Portfolio

  -- US$25,500,000 Variable Floating Rate Notes Due 2046,
     Downgraded to C; previously on 12/16/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

Baldwin 2006-III Segregated Portfolio

  -- US$18,000,000 Variable Floating Rate Notes Due 2046,
     Downgraded to C; previously on 12/16/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

Baldwin 2006-IV Segregated Portfolio

  -- US$51,000,000 Variable Floating Rate Notes Due 2038,
     Downgraded to C; previously on 12/16/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

Baldwin 2006-V Segregated Portfolio

  -- US$7,000,000 Variable Floating Rate Notes Due 2046,
     Downgraded to C; previously on 7/29/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

Baldwin 2006-VI Segregated Portfolio

  -- US$15,000,000 Class A Variable Floating Rate Notes Due
     2046, Downgraded to C; previously on 7/29/2008 Downgraded to
     Caa3 and remains on Review for Possible Downgrade

Baldwin 2006-VII Segregated Portfolio

  -- Class A-1 Notes, Downgraded to C; previously on 12/16/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

  -- Class A-2 Notes, Downgraded to C; previously on 7/29/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

Citius I Funding, Ltd.

  -- Class A LT, Downgraded to Ca; previously on 12/16/2008
     Downgraded to Caa1 and remains on Review for Possible
     Downgrade

  -- Class A ST, Downgraded to Ca; previously on 12/16/2008
     Downgraded to Caa1 and remains on Review for Possible
     Downgrade

  -- Class A-1, Downgraded to C; previously on 12/16/2008
     Downgraded to Ca

  -- Class A-2, Downgraded to C; previously on 4/23/2008
     Downgraded to Ca

  -- Class B, Downgraded to C; previously on 4/3/2008 Downgraded
     to Ca

  -- Class C, Downgraded to C; previously on 4/3/2008 Downgraded
     to Ca

  -- Class D, Downgraded to C; previously on 4/3/2008 Downgraded
     to Ca

  -- Class E, Downgraded to C; previously on 4/3/2008 Downgraded
     to Ca

Coldwater CDO, Ltd.

  -- US$290,000,000 Class A-1 Floating Rate Senior Secured
     Notes due 2046, Downgraded to C; previously on 12/16/2008
     Downgraded to Caa1 and remains on Review for Possible
     Downgrade

  -- U.S. 32,000,000 Class A-2 Floating Rate Senior Secured Notes
     due 2046, Downgraded to C; previously on 5/8/2008 Downgraded
     to Ca

  -- US$29,000,000 Class A-3 Floating Rate Senior Secured Notes
     due 2046, Downgraded to C; previously on 5/8/2008 Downgraded
     to Ca

Diversey Harbor ABS CDO, Ltd.

  -- US$1,250,000,000 Class A-1M Floating Rate Senior Secured
     Notes due 2046, Downgraded to Ca; previously on 12/16/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

  -- US$675,000,000 Class A-1Q Floating Rate Senior Senior
     Secured Notes due 2046, Downgraded to Ca; previously on
     12/16/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade

E*TRADE ABS CDO V, Ltd.

  -- US$30,000,000 Class A-1J Senior Secured Floating Rate Notes
     Due 2046, Downgraded to C; previously on 5/18/2008 Downgraded
     to Ca

  -- US$201,000,000 Class A-1S Senior Secured Floating Rate
     Notes Due 2046, Downgraded to C; previously on 12/16/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

  -- US$25,000,000 Class A-2 Senior Secured Floating Rate Notes
     Due 2046, Downgraded to C; previously on 5/18/2008 Downgraded
     to Ca

Eirles Two Limited Series 242

  -- Class B, Downgraded to C; previously on 12/16/2008 Downgraded
     to Caa3 and remains on Review for Possible Downgrade

Eirles Two Limited Series 243

  -- Class B, Downgraded to C; previously on 12/16/2008 Downgraded
     to Caa3 and remains on Review for Possible Downgrade

Eirles Two Limited Series 244

  -- Class B, Downgraded to C; previously on 12/16/2008 Downgraded
     to Caa3 and remains on Review for Possible Downgrade

Eirles Two Limited Series 245

  -- Class B, Downgraded to C; previously on 12/16/2008 Downgraded
     to Caa3 and remains on Review for Possible Downgrade

Eirles Two Limited Series 247

  -- Class B, Downgraded to C; previously on 12/16/2008 Downgraded
     to Caa3 and remains on Review for Possible Downgrade

FAB US 2006-1 PLC

  -- US$215,800,000 Class A1 Floating Rate Notes Due 2047,
     Downgraded to Ca; previously on 12/22/2008 Downgraded to Ba3
     and remains on Review for Possible Downgrade

  -- US$59,000,000 Class A2 Floating Rate Notes Due 2047,
     Downgraded to C; previously on 12/22/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

  -- US$31,000,000 Class A3 Floating Rate Notes Due 2047,
     Downgraded to C; previously on 5/19/2008 Downgraded to Ca

  -- US$8,650,000 Class S Floating Rate Notes Due 2015,
     Downgraded to Ca; previously on 12/22/2008 Downgraded to B2
     and remains on Review for Possible Downgrade

Grand Avenue CDO II, Ltd.

  -- US$1,128,000,000 Class A-1A Floating Rate Notes Due 2046,
     Downgraded to Ca; previously on 12/16/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

  -- US$150,000,000 Class A-1B Floating Rate Notes Due 2046,
     Downgraded to C; previously on 6/2/2008 Downgraded to Ca

  -- US$42,000,000 Class A-2 Floating Rate Notes Due 2046,
     Downgraded to C; previously on 6/2/2008 Downgraded to Ca

  -- US$61,500,000 Class A-3 Floating Rate Notes Due 2046,
     Downgraded to C; previously on 6/2/2008 Downgraded to Ca

  -- US$66,000,000 Class B Floating Rate Notes Due 2046,
     Downgraded to C; previously on 6/2/2008 Downgraded to Ca

IMAC CDO 2006-1, Ltd.

  -- US$75,000,000 Class A-1 First Priority Senior Secured
     Floating Rate Delayed Draw Notes due 2051, Downgraded to Ca;
     previously on 12/16/2008 Downgraded to Caa3 and remains on
     Review for Possible Downgrade

  -- US$110,000,000 Class A-2 Second Priority Senior Secured
     Floating Rate Notes due 2051, Downgraded to C; previously on
     5/30/2008 Downgraded to Ca

  -- US$16,000,000 Class B Third Priority Senior Secured
     Floating Rate Notes due 2051, Downgraded to C; previously on
     5/30/2008 Downgraded to Ca

  -- US$35,000,000 Class C Fourth Priority Senior Secured
     Floating Rate Notes due 2051, Downgraded to C; previously on
     5/30/2008 Downgraded to Ca

  -- US$5,500,000 Class D Fifth Priority Senior Secured Floating
     Rate Notes due 2051, Downgraded to C; previously on 5/30/2008
     Downgraded to Ca

IXIS ABS CDO 3 Ltd.

  -- Class A-1LA Investor Swap, Downgraded to Ca; previously on
     12/16/2008 Downgraded to Caa2 and remains on Review for
     Possible Downgrade

  -- US$76,000,000 Class A-1LB Floating Rate Notes Due December
     2046, Downgraded to C; previously on 12/16/2008 Downgraded to
     Caa3 and remains on Review for Possible Downgrade

  -- US$28,000,000 Class A-2L Floating Rate Notes Due December
     2046, Downgraded to C; previously on 5/30/2008 Downgraded to
     Ca

  -- US$30,000,000 Class A-3L Floating Rate Notes Due December
     2046, Downgraded to C; previously on 5/30/2008 Downgraded to
     Ca

  -- US$22,000,000 Class B-1L Floating Rate Notes Due December
     2046, Downgraded to C; previously on 3/26/2008 Downgraded to
     Ca

  -- US$8,000,000 Class B-2L Floating Rate Notes Due December
     2046, Downgraded to C; previously on 11/6/2007 Downgraded to
     Ca

  -- US$16,000,000 Class X Notes Due December 2013, Downgraded
     to C; previously on 12/16/2008 Downgraded to Caa3 and remains
     on Review for Possible Downgrade

Jupiter High-Grade CDO IV, Ltd.

  -- A-1A, Downgraded to Ca; previously on 12/16/2008 Downgraded
     to Caa1 and remains on Review for Possible Downgrade

  -- A-1B, Downgraded to Ca; previously on 12/16/2008 Downgraded
     to Caa1 and remains on Review for Possible Downgrade

  -- A-2, Downgraded to C; previously on 6/2/2008 Downgraded to Ca

  -- B, Downgraded to C; previously on 6/2/2008 Downgraded to Ca

  -- C, Downgraded to C; previously on 6/2/2008 Downgraded to Ca

Klio III Funding, Ltd.

  -- US$205,000,000 Class A-1 Floating Rate Notes Due 2040,
Downgraded to C; previously on 12/4/2008 Downgraded to Ca

  -- US$75,000,000 Class A-2 Floating Rate Subordinate Notes Due
     2040, Downgraded to C; previously on 12/4/2008 Downgraded to
     Ca

  -- US$3,583,142,000 Class F Float Rate Funded Note Due
     11/1/2040, Downgraded to Ca; previously on 12/17/2008
     Downgraded to B2 and remains on Review for Possible Downgrade

LOCHSONG, LTD.

  -- US$ 1,032,000,000 Notional Outstanding Amount Senior Swap,
     Downgraded to C; previously on 9/3/2008 Downgraded to Ca

  -- US$ 18,000,000 Class A Floating Rate Notes Due 2046,
     Downgraded to C; previously on 9/3/2008 Downgraded to Ca

  -- US$ 12,100,000 Class S Floating Rate Notes Due 2010,
     Downgraded to Ca; previously on 12/16/2008 Downgraded to Caa1
     and remains on Review for Possible Downgrade

Madaket Funding I Ltd

  -- US$500,000,000 Class A1M Floating Rate Notes Due 2046,
     Downgraded to Ca; previously on 12/16/2008 Downgraded to Caa2
     and remains on Review for Possible Downgrade

  -- US$300,000,000 Class A1Q Floating Rate Notes Due 2046,
     Downgraded to Ca; previously on 12/16/2008 Downgraded to Caa2
     and remains on Review for Possible Downgrade

  -- US$50,000,000 Class A2 Floating Rate Notes Due 2046,
     Downgraded to C; previously on 10/17/2008 Downgraded to Ca

  -- US$80,000,000 Class A3 Floating Rate Notes Due 2046,
     Downgraded to C; previously on 10/17/2008 Downgraded to Ca

  -- US$28,000,000 Class A4 Floating Rate Notes Due 2046,
     Downgraded to C; previously on 10/17/2008 Downgraded to Ca

Magnolia Finance II Series 2006-8B

  -- US$17,500,000 ABS Portfolio Variable Rate Notes due November
     2044, Downgraded to C; previously on 4/24/2008 Downgraded to
     Caa3 and remains on Review for Possible Downgrade

Mercury CDO III, Ltd.

  -- US$900,000,000 Class A-1 First Priority Delayed Draw Senior
     Secured Floating Rate Notes Due 2048, Downgraded to Ca;
     previously on 12/16/2008 Downgraded to Caa3 and remains on
     Review for Possible Downgrade

  -- US$30,000,000 Class A-2 Second Priority Senior Secured
     Floating Rate Notes Due 2048, Downgraded to C; previously on
     6/9/2008 Downgraded to Ca

  -- US$40,000,000 Class B Third Priority Senior Secured
     Floating Rate Notes Due 2048, Downgraded to C; previously on
     6/9/2008 Downgraded to Ca

Millstone III CDO, Ltd.

  -- US$2,000,000,000 Class A-1A Floating Rate Term Notes Due
     2046, Downgraded to Ca; previously on 12/16/2008 Downgraded
     to Caa1 and remains on Review for Possible Downgrade

  -- US$71,500,000 Class A-1B Floating Rate Delayed Draw Notes
     Due 2046, Downgraded to C; previously on 12/16/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

  -- US$70,000,000 Class A-2 Floating Rate Notes Due 2046,
     Downgraded to C; previously on 12/16/2008 Downgraded to Ca

  -- U.S$20,000,000 Class B Floating Rate Notes Due 2046,
     Downgraded to C; previously on 5/30/2008 Downgraded to Ca

Montauk Point CDO II, Ltd

  -- Class A-1J, Downgraded to C; previously on 12/16/2008
     Downgraded to Ca

  -- Class A-1S, Downgraded to C; previously on 12/16/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

  -- Class A-2, Downgraded to C; previously on 4/24/2008
     Downgraded to Ca

  -- Class A-3, Downgraded to C; previously on 4/24/2008
     Downgraded to Ca

Monterey CDO, Ltd.

  -- US$240,000,000 Class A-1A First Priority Senior Secured
     Floating Rate Delayed Draw Notes Due September 2042,
     Downgraded to Ca; previously on 12/16/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

  -- US$560,000,000 Class A-1B First Priority Senior Secured
     Floating Rate Notes Due September 2042, Downgraded to Ca;
     previously on 12/16/2008 Downgraded to Caa3 and remains on
     Review for Possible Downgrade

  -- US$80,000,000 Class A-2 Second Priority Senior Secured
     Floating Rate Notes Due September 2042, Downgraded to C;
     previously on 10/28/2008 Downgraded to Ca

  -- US$51,000,000 Class A-3 Third Priority Senior Secured
     Floating Rate Notes Due September 2042, Downgraded to C;
     previously on 10/28/2008 Downgraded to Ca

  -- US$34,000,000 Class B Fourth Priority Senior Secured
     Floating Rate Notes Due September 2042, Downgraded to C;
     previously on 6/9/2008 Downgraded to Ca

  -- US$7,000,000 Class C Fifth Priority Senior Secured Floating
     Rate Notes Due September 2042, Downgraded to C; previously on
     6/9/2008 Downgraded to Ca

Mount Skylight CDO Ltd.

  -- $890,000,000 Class A-1 Floating Rate Notes Due Nov,
     Downgraded to Ca; previously on 12/16/2008 Downgraded to Caa1
     and remains on Review for Possible Downgrade

  -- $51,500,000 Class A-2 Floating Rate Notes Due Nove,
     Downgraded to C; previously on 12/16/2008 Downgraded to Ca

  -- $30,000,000 Class B Floating Rate Notes Due Novemb,
     Downgraded to C; previously on 12/16/2008 Downgraded to Ca

Nassau CDO I, Ltd.

  -- US$600,000,000 Class A-1A First Priority Senior Secured
     Delayed Draw Floating Rate Notes Due 2051, Downgraded to C;
     previously on 12/16/2008 Downgraded to Caa3 and remains on
     Review for Possible Downgrade

  -- US$600,000,000 Class A-1B First Priority Senior Secured
     Floating Rate Notes Due 2051, Downgraded to C; previously on
     12/16/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade

  -- US$120,000,000 Class A-2 Second Priority Senior Secured
     Floating Rate Notes Due 2051, Downgraded to C; previously on
     6/5/2008 Downgraded to Ca

  -- US$111,000,000 Class A-3 Third Priority Senior Secured
     Floating Rate Notes Due 2051, Downgraded to C; previously on
     6/5/2008 Downgraded to Ca

  -- US$36,000,000 Class B Fourth Priority Senior Secured
     Floating Rate Notes Due 2051, Downgraded to C; previously on
     6/5/2008 Downgraded to Ca

Neptune CDO III, Ltd.

  -- Class A-1, Downgraded to C; previously on 10/6/2008
     Downgraded to Ca

  -- Class A-2, Downgraded to C; previously on 10/6/2008
     Downgraded to Ca

  -- Class A-3, Downgraded to C; previously on 10/6/2008
     Downgraded to Ca

  -- Class S, Downgraded to C; previously on 12/16/2008 Downgraded
     to B1 and remains on Review for Possible Downgrade

NORTH COVE CDO III, LTD.

  -- Unfunded supersenior tranche, Downgraded to Ca; previously on
     12/16/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade

Pacific Pinnacle CDO Ltd

  -- Class X Interest Only Notes Due January 2019, Downgraded to
     Ca; previously on 12/16/2008 Downgraded to Caa3 and remains
     on Review for Possible Downgrade

  -- US$800,000,000 Class A-1LA Floating Rate Notes Due January
     2052, Downgraded to Ca; previously on 12/16/2008 Downgraded
     to Caa3 and remains on Review for Possible Downgrade

Static Residential CDO 2006-B Ltd.

  -- Class A-1(a) Floating Rate Notes, due 2037, Downgraded to C;
     previously on 6/9/2008 Downgraded to Caa3 and remains on
     Review for Possible Downgrade

  -- Class A-1(b) Floating Rate Notes, due 2037, Downgraded to C;
     previously on 6/9/2008 Downgraded to Ca

  -- Class A-2 Floating Rate Notes, due 2037, Downgraded to C;
     previously on 6/9/2008 Downgraded to Ca

  -- Class B-1 Floating Rate Notes, due 2037, Downgraded to C;
     previously on 6/9/2008 Downgraded to Ca

  -- Class B-2 Deferrable Interest Floating Rate Notes, due 2037,
     Downgraded to C; previously on 4/9/2008 Downgraded to Ca

Tierra Alta Funding I, Ltd.

  -- US$90,000,000 Class A1 Floating Rate Notes Due 2046,
     Downgraded to C; previously on 10/28/2008 Downgraded to Ca

  -- US$155,000,000 Class A2 Floating Rate Notes Due 2046,
     Downgraded to C; previously on 10/28/2008 Downgraded to Ca

  -- US$47,600,000 Class A3A Floating Rate Notes Due 2046,
     Downgraded to C; previously on 10/28/2008 Downgraded to Ca

  -- US$2,400,000 Class A3B Floating Rate Notes Due 2046,
     Downgraded to C; previously on 10/28/2008 Downgraded to Ca

  -- US$6,000,000 Class Q Combination Notes Due 2046, Downgraded
     to C; previously on 10/28/2008 Downgraded to Ca

  -- Class F Notes, Downgraded to Ca; previously on 12/16/2008
     Downgraded to B2 and remains on Review for Possible Downgrade

UBS CDS Ref. #37395430

  -- First Loss Tranche, Downgraded to C; previously on 12/16/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

Vertical ABS CDO 2006-2, Ltd.

  -- Class A1, Downgraded to C; previously on 12/16/2008
     Downgraded to Ca

  -- Class A2, Downgraded to C; previously on 12/16/2008
     Downgraded to Ca

  -- Class A3, Downgraded to C; previously on 5/9/2008 Downgraded
     to Ca

  -- Class A-S1VF, Downgraded to C; previously on 12/16/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade


* Moody's Downgrades Ratings on 99 Notes by 38 CDO Transactions
---------------------------------------------------------------
Moody's Investors Service has downgraded its ratings of 99 Notes
issued by 38 collateralized debt obligation transactions which
consist of significant exposure to one or more of Alt-A, Option-
ARM and subprime RMBS securities, CLOs, or CMBS.  Moody's
explained that the rating actions reflect certain updates and
projections and recent rating actions on underlying assets on
these asset classes as described below. Some of the deals have
also experienced an Event of Default.

Moody's revised loss projections for Alt-A RMBS securities which
were described in a press release published on January 22, 2009.
According to the press release, on average, Moody's is now
projecting cumulative losses of about 20% for 2006 securitizations
and about 24% for 2007 securitizations.

Moody's revised loss projections for subprime RMBS issued from
2005 to 2007 were described in a press release published on
February 26, 2009.  The revised loss projection for 2006 vintage
subprime pools is expected to fall within the range of 28% to 32%
of the original balance of such pools, whereas Moody's previous
estimate was 22%.  For 2005 and 2007 pools, such projections are
expected to range from 12% to 14% and 33% to 37% of original
balance, respectively.

A review of all U.S. commercial mortgage backed securities conduit
and fusion transactions rated during the period from 2006 through
2008, and all large loan and single borrower transactions
regardless of vintage was concluded recently.  The review was
announced in a Press Release on February 5, 2009.

Moody's announced revisions and updates to certain key
assumptions, including Default Probability and Diversity Score,
that it uses to rate and monitor collateralized loan obligations
in a Press Release published on February 4, 2009.  The completion
of the first stage of its two-stage review of U.S. and EMEA cash
flow CLOs was announced on March 27, 2009. As of March 23, Moody's
had downgraded approximately 2,071 tranches from 668 transactions.

In addition, Moody's explained that the rating actions taken
incorporate the application of revised and updated key modeling
parameter assumptions that Moody's uses to rate and monitor
ratings of SF CDOs.  The revisions affect the three key parameters
in Moody's model for rating SF CDOs: asset correlation, default
probability and recovery rate.  Moody's announced the changes to
these assumptions in a press release published on December 11,
2008.

Moody's initially analyzed and continues to monitor these
transactions using primarily the methodology and its supplements
for ABS CDOs as described in Moody's Special Report:

  -- Moody's Approach to Rating SF CDOs (March 2009)

The rating actions are:

ABACUS 2006-15, Ltd.

  -- US$70,000,000 Class A-2 Variable Rate Notes Due 2045,
     Downgraded to C; previously on 12/16/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

Abacus 2006-HGS1, Ltd.

  -- US$99,000,000 Class A-1 Variable Rate Notes Due 2039,
     Downgraded to C; previously on 12/16/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

ABSpoke 2006-IIIA Segregated Portfolio

  -- US$20,000,000 Variable Floating Rate Notes Due 2045,
     Downgraded to C; previously on 12/16/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

ABSpoke 2006-IIIB Segregated Portfolio

  -- US$30,000,000 Variable Floating Rate Notes Due 2045,
     Downgraded to C; previously on 12/16/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

Acacia CDO 11, Ltd.

  -- US$398,000,000 Class A First Priority Senior Secured
     Floating Rate Notes Due 2047, Downgraded to C; previously on
     12/11/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade

  -- US$35,000,000 Class B Second Priority Senior Secured
     Floating Rate Notes Due 2047, Downgraded to C; previously on
     7/17/2008 Downgraded to Ca

ARLO VI Limited 2006-3 (SABS)

  -- US$ 10,000,000 Initial Tranche Notional Amount Credit
     Default Swap with Barclays Bank plc, Downgraded to C;
     previously on 12/16/2008 Downgraded to Caa3 and remains on
     Review for Possible Downgrade

ARLO VI Limited 2006-4 (SABS)

  -- US$15,000,000 Variable Secured Limited Recourse Credit-
     Linked Notes due 2040, Downgraded to C; previously on
     12/16/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade

ARLO VI Limited 2006-5 (SABS)

  -- US$15,000,000 Variable Secured Limited Recourse Credit-
     Linked Notes due 2040, Downgraded to C; previously on
     4/24/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade

ARLO VI Limited Series 2006 (Zander II)

  -- US$40,000,000 Variable Secured Limited Recourse Credit-
     Linked Notes due May 3, 2046, Downgraded to C; previously on
     5/9/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade

ARLO VI Limited Series 2006 (Zander III)

  -- US$19,000,000 Variable Secured Limited Recourse Credit-
     Linked Notes due May 3, 2046, Downgraded to C; previously on
     12/16/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade

Barramundi CDO I Ltd.

  -- US$540,400,000 Class A-1 Senior Secured Floating Rate Notes
     Due December 2051, Downgraded to C; previously on 12/16/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

  -- US$56,000,000 Class A-2 Senior Secured Floating Rate Notes
     Due December 2051, Downgraded to C; previously on 12/16/2008
     Downgraded to Ca

  -- US$76,000,000 Class B Senior Secured Floating Rate Notes
     Due December 2051, Downgraded to C; previously on 12/16/2008
     Downgraded to Ca

Blue Edge ABS CDO Ltd.

  -- US$1,076,250,000 Class A-1 Floating Rate Notes Due 2050,
     Downgraded to C; previously on 12/16/2008 Downgraded to Caa1
     and remains on Review for Possible Downgrade

  -- US$50,000,000 Class A-2 Floating Rate Notes Due 2050,
     Downgraded to C; previously on 6/2/2008 Downgraded to Ca

  -- US$61,875,000 Class A-3 Floating Rate Notes Due 2050,
     Downgraded to C; previously on 6/2/2008 Downgraded to Ca

  -- US$8,322,222 Class B-1 Floating Rate Notes Due 2050,
     Downgraded to C; previously on 6/2/2008 Downgraded to Ca

  -- US$4,177,778 Class B-2 Fixed Rate Notes Due 2050,
     Downgraded to C; previously on 6/2/2008 Downgraded to Ca

  -- US$6,527,778 Class II Combination Notes Due 2050,
     Downgraded to C; previously on 6/2/2008 Downgraded to Ca

Buchanan 2006-I Segregated Portfolio

  -- US$115,000,000 Variable Floating Rate Notes Due 2046,
     Downgraded to C; previously on 12/16/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

Buchanan 2006-II Segregated Portfolio

  -- US$72,000,000 Variable Floating Rate Notes Due 2046,
     Downgraded to C; previously on 12/16/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

Buchanan 2006-III Segregated Portfolio

  -- US$10,000,000 Variable Floating Rate Notes Due 2046,
     Downgraded to C; previously on 12/16/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

Buchanan 2006-IV Segregated Portfolio

  -- US$4,000,000 Variable Floating Rate Notes Due 2046,
     Downgraded to C; previously on 12/16/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

Buckingham CDO III Ltd.

  -- US$1,350,000,000 Class A LT Notes Due 2051, Downgraded to
     C; previously on 12/16/2008 Downgraded to Caa1 and remains on
     Review for Possible Downgrade

  -- US$1,350,000,000 Class A ST Notes Due 2051, Downgraded to
     C; previously on 12/16/2008 Downgraded to Caa1 and remains on
     Review for Possible Downgrade

  -- US$67,500,000 Class B Secured Floating Rate Notes Due 2051,
     Downgraded to C; previously on 5/8/2008 Downgraded to Ca

  -- US$37,500,000 Class C Secured Floating Rate Notes Due 2051,
     Downgraded to C; previously on 5/8/2008 Downgraded to Ca

Caldecott CDO 1, Ltd.

  -- US$200,000,000 Class A-1 First Priority Senior Secured
     Floating Rate Notes Due 2048, Downgraded to C; previously on
     12/16/2008 Downgraded to Caa2 and remains on Review for
     Possible Downgrade

  -- US$125,000,00 Class A-2 Second Priority Senior Secured
     Floating Rate Notes Due 2048, Downgraded to C; previously on
     6/2/2008 Downgraded to Ca

CAMBER 5 Ltd.

  -- Class A-1, Downgraded to C; previously on 10/28/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

  -- Class A-2, Downgraded to C; previously on 10/28/2008
     Downgraded to Ca

Citius II Funding, Ltd.

  -- US$95,000,000 Class A Secured Floating Rate Notes Due 2047,
     Downgraded to C; previously on 4/23/2008 Downgraded to Ca

  -- US$50,000,000 Class B Secured Floating Rate Notes Due 2047,
     Downgraded to C; previously on 4/23/2008 Downgraded to Ca

  -- US$1,800,000,000 aggregate Principal Component of
     commercial paper notes/Class A ST Notes Due 2047, Downgraded
     to C; previously on 12/16/2008 Downgraded to Caa1 and remains
     on Review for Possible Downgrade

Grand Avenue CDO I, Ltd.

  -- Class A-1A Floating Rate Term Notes, Downgraded to C;
     previously on 12/17/2008 Downgraded to Caa3 and remains on
     Review for Possible Downgrade

  -- Class A-1B Floating Rate Delayed Draw Notes, Downgraded to C;
     previously on 12/17/2008 Downgraded to Caa3 and remains on
     Review for Possible Downgrade

  -- Class A-2 Floating Rate Notes, Downgraded to C; previously on
     12/17/2008 Downgraded to Ca

  -- Class B Floating Rate Notes, Downgraded to C; previously on
     5/23/2008 Downgraded to Ca

GSC ABS CDO 2005-1, LTD.

  -- A1J, Downgraded to C; previously on 10/9/2008 Downgraded to
     Ca

  -- A1S, Downgraded to C; previously on 10/9/2008 Downgraded to
     Ca

  -- A2, Downgraded to C; previously on 10/9/2008 Downgraded to Ca

  -- Senior Swap, Downgraded to C; previously on 12/16/2008
     Downgraded to Caa2 and remains on Review for Possible
     Downgrade

Hudson Mezzanine Funding 2006-2, Ltd.

  -- US$240,000,000 Class A-1 Floating Rate Notes due 2042,
     Downgraded to C; previously on 9/25/2008 Downgraded to Ca

Ixion plc


  -- Series 1 HELD 2006 - 1 US$242,000,000 Floating Rate Credit
     Linked Secured Notes due 2041, Downgraded to C; previously on
     12/16/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade

  -- Series 2 HELD 2006 - 1 US$80,000,000 Floating Rate Credit
     Linked Secured Notes due 2041, Downgraded to C; previously on
     4/23/2008 Downgraded to Ca

  -- Series 3 HELD 2006 - 1 US$15,000,000 Floating Rate Credit
     Linked Secured Notes due 2041, Downgraded to C; previously on
     4/23/2008 Downgraded to Ca

Ixion plc 2006-11 Series 16

  -- US$15,000,000 Floating Rate Portfolio Credit Linked Secured
     Notes due 2037, Downgraded to C; previously on 4/24/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

Jupiter High-Grade CDO VI, Ltd.

  -- US$750,000,000 Class A-1 First Priority Senior Secured
     Floating Rate Delayed Draw Notes Due 2053, Downgraded to C;
     previously on 12/11/2008 Downgraded to Caa1 and remains on
     Review for Possible Downgrade

  -- US$525,000,000 Class A-2 Second Priority Senior Secured
     Floating Rate Notes Due 2053, Downgraded to C; previously on
     6/2/2008 Downgraded to Ca

  -- US$75,000,000 Class A-3 Third Priority Senior Secured
     Floating Rate Notes Due 2053, Downgraded to C; previously on
     6/2/2008 Downgraded to Ca

  -- US$85,500,000 Class A-4 Fourth Priority Senior Secured
     Floating Rate Notes Due 2053, Downgraded to C; previously on
     6/2/2008 Downgraded to Ca

  -- US$17,000,000 Class B Fifth Priority Senior Secured
     Floating Rate Notes Due 2053, Downgraded to C; previously on
     6/2/2008 Downgraded to Ca

  -- US$12,500,000 Class C Sixth Priority Senior Secured
     Floating Rate Notes Due 2053, Downgraded to C; previously on
     6/2/2008 Downgraded to Ca

Lexington Capital Funding III Ltd.

  -- US$480,000,000 Class A-1 First Priority Senior Floating
     Rate Notes Due April 2047, Downgraded to C; previously on
     12/11/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade

  -- US$240,000,000 Class A-2 Second Priority Senior Floating
     Rate Notes Due April 2047, Downgraded to C; previously on
     5/16/2008 Downgraded to Ca

  -- US$160,500,000 Class A-3 Third Priority Senior Floating
     Rate Notes Due April 2047, Downgraded to C; previously on
     5/16/2008 Downgraded to Ca

  -- US$70,725,000 Class B Fourth Priority Senior Floating Rate
     Notes Due April 2047, Downgraded to C; previously on
     5/16/2008 Downgraded to Ca

  -- US$50,200,000 Class C Fifth Priority Senior Floating Rate
     Notes Due April 2047, Downgraded to C; previously on
     5/16/2008 Downgraded to Ca

  -- US$40,000,000 Class D Sixth Priority Mezzanine Deferrable
     Floating Rate Notes Due April 2047, Downgraded to C;
     previously on 3/26/2008 Downgraded to Ca

  -- US$35,650,000 Class E Seventh Priority Mezzanine Deferrable
     Floating Rate Notes Due April 2047, Downgraded to C;
     previously on 3/26/2008 Downgraded to Ca

  -- US$47,850,000 Class F Eighth Priority Mezzanine Deferrable
     Floating Rate Notes Due April 2047, Downgraded to C;
     previously on 3/26/2008 Downgraded to Ca

  -- US$12,000,000 Class G Ninth Priority Mezzanine Deferrable
     Floating Rate Notes Due April 2047, Downgraded to C;
     previously on 3/26/2008 Downgraded to Ca

  -- US$35,250,000 Class H Tenth Priority Mezzanine Deferrable
     Floating Rate Notes due April 2047, Downgraded to C;
     previously on 3/26/2008 Downgraded to Ca

LUNAR FUNDING V PLC

  -- Series 2006-27 Secured Floating Rate Credit-linked Notes due
     2052, Downgraded to C; previously on 12/16/2008 Downgraded to
     Caa3 and remains on Review for Possible Downgrade

  -- Series 2006-28 Secured Floating Rate Credit-linked Notes due
     2052, Downgraded to C; previously on 4/29/2008 Downgraded to
     Ca

  -- Series 2006-29 Secured Floating Rate Credit-linked Notes due
     2052, Downgraded to C; previously on 4/29/2008 Downgraded to
     Ca

Magnolia Finance II plc

  -- Series 2006-9A US$55,000,000 ABS Portfolio Variable Rate
     Notes due March 2045, Downgraded to C; previously on
     4/24/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade

MKP CBO V, LTD

  -- US$ 486,500,000 Class A-1 First Priority Senior Secured
     Floating Rate Notes Due January 2046, Downgraded to C;
     previously on 12/17/2008 Downgraded to Caa1 and remains on
     Review for Possible Downgrade

  -- US$ 94,500,000 Class A-2 Second Priority Senior Secured
     Floating Rate Notes Due January 2046, Downgraded to C;
     previously on 12/17/2008 Downgraded to Caa3 and remains on
     Review for Possible Downgrade

  -- US$ 56,000,000 Class B Third Priority Senior Secured
     Floating Rate Notes Due January 2046, Downgraded to C;
     previously on 6/18/2008 Downgraded to Ca

Newbury Street CDO, Ltd.

  -- US$800,000,000 Class A-2 Second Priority Senior Secured
     Floating Rate Delayed Draw Notes Due 2053, Downgraded to C;
     previously on 10/6/2008 Downgraded to Ca

  -- US$50,625,000 Class A-3 Third Priority Senior Secured
     Floating Rate Notes Due 2053, Downgraded to C; previously on
     10/6/2008 Downgraded to Ca

  -- US$59,375,000 Class A-4 Fourth Priority Senior Secured
     Floating Rate Notes Due 2053, Downgraded to C; previously on
     10/6/2008 Downgraded to Ca

  -- US$48,000,000 Class B Fifth Priority Senior Secured
     Floating Rate Notes Due 2053, Downgraded to C; previously on
     3/17/2008 Downgraded to Ca

Orion 2006-2, Ltd.

  -- US$900,000,000 Class A-1A Senior Secured Floating Rate
     Variable Funding Notes Due 2051, Downgraded to C; previously
     on 8/26/2008 Downgraded to Ca

  -- US$34,000,000 Class S Senior Secured Floating Rate Notes
     Due 2014, Downgraded to C; previously on 12/16/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

Rockville CDO I Ltd.

  -- US$680,000,000 Class A-1 First Priority Senior Secured
     Floating Rate Delayed Draw Notes due 2048, Downgraded to C;
     previously on 10/28/2008 Downgraded to Caa3 and remains on
     Review for Possible Downgrade

Rutland Rated Investments Series 32 (Millbrook 2006-4)

  -- Series 32 (Millbrook 2006-4) US$42,000,000 Asset Backed
     Securities Class B Variable Rate Credit-Linked Notes due May
     2046, Downgraded to C; previously on 12/16/2008 Downgraded to
     Caa3 and remains on Review for Possible Downgrade

Silver Elms CDO plc

  -- $490,000,000 Class A-1a Floating Rate Notes, Due 2051,
     Downgraded to C; previously on 12/16/2008 Downgraded to Caa1
     and remains on Review for Possible Downgrade

  -- $133,000,000 Class A-1b Delayed Draw Floating Rate Notes, Due
     2051, Downgraded to C; previously on 12/16/2008 Downgraded to
     Caa1 and remains on Review for Possible Downgrade

  -- $42,500,000 Class A-2 Floating Rate Notes, Due 2051,
     Downgraded to C; previously on 5/29/2008 Downgraded to Ca

  -- $40,000,000 Class A-3 Floating Rate Notes, Due 2051,
     Downgraded to C; previously on 5/29/2008 Downgraded to Ca

  -- $16,500,000 Class B Floating Rate Notes, Due 2051, Downgraded
     to C; previously on 5/29/2008 Downgraded to Ca

  -- $15,000,000 Combination Notes, Due 2051, Downgraded to C;
     previously on 5/29/2008 Downgraded to Ca

Skybox CDO, Ltd.

  -- US$38,000,000 Class A Senior Secured Floating Rate Notes
     Due 2040, Downgraded to C; previously on 12/17/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

  -- US$61,000,000 Class B Senior Secured Floating Rate Notes
     Due 2040, Downgraded to C; previously on 12/17/2008
     Downgraded to Ca

  -- US$54,000,000 Class C Senior Secured Deferrable Floating
     Rate Notes due 2040, Downgraded to C; previously on
     12/17/2008 Downgraded to Ca

  -- US$5,000,000 Class D Senior Secured Deferrable Floating
     Rate Notes due 2040, Downgraded to C; previously on
     12/17/2008 Downgraded to Ca

  -- Super Senior Swap, Downgraded to C; previously on 12/17/2008
     Downgraded to Caa2 and remains on Review for Possible
     Downgrade

WEST TRADE FUNDING CDO I LTD.

  -- US$1,350,000,000 Class A-1 First Priority Senior Secured
     Floating Rate Delayed Draw Notes due June 2044, Downgraded to
     C; previously on 12/16/2008 Downgraded to Caa3 and remains on
     Review for Possible Downgrade

  -- US$60,000,000 Class A-2 Second Priority Senior Secured
     Floating Rate Notes due June 2044, Downgraded to C;
     previously on 5/30/2008 Downgraded to Ca

  -- US$52,500,000 Class B Third Priority Senior Secured
     Floating Rate Notes due June 2044, Downgraded to C;
     previously on 5/30/2008 Downgraded to Ca

West Trade Funding CDO II

  -- US$900,000,000 Class A-1 First Priority Senior Secured
     Floating Rate Delayed Draw Notes due 2051, Downgraded to C;
     previously on 12/16/2008 Downgraded to Caa3 and remains on
     Review for Possible Downgrade

  -- US$375,000,000 Class A-2 Second Priority Senior Secured
     Floating Rate Notes due 2051, Downgraded to C; previously on
     5/29/2008 Downgraded to Ca

  -- US$50,000,000 Class A-3 Third Priority Senior Secured
     Floating Rate Notes due 2051, Downgraded to C; previously on
     5/29/2008 Downgraded to Ca Ltd.

  -- US$103,000,000 Class A-4 Fourth Priority Senior Secured
     Floating Rate Notes due 2051, Downgraded to C; previously on
     5/29/2008 Downgraded to Ca

  -- US$26,000,000 Class B Fifth Priority Senior Secured
     Floating Rate Notes due 2051, Downgraded to C; previously on
     5/29/2008 Downgraded to Ca

  -- US$11,000,000 Class C Sixth Priority Senior Secured
     Floating Rate Notes due 2051, Downgraded to C; previously on
     5/29/2008 Downgraded to Ca


* Moody's Downgrades Ratings on 126 Notes by 42 CDO Transactions
----------------------------------------------------------------
Moody's Investors Service has downgraded its ratings of 126 Notes
issued by 42 collateralized debt obligation transactions which
consist of significant exposure to one or more of Alt-A, Option-
ARM and subprime RMBS securities, CLOs, or CMBS.  Moody's
explained that the rating actions reflect certain updates and
projections and recent rating actions on underlying assets on
these asset classes as described below. Some of the deals have
also experienced an Event of Default.

Moody's revised loss projections for Alt-A RMBS securities which
were described in a press release published on January 22, 2009.
According to the press release, on average, Moody's is now
projecting cumulative losses of about 20% for 2006 securitizations
and about 24% for 2007 securitizations.

Moody's revised loss projections for subprime RMBS issued from
2005 to 2007 were described in a press release published on
February 26, 2009.  The revised loss projection for 2006 vintage
subprime pools is expected to fall within the range of 28% to 32%
of the original balance of such pools, whereas Moody's previous
estimate was 22%.  For 2005 and 2007 pools, such projections are
expected to range from 12% to 14% and 33% to 37% of original
balance, respectively.

A review of all U.S. commercial mortgage backed securities conduit
and fusion transactions rated during the period from 2006 through
2008, and all large loan and single borrower transactions
regardless of vintage was concluded recently.  The review was
announced in a Press Release on February 5, 2009.

Moody's announced revisions and updates to certain key
assumptions, including Default Probability and Diversity Score,
that it uses to rate and monitor collateralized loan obligations
in a Press Release published on February 4, 2009.  The completion
of the first stage of its two-stage review of U.S. and EMEA cash
flow CLOs was announced on March 27, 2009.  As of March 23,
Moody's had downgraded approximately 2,071 tranches from 668
transactions.

In addition, Moody's explained that the rating actions taken
incorporate the application of revised and updated key modeling
parameter assumptions that Moody's uses to rate and monitor
ratings of SF CDOs.  The revisions affect the three key parameters
in Moody's model for rating SF CDOs: asset correlation, default
probability and recovery rate.  Moody's announced the changes to
these assumptions in a press release published on December 11,
2008.

Moody's initially analyzed and continues to monitor these
transactions using primarily the methodology and its supplements
for ABS CDOs as described in Moody's Special Report:

  -- Moody's Approach to Rating SF CDOs (March 2009)

The rating actions are:

ABSpoke 2005-IC, Ltd.

  -- Fixed Rate Notes due 2042, Downgraded to Ca; previously on
     12/17/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade

ABSpoke 2005-IC2, Ltd.

  -- Variable Floating Rate Notes, Downgraded to Ca; previously on
     12/17/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade ABSpoke 2005-IVA, Ltd.

  -- Variable Floating Rate Notes due 2039, Downgraded to Ca;
     previously on 12/17/2008 Downgraded to Caa1 and remains on
     Review for Possible Downgrade

ACA ABS 2003-1, Limited

  -- US$15,000,000 Class B Floating Rate Term Notes, due June
     10, 2038, Downgraded to C; previously on 5/8/2008 Downgraded
     to Ca

  -- US$30,000,000 Class A-M Foating Rate Term Notes, due June
     10, 2038, Downgraded to C; previously on 5/8/2008 Downgraded
     to Caa3 and remains on Review for Possible Downgrade

  -- US$80,000,000 Class A-R Floating Rate Revolving Notes, due
     June 10, 2038, Downgraded to Ca; previously on 12/23/2008
     Downgraded to Caa2 and remains on Review for Possible
     Downgrade

  -- US$210,000,000 Class A-T Floating Rate Term Notes, due
     June 10, 2038, Downgraded to Ca; previously on 12/23/2008
     Downgraded to Caa2 and remains on Review for Possible
     Downgrade

Alexander Park CDO I, Ltd.

  -- Class A-1 Floating Rate Term Notes, Due 2039, Downgraded to
     B3; previously on 12/22/2008 Downgraded to Ba3 and remains on
     Review for Possible Downgrade

  -- Class A-2 Floating Rate Term Notes, Due 2039, Downgraded to
     Ca; previously on 12/22/2008 Downgraded to Caa3 and remains
     on Review for Possible Downgrade

  -- Class B Floating Rate Term Notes, Due 2039, Downgraded to C;
     previously on 11/20/2008 Downgraded to Ca

  -- Class C Fixed Rate Term Notes, Due 2039, Downgraded to C;
     previously on 11/20/2008 Downgraded to Ca

ARLO VI Limited Series 2006 (Zander I)

  -- Zander I, Downgraded to C; previously on 12/16/2008
     Downgraded to Caa2 and remains on Review for Possible
     Downgrade

Belle Haven ABS CDO 2005-1, Ltd.

  -- Class A-1, Downgraded to Ca; previously on 12/17/2008
     Downgraded to Caa1 and remains on Review for Possible
     Downgrade

  -- Class A-2, Downgraded to C; previously on 10/31/2008
     Downgraded to Ca

  -- Class B, Downgraded to C; previously on 10/31/2008 Downgraded
     to Ca

Belle Haven ABS CDO 2006-1, Ltd.

  -- Class A-1, Downgraded to Ca; previously on 12/16/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

BFC Genesee CDO Ltd.

  -- Class A-1LA, Downgraded to C; previously on 12/16/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

  -- Class A-1LB, Downgraded to C; previously on 12/16/2008
     Downgraded to Ca

  -- Class A2L, Downgraded to C; previously on 5/29/2008
     Downgraded to Ca

Blue Heron Funding V Ltd.

  -- US$85,000,000 Class B Blue Heron Funding V Cash Flow
     Contingent Interest Notes, Series 2003-1, due February 25,
     2041, Downgraded to Ca; previously on 12/23/2008 Downgraded
     to Caa3 and Placed Under Review for Possible Downgrade

C-BASS CBO XVI Ltd.

  -- Class A, Downgraded to C; previously on 12/16/2008 Downgraded
     to Caa2 and remains on Review for Possible Downgrade

  -- Class B, Downgraded to C; previously on 5/23/2008 Downgraded
     to Ca

Commodore CDO V, Ltd.

  -- US$75,000,000 Class A-1A First Priority Senior Secured
     Floating Rate Delayed Draw Notes Due 2047, Downgraded to C;
     previously on 12/16/2008 Downgraded to Caa3 and remains on
     Review for Possible Downgrade

  -- US$225,000,000 Class A-1B Second Priority Senior Secured
     Floating Rate Notes Due 2047, Downgraded to C; previously on
     12/16/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade

  -- US$50,000,000 Class A-2 Third Priority Senior Secured
     Floating Rate Notes Due 2047, Downgraded to C; previously on
     6/2/2008 Downgraded to

  -- US$25,000,000 Class A-3 Fourth Priority Senior Secured
     Floating Rate Notes Due 2047, Downgraded to C; previously on
     6/2/2008 Downgraded to Ca

  -- US$70,000,000 Class B Fifth Priority Senior Secured
     Floating Rate Notes Due 2047, Downgraded to C; previously on
     6/2/2008 Downgraded to Ca

Dallaglio CDO 2005-2 LTD

  -- Class B Floating Rate Notes, Downgraded to C; previously on
     12/17/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade

  -- Class C Floating Rate Notes, Downgraded to C; previously on
     12/17/2008 Downgraded to Ca

  -- Class D Floating Rate Notes, Downgraded to C; previously on
     12/17/2008 Downgraded to Caa3

Duke Funding VII, Ltd

  -- US$382,000,000 Class I-A1 Senior Secured Floating Rate
     Notes Due 2034, Downgraded to Caa2; previously on 12/22/2008
     Downgraded to Ba1 and remains on Review for Possible
     Downgrade

  -- US$129,900,000 Class I-A2 Senior Secured Floating Rate
     Notes Due 2034, Downgraded to Caa2; previously on 12/22/2008
     Downgraded to Ba1 and remains on Review for Possible
     Downgrade

  -- US$100,000 Class I-A2v Senior Secured Floating Rate Notes
     Due 2034, Downgraded to Caa2; previously on 12/22/2008
     Downgraded to Ba1 and remains on Review for Possible
     Downgrade

  -- U.S. 98,500,000 Class II Senior Secured Floating Rate Notes
     Due 2039, Downgraded to Caa3; previously on 12/22/2008
     Downgraded to Caa1 and remains on Review for Possible
     Downgrade

  -- US$61,000,000 Class III-A Senior Secured Floating Rate
     Notes Due 2039, Downgraded to C; previously on 12/22/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

  -- US$3,500,000 Class III-B Senior Secured Fixed Rate Notes
     Due 2039, Downgraded to C; previously on 12/22/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

  -- US$39,500,000 Class IV-A Mezzanine Secured Floating Rate
     Notes Due 2039, Downgraded to C; previously on 4/24/2008
     Downgraded to Ca

  -- US$5,500,000 Class IV-B Mezzanine Secured Fixed Rate Notes
     Due 2039, Downgraded to C; previously on 4/24/2008 Downgraded
     to Ca

  -- US$10,000,000 Class X Combination Notes Due 2039,
     Downgraded to Caa3; previously on 12/22/2008 Downgraded to
     Caa2 and remains on Review for Possible Downgrade

  -- US$4,000,000 Class Y Combination Notes Due 2039,
     Downgraded to Ca; previously on 12/22/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

  -- US$7,000,000 Class Z Combination Notes Due 2039,
     Downgraded to C; previously on 12/22/2008 Downgraded to Ca

Duke Funding X, Ltd.

  -- Class A1 Senior Secured Floating Rate Notes, Downgraded to C;
     previously on 12/16/2008 Downgraded to Ca

  -- Class A2 Senior Secured Floating Rate Notes, Downgraded to C;
     previously on 12/16/2008 Downgraded to Ca

  -- Class A3 Senior Deferrable Interest Floating Rate Notes,
     Downgraded to C; previously on 5/1/2008 Downgraded to Ca

  -- Senior Swap, Downgraded to C; previously on 12/16/2008
     Downgraded to Caa1 and remains on Review for Possible
     Downgrade

Duke Funding XI, Ltd.

  -- $132,000,000 Class A-1E Floating Rate Notes Due 2046,
     Downgraded to C; previously on 12/16/2008 Downgraded to Ca

  -- $88,000,000 Class A-2E Floating Rate Notes Due 2046,
     Downgraded to C; previously on 12/16/2008 Downgraded to Ca

  -- $48,000,000 Class A-3E Deferrable Interest Floating Rate
     Notes Due 2046, Downgraded to C; previously on 5/1/2008
     Downgraded to Ca

  -- $67,000,000 Class B-1E Deferrable Interest Floating Rate
     Notes Due 2046, Downgraded to C; previously on 5/1/2008
     Downgraded to Ca

  -- $704,000,000 Senior Swap, Downgraded to Ca; previously on
     12/16/2008 Downgraded to Caa1 and remains on Review for
     Possible Downgrade

  -- $33,000,000 Class X Floating Rate Notes Due 2013, Downgraded
     to Ca; previously on 12/16/2008 Downgraded to Caa2 and
     remains on Review for Possible Downgrade

Fox Trot CDO Ltd.

  -- Class A, Downgraded to C; previously on 12/16/2008 Downgraded
     to Caa1 and remains on Review for Possible Downgrade

  -- Class B, Downgraded to C; previously on 12/16/2008 Downgraded
     to Caa3 and remains on Review for Possible Downgrade

Galleria CDO IV, Ltd.

  -- $160,500,000 Class A-1 Senior Secured Floating Rate Revolving
     Notes, Due 2034, Downgraded to Caa3; previously on 5/18/2008
     Downgraded to Caa1 and Placed Under Review for Possible
     Downgrade

  -- $160,500,00 Class A-2 Senior Secured Floating Rate Revolving
     Notes, Due 2034, Downgraded to Caa3; previously on 5/18/2008
     Downgraded to Caa1 and Placed Under Review for Possible
     Downgrade

Gemstone CDO IV Ltd.

  -- Class A-1 Floating Rate Notes Due February 2041, Downgraded
     to Ca; previously on 12/16/2008 Downgraded to Caa3 and
     remains on Review for Possible Downgrade

  -- Class A-2 Floating Rate Notes Due February 2041, Downgraded
     to C; previously on 10/1/2008 Downgraded to Ca

  -- Class A-3 Floating Rate Notes Due February 2041, Downgraded
     to C; previously on 10/1/2008 Downgraded to Caa3 and remains
     on Review for Possible Downgrade

  -- Class B Floating Rate Notes Due February 2041, Downgraded to
     C; previously on 10/1/2008 Downgraded to Ca

Ipswich Street CDO, LLC

  -- US$1,530,000,000 Class A-1 First Priority Senior Secured
     Floating Rate Delayed Draw Notes, Downgraded to Ca;
     previously on 12/16/2008 Downgraded to Caa1 and remains on
     Review for Possible Downgrade

  -- US$60,000,000 Class A-2 Second Priority Senior Secured
     Floating Rate Notes, Downgraded to C; previously on
     12/16/2008 Downgraded to Ca

  -- US$62,000,000 Class B Third Priority Senior Secured
     Floating Rate Notes, Downgraded to C; previously on
     12/16/2008 Downgraded to Ca

Ischus CDO II, Ltd.

  -- US$214,000,000 Class A-1A First Priority Senior Secured
     Floating Rate Notes Due 2040 (the " Class A-1A Notes"),
     Downgraded to Ca; previously on 12/17/2008 Downgraded to Caa2
     and remains on Review for Possible Downgrade

  -- US$50,000,000 Class A-1B First Priority Senior Secured
     Floating Rate Delayed Draw Notes Due 2040 (the "Class A-1B
     Notes"), Downgraded to Ca; previously on 12/17/2008
     Downgraded to Caa2 and remains on Review for Possible
     Downgrade

  -- US$28,000,000 Class A-2 Second Priority Senior Secured
     Floating Rate Notes Due 2040 (the "Class A-2 Notes"),
     Downgraded to C; previously on 10/28/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

  -- US$55,000,000 Class B Third Priority Senior Secured
     Floating Rate Notes Due 2040 (the "Class B Notes"),
     Downgraded to C; previously on 10/28/2008 Downgraded to Ca

Kenmare 2005-I, Ltd.

  -- Variable Floating Rate Notes due 2048, Downgraded to C;
     previously on 12/17/2008 Downgraded to Caa2 and remains on
     Review for Possible Downgrade

Kent Funding, Ltd.

  -- Class A-1 Notes, Downgraded to Ca; previously on 12/17/2008
     Downgraded to B1 and remains on Review for Possible Downgrade

  -- Class A-2 Notes, Downgraded to C; previously on 10/28/2008
     Downgraded to Caa3 and Placed Under Review for Possible
     Downgrade

  -- Funding Notes, Downgraded to Ca; previously on 12/17/2008
     Downgraded to B1 and remains on Review for Possible Downgrade

McKinley II Funding, Ltd.

  -- US$71,000,000 Class A-1 Floating Rate Notes Due 2045,
     Downgraded to Ca; previously on 12/17/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

  -- US$17,500,000 Class A-2 Floating Rate Notes Due 2045,
     Downgraded to C; previously on 7/9/2008 Downgraded to Caa3
     and remains on Review for Possible Downgrade

  -- US$10,000,000 Class A-3A Pass-Through Notes Due 2045,
     Downgraded to C; previously on 7/9/2008 Downgraded to Ca

  -- US$15,000,000 Class A-3B Pass-Through Notes Due 2045,
     Downgraded to C; previously on 7/9/2008 Downgraded to Ca

MID OCEAN CBO 2000-1 LTD.

  -- Class A-1L Floating Rate Notes, Downgraded to Caa3;
     previously on 5/30/2008 Downgraded to Caa2 and Placed Under
     Review for Possible Downgrade

  -- Class A-2 7.7254% Notes, Downgraded to C; previously on
     4/7/2008 Downgraded to Ca

  -- Class A-2L Floating Rate Notes, Downgraded to C; previously
     on 4/7/2008 Downgraded to Ca

Mid Ocean CBO 2001-1 Ltd.

  -- Class A-1 6.5563% Notes Due November 2036, Downgraded to
     Caa3; previously on 6/2/2008 Downgraded to Caa2 and Placed
     Under Review for Possible Downgrade

  -- Class A-1L Floating Rate Notes Due November 2036, Downgraded
     to Caa3; previously on 6/2/2008 Downgraded to Caa2 and Placed
     Under Review for Possible Downgrade

  -- Class A-2L Floating Rate Notes Due November 2036, Downgraded
     to C; previously on 12/27/2007 Downgraded to Ca

Millstone Funding Ltd.

  -- Cl. A-1, Downgraded to Ca; previously on 12/22/2008
     Downgraded to Caa2 and remains on Review for Possible
     Downgrade

  -- Cl. A-2, Downgraded to C; previously on 12/22/2008 Downgraded
     to Ca

Millstone II CDO Ltd.

  -- Class A-1M, Downgraded to Ca; previously on 10/20/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

  -- Class A-1Q, Downgraded to Ca; previously on 10/20/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

  -- Class A-2, Downgraded to C; previously on 10/20/2008
     Downgraded to Ca

  -- Class B, Downgraded to C; previously on 10/20/2008 Downgraded
     to Ca

MKP CBO I, Ltd./MKP CBO Delaware Corp.

  -- Class A-1L Floating Rate Notes Due February 2036, Downgraded
     to Ca; previously on 6/25/2007 Downgraded to Caa1

  -- Class A-2L Floating Rate Notes February 2036, Downgraded to
     C; previously on 7/27/2006 Downgraded to Ca

Montauk Point CDO, Ltd.

  -- Class A-1 First Priority Senior Secured Floating Rate Notes,
     Downgraded to C; previously on 12/16/2008 Downgraded to Caa1
     and remains on Review for Possible Downgrade

  -- Class A-2 Second Priority Senior Secured Floating Rate Notes,
     Downgraded to C; previously on 12/16/2008 Downgraded to Ca

  -- Class B Third Priority Senior Secured Floating Rate Notes,
     Downgraded to C; previously on 12/16/2008 Downgraded to Ca

  -- Class C Fourth Priority Senior Secured Floating Rate Notes,
     Downgraded to C; previously on 5/30/2008 Downgraded to Ca

Orchid Structured Finance CDO III, Inc.

  -- US$350,000,000 Class A-1 First Priority Senior Secured
     Floating Rate Notes Due 2046, Downgraded to C; previously on
     12/16/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade

  -- US$65,000,000 Class A-2 Second Priority Senior Secured
     Floating Rate Notes Due 2046, Downgraded to C; previously on
     12/16/2008 Downgraded to Ca

  -- US$40,000,000 Class B Third Priority Senior Secured
     Floating Rate Notes Due 2046, Downgraded to C; previously on
     5/30/2008 Downgraded to Ca

Pillars CDO I Transaction

  -- Class A Tranche, Downgraded to Ca; previously on 12/22/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

Pinnacle Point Funding Ltd.

  -- Class A-1 Notes, Downgraded to C; previously on 12/22/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

  -- Class A-2 Notes, Downgraded to C; previously on 12/22/2008
     Downgraded to Ca

PPM America Structured Finance CBO I Ltd.

  -- Class A-1 Floating Rate Senior Notes, Downgraded to Caa3;
     previously on 10/18/2005 Downgraded to Caa1

  -- Class A-2A Fixed Rate Senior Notes, Downgraded to C;
     previously on 3/16/2005 Downgraded to Ca

  -- Class A-2B Floating Rate Senior Subordinated Notes,
     Downgraded to C; previously on 3/16/2005 Downgraded to Ca

Pyxis Libertas 2006-11

  -- US$135,000,000 Class 2006-11 Units issued by PY,
     Downgraded to C; previously on 12/11/2008 Downgraded to Caa1
     and remains on Review for Possible Downgrade

SFA Collateralized Asset-Backed Securities 1Trust

  -- Class A Floating Rate Notes due 20305, Downgraded to Ca;
     previously on 8/16/2006 Downgraded to Caa3

  -- Class B-1 Floating Rate Notes due 2035, Downgraded to C;
     previously on 8/16/2006 Downgraded to Ca

  -- Class B-2 8.575% Notes due 2035, Downgraded to C; previously
     on 8/16/2006 Downgraded to Ca

SHERWOOD FUNDING CDO II, LTD.

  -- A-1, Downgraded to C; previously on 12/17/2008 Downgraded to
     Caa1 and remains on Review for Possible Downgrade

  -- A-2, Downgraded to C; previously on 12/17/2008 Downgraded to
     Ca

  -- B, Downgraded to C; previously on 12/17/2008 Downgraded to Ca

  -- C, Downgraded to C; previously on 5/30/2008 Downgraded to Ca

  -- Combo Note, Downgraded to C; previously on 12/17/2008
     Downgraded to Ca

  -- D, Downgraded to C; previously on 5/30/2008 Downgraded to Ca

SUMMER STREET 2005-1, LTD.

  -- US$279,000,000 Class A-1 Floating Bate Senior Secured Notes
     due 2045, Downgraded to Ca; previously on 12/17/2008
     Downgraded to B2 and remains on Review for Possible Downgrade

  -- US$38, 000,000 Class A-2 Floating Rate Senior Secured Notes
     due 2045, Downgraded to C; previously on 12/17/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

  -- US$33, 000,000 Class A-3 Floating Rate Senior Secured Notes
     due 2045, Downgraded to C; previously on 12/17/2008
     Downgraded to Ca

TABS 2005-3, Ltd.

  -- US$195,000,000 Class A-1 Senior Secured Floating Rate
     Delayed Draw Term Notes Due 2045, Downgraded to C; previously
     on 12/17/2008 Downgraded to Caa1 and remains on Review for
     Possible Downgrade

  -- US$35,000,000 Class A-2 Senior Secured Floating Rate Term
     Notes Due 2045, Downgraded to C; previously on 12/17/2008
     Downgraded to Caa2 and remains on Review for Possible
     Downgrade

  -- US$33,000,000 Class B Senior Secured Floating Rate Term
     Notes Due 2045, Downgraded to C; previously on 12/17/2008
     Downgraded to Caa3 and remains on Review for Possible
     Downgrade

TOPANGA CDO, LTD.

  -- US$49,000,000 Class A-1 Floating Rate Senior Secured Notes
     Due 2045, Downgraded to Ca; previously on 12/16/2008
     Downgraded to B2 and remains on Review for Possible Downgrade

  -- US$37,000,000 Class A-2 Floating Rate Senior Secured Notes
     Due 2045, Downgraded to C; previously on 12/16/2008
     Downgraded to Caa1 and remains on Review for Possible
     Downgrade

  -- US$26,000,000 Class B Floating Rate Deferrable Subordinate
     Secured Notes Due 2045, Downgraded to C; previously on
     5/9/2008 Downgraded to Caa3 and remains on Review for
     Possible Downgrade

  -- US$20,000,000 Class C Floating Rate Deferrable Junior
     Subordinate Secured Notes Due 2045, Downgraded to C;
     previously on 5/9/2008 Downgraded to Ca

TORO ABS CDO I, LTD.

  -- US$895,000,000 Class A First Priority Senior Secured
     Floating Rate Delayed Draw Notes Due 2042, Downgraded to Ca;
     previously on 12/17/2008 Downgraded to Caa2 and remains on
     Review for Possible Downgrade

  -- US$76,000,000 Class B Second Priority Senior Secured
     Floating Rate Notes Due 2042, Downgraded to C; previously on
     11/21/2008 Downgraded to Ca

Zenith Funding, Ltd.

  -- A-1, Downgraded to Ca; previously on 12/22/2008 Downgraded to
     Caa1 and remains on Review for Possible Downgrade

  -- A-2, Downgraded to C; previously on 6/17/2008 Downgraded to
     Ca

  -- Combo Note, Downgraded to C; previously on 5/30/2008
     Downgraded to Caa3


* S&P Downgrades Ratings on Four Classes of Mortgage Certs. to 'D'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings to 'D' on
four classes of mortgage pass-through certificates from four U.S.
residential mortgage-backed securities transactions from various
issuers.  One class is from a first-lien high loan-to-value
transaction, two are from transactions backed by seasoned loan
collateral, and the fourth is from a transaction backed by prime
conforming collateral.  S&P removed one of the lowered ratings
from CreditWatch with negative implications.  In addition, 10
ratings from Morgan Stanley Mortgage Loan Trust 2005-3AR, the
prime conforming deal, remain on CreditWatch with negative
implications.

The downgrades reflect S&P's assessment of principal write-downs
on the affected classes during recent remittance periods.  S&P
lowered three of the ratings on the defaulted classes from the
'CCC' or 'CC' rating categories, and all four ratings were lowered
from a speculative-grade rating category.

S&P expects to resolve the CreditWatch placements affecting the
Morgan Stanley Mortgage Loan Trust 2005-3AR transaction after S&P
complete S&P's review of the underlying credit enhancement.
Standard & Poor's will continue to monitor its ratings on
securities that experience principal write-downs and adjust the
ratings as S&P deem appropriate.

                          Rating Actions

           First Franklin Mortgage Loan Trust 2004-FFH3
                       Series    2004-FFH3

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       M-7        32027NLX7     D                    CC

            MASTR Seasoned Securitization Trust 2004-1
                         Series    2004-1

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       C-B-5      55265WBX0     D                    CC

           Morgan Stanley Mortgage Loan Trust 2005-3AR
                       Series    2005-3AR

                                    Rating
                                    ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    B-4        61745M4Z3     D                    BB/Watch Neg

                    RAMP Series 2004-SL2 Trust
                        Series    2004-SL2

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       B-1        7609856U0     D                    CCC

             Ratings Remaining On Creditwatch Negative

           Morgan Stanley Mortgage Loan Trust 2005-3AR
                        Series    2005-3AR

              Class      CUSIP         Rating
              -----      -----         ------
              1-A        61745M4M2     AAA/Watch Neg
              2-A-1      61745M4N0     AAA/Watch Neg
              2-A-2      61745M4P5     AAA/Watch Neg
              2-A-3      61745M4Q3     AAA/Watch Neg
              3-A        61745M4R1     AAA/Watch Neg
              4-A        61745M4S9     AAA/Watch Neg
              5-A        61745M4T7     AAA/Watch Neg
              B-1        61745M4U4     AA/Watch Neg
              B-2        61745M4V2     A/Watch Neg
              B-3        61745M4W0     BBB/Watch Neg


* S&P Downgrades Ratings on Nine Classes of Mortgage Certs. to 'D'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings to 'D' on
nine classes of mortgage pass-through certificates from nine U.S.
scratch-and-dent residential mortgage-backed securities
transactions from various issuers.  S&P removed four of the
lowered ratings from CreditWatch with negative implications.  Of
the nine affected classes, five are from transactions backed by
outside-the-guidelines collateral, and four are from transactions
backed by reperforming collateral.  Concurrently, S&P placed 32
other ratings on CreditWatch with negative implications, and the
ratings on 26 additional classes remain on CreditWatch negative.

The downgrades reflect S&P's assessment of principal write-downs
on the affected classes during recent remittance periods.  S&P
lowered one of the nine ratings from 'CC' and lowered five ratings
from other speculative-grade categories.

S&P expects to resolve the CreditWatch placements affecting these
transactions after S&P completes its reviews of the underlying
credit enhancement.  Standard & Poor's will continue to monitor
its ratings on securities that experience principal write-downs
and adjust the ratings as S&P deems appropriate.


* S&P Downgrades Ratings on 75 Classes from Seven Alt-A RMBS
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 75
classes from seven U.S. Alternative-A and prime jumbo residential
mortgage-backed securities transactions issued in 2005 and 2006.
S&P removed 59 of the lowered ratings from CreditWatch with
negative implications.  In addition, S&P affirmed its ratings on
22 classes from the same transactions and removed 18 of the
affirmed ratings from CreditWatch negative. (see list).

Thirty-four of the downgrades and 18 of the affirmations affected
four U.S. prime jumbo transactions.  The remaining rating actions
affected various U.S. Alt-A RMBS transactions.

To assess the creditworthiness of each class in the prime jumbo
deals, S&P reviewed the individual delinquency and loss trends of
the transactions for changes, if any, in risk characteristics,
servicing, and the expected ability to withstand additional credit
deterioration.  In order to maintain a rating higher than 'B', S&P
considered whether a class absorbed losses in excess of the base-
case assumptions S&P made in its analysis.  For example, S&P
assess whether a class can withstand approximately 130% of S&P's
base-case loss assumptions in order to maintain a 'BB' rating,
while S&P consider whether a different class can withstand
approximately 160% of S&P's base-case loss assumptions to maintain
a 'BBB' rating.  An affirmed 'AAA' rating reflects S&P's opinion
that the class can withstand approximately 235% of S&P's base-case
loss assumptions.

The downgrades affecting the prime jumbo transactions reflect
S&P's opinion that projected credit support for the affected
classes is insufficient to maintain the previous ratings, given
S&P's current projected losses.

The collateral for these deals consists of prime jumbo fixed- and
adjustable-rate mortgage loans secured by one- to four-family
residential properties.

The lowered ratings on the Alt-A transactions reflect S&P's belief
that the amount of credit enhancement available for the downgraded
classes is insufficient to cover losses at the previous rating
levels.  Although cumulative losses were generally low in
comparison with S&P's projected lifetime losses for the
transactions reviewed, S&P is projecting an increase in losses due
to increases in delinquencies and the current negative condition
of the housing market.  Certain senior classes also benefit from
senior support classes that would provide support, to a certain
extent, before any applicable losses could affect the super-senior
certificates.

The affirmed ratings on the prime jumbo and Alt-A transactions
reflect S&P's belief that the amount of credit enhancement
available for these classes is sufficient to cover losses
associated with these rating levels.

The downgrades, affirmations, and CreditWatch resolutions on both
the prime jumbo and Alt-A transactions incorporate S&P's current
and projected losses based on the dollar amounts of loans
currently in the transactions' delinquency, foreclosure, and real
estate owned pipelines, as well as S&P's projection of future
defaults.  S&P also incorporated cumulative losses to date in
S&P's analysis when determining rating outcomes.

For the Alt-A deals, subordination of the more-junior classes
within each structure provides credit support for the affected
transactions.  The collateral backing these deals originally
consisted predominantly of Alt-A, first-lien, negative-
amortization residential mortgage loans secured by one- to four-
family properties.

For the Alt-A deals, to maintain an 'AAA' rating, S&P consider
whether a bond is able to withstand approximately 150% of S&P's
base-case loss assumptions, subject to individual caps and
qualitative factors assumed on specific transactions.  For a class
for which we've affirmed a 'B' rating, S&P consider whether a bond
is able to withstand S&P's base-case loss assumptions.  Other
rating categories are dispersed, approximately equally, between
these two loss assumptions.  For example, to maintain a 'BB'
rating on one class, S&P may consider whether the class is able to
withstand approximately 110% of S&P's base-case loss assumptions,
while, in connection with a different class, S&P may consider
whether it is able to withstand approximately 120% of S&P's base-
case loss assumptions to maintain a 'BBB' rating.

S&P monitors these transactions to incorporate updated losses and
delinquency pipeline performance to assess whether S&P believe the
applicable credit enhancement features are sufficient to support
the current ratings.  S&P will continue to monitor these
transactions and take additional rating actions as S&P think
appropriate.

                          Rating Actions

         American Home Mortgage Investment Trust 2005-2
                       Series      2005-2

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    I-A-1      02660TEK5     AAA                  AAA/Watch Neg
    I-A-2      02660TEL3     AAA                  AAA/Watch Neg
    I-A-3      02660TEM1     A                    AAA/Watch Neg
    II-A-1     02660TEN9     A                    AAA/Watch Neg
    II-A-2     02660TFN8     A                    AAA/Watch Neg
    II-A-3     02660TFP3     A                    AAA/Watch Neg
    III-A      02660TEP4     A                    AAA/Watch Neg
    IV-A-1     02660TEQ2     A                    AAA/Watch Neg
    IV-A-2     02660TFG3     AAA                  AAA/Watch Neg
    IV-A-3     02660TFH1     A                    AAA/Watch Neg
    M-1        02660TEW9     B                    AA+/Watch Neg
    M-2        02660TEX7     CCC                  AA/Watch Neg
    M-3        02660TEY5     CCC                  AA/Watch Neg
    M-4        02660TEZ2     CCC                  AA/Watch Neg
    M-5        02660TFA6     CC                   A/Watch Neg

                 Bear Stearns ALT-A Trust 2005-9
                       Series      2005-9

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    I-1A-1     07386HXN6     BBB                  AAA/Watch Neg
    I-1A-2     07386HXP1     B                    AAA/Watch Neg
    I-M-1      07386HXQ9     CC                   BB/Watch Neg
    I-M-2      07386HXR7     CC                   B/Watch Neg
    II-1A-1    07386HXZ9     BB                   AAA/Watch Neg
    II-1A-2    07386HYA3     CCC                  BB/Watch Neg
    II-2A-1    07386HYB1     CCC                  BB/Watch Neg
    II-3A-1    07386HYC9     BB                   AAA/Watch Neg
    II-3A-2    07386HYD7     CCC                  BB/Watch Neg
    II-4A-1    07386HYE5     CCC                  BB/Watch Neg
    II-5A-1    07386HYF2     BB                   AAA
    II-5A-2    07386HYG0     CCC                  BB/Watch Neg
    II-6A-1    07386HYH8     BB                   AA/Watch Neg
    II-6A-2    07386HYJ4     CCC                  BB/Watch Neg
    II-M-1     07386HYK1     CC                   B/Watch Neg
    II-M-2     07386HYL9     CC                   CCC
    II-M-3     07386HYM7     CC                   CCC
    II-M-4     07386HYN5     CC                   CCC
    II-M-5     07386HYP0     CC                   CCC
    II-B-3     07386HYS4     D                    CC

            CHL Mortgage Pass-Through Trust 2005-HYB7
                      Series      2005-HYB7

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    1-A-1      126694FW3     BB                   AAA/Watch Neg
    1-A-2      126694FX1     B                    AAA/Watch Neg
    1-A-IO     126694FY9     BB                   AAA
    2-A        126694FZ6     B                    AAA/Watch Neg
    3-A-1      126694GC6     BB                   AAA/Watch Neg
    3-A-2      126694GD4     B                    AAA/Watch Neg
    3-A-IO     126694GE2     BB                   AAA
    4-A-1      126694GF9     BB                   AAA/Watch Neg
    4-A-2      126694GG7     B                    AAA/Watch Neg
    4-A-IO     126694GM4     BB                   AAA
    5-A-1      126694GR3     BB                   AAA/Watch Neg
    5-A-2      126694GS1     B                    AAA/Watch Neg
    5-A-IO     126694GT9     BB                   AAA
    6-A-1      126694MH8     BB                   AAA/Watch Neg
    6-A-2      126694MJ4     B                    AAA/Watch Neg
    M          126694GN2     CC                   AA/Watch Neg
    B-1        126694GP7     CC                   BBB/Watch Neg
    B-2        126694GQ5     CC                   B/Watch Neg

            IndyMac INDX Mortgage Loan Trust 2005-AR27
                      Series      2005-AR27

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    1-A-1      45660LN88     B                    AAA/Watch Neg
    2-A-1      45660LN96     B                    AAA/Watch Neg
    2-A-2      45660LP29     AA                   AAA/Watch Neg
    2-A-3      45660LP37     B                    AAA/Watch Neg
    3-A-2      45660LS67     B                    AAA/Watch Neg
    3-A-3      45660LS75     B                    AAA/Watch Neg
    4-A-1      45660LP52     AAA                  AAA/Watch Neg
    4-A-2      45660LP60     B                    AAA/Watch Neg
    B-1        45660LP86     CC                   AA/Watch Neg
    B-2        45660LP94     CC                   A+/Watch Neg

                   Lehman Mortgage Trust 2006-1
                        Series      2006-1

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    3-A3       52520MFJ7     BB                   AAA
    3-A6       52520MFM0     BB                   AAA
    3B1        52520MGD9     CCC                  B
    3B2        52520MGE7     CC                   CCC
    3B3        52520MGF4     CC                   CCC

            Thornburg Mortgage Securities Trust 2006-2
                       Series      2006-2

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    A-1-A      885220KS1     AAA                  AAA/Watch Neg
    A-1-B      885220KT9     AAA                  AAA/Watch Neg
    A-1-C      885220KU6     AAA                  AAA/Watch Neg
    A-2-A      885220KV4     AAA                  AAA/Watch Neg
    A-2-B      885220KW2     AAA                  AAA/Watch Neg
    A-2-C      885220KX0     AAA                  AAA/Watch Neg
    B-1        885220LB7     BBB                  AA/Watch Neg
    B-2        885220LC5     B                    BBB/Watch Neg
    B-3        885220LD3     CCC                  B/Watch Neg
    B-4        885220LE1     CC                   CCC

  WaMu Mortgage Pass-Through Certificates Series 2005-AR16 Trust
                      Series      2005-AR16

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    1-A1       92922F6W3     AAA                  AAA/Watch Neg
    1-A2       92922F6X1     AAA                  AAA/Watch Neg
    1-A3       92922F6Y9     AAA                  AAA/Watch Neg
    1-A4A      92922F6Z6     AAA                  AAA/Watch Neg
    1-A4B      92922F7A0     AAA                  AAA/Watch Neg
    1-A5       92922F7B8     BBB                  AAA/Watch Neg
    2-A1       92922F7C6     AAA                  AAA/Watch Neg
    2-A2       92922F7D4     AAA                  AAA/Watch Neg
    2-A3       92922F7E2     AAA                  AAA/Watch Neg
    2-A4       92922F7F9     BBB                  AAA/Watch Neg
    B-1        92922F7G7     CCC                  AA/Watch Neg
    B-2        92922F7H5     CC                   A/Watch Neg
    B-3        92922F7J1     CC                   BBB/Watch Neg
    B-4        92922F7L6     CC                   BB/Watch Neg
    B-5        92922F7M4     CC                   B/Watch Neg

                        Ratings Affirmed

                   Lehman Mortgage Trust 2006-1
                       Series      2006-1

                 Class      CUSIP         Rating
                 -----      -----         ------
                 3-A1       52520MFG3     AAA
                 3-A2       52520MFH1     AAA
                 3-A4       52520MFK4     AAA
                 3-A5       52520MFL2     AAA


* S&P Downgrades Ratings on 39 Tranches from 10 Hybrid CDOs
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 39
tranches from 10 U.S. cash flow and hybrid collateralized debt
obligation transactions.  At the same time, S&P removed five of
the lowered ratings from CreditWatch with negative implications.
The ratings on 30 of the downgraded tranches are on CreditWatch
with negative implications, indicating a significant likelihood of
further downgrades.

The CreditWatch placements primarily affect transactions for which
a significant portion of the collateral assets currently have
ratings on CreditWatch with negative implications or have
significant exposure to assets rated in the 'CCC' category.

The 39 downgraded U.S. cash flow and hybrid tranches have a total
issuance amount of $4.834 billion.  All 10 affected transactions
are mezzanine structured finance CDOs of asset-backed securities,
which are collateralized in large part by mezzanine tranches of
residential mortgage-backed securities and other SF securities.
The CDO downgrades reflect a number of factors, including credit
deterioration and recent negative rating actions on U.S. subprime
RMBS.

Standard & Poor's will continue to monitor the CDO transactions it
rates and take rating actions, including CreditWatch placements,
when appropriate.

                          Rating Actions

                                               Rating
                                               ------
Transaction                   Class      To             From
-----------                   -----      --             ----
Ayresome CDO I, Ltd.          A-1a       AA-/Watch Neg  AAA
Ayresome CDO I, Ltd.          A-1b       BB-/Watch Neg  BBB+/Watch Neg
Ayresome CDO I, Ltd.          A-2        CC             CCC
Ayresome CDO I, Ltd.          A-3        CC             CCC
Collybus CDO I Ltd            A-2        CCC            BBB/Watch Neg
Collybus CDO I Ltd            A-3        CC             BB-/Watch Neg
Collybus CDO I Ltd            B          CC             CCC-
Duke Funding VIII Ltd         A-1S       BBB-/Watch Neg A+/Watch Neg
Duke Funding VIII Ltd         A-1J       CCC/Watch Neg  BBB-/Watch Neg
Duke Funding VIII Ltd         A-2        CC             B+/Watch Neg
Fortius I Funding, Ltd.       A-1        CCC/Watch Neg  B/Watch Neg
Fortius I Funding, Ltd.       A-2        CCC-/Watch Neg B-/Watch Neg
Gemstone CDO II Ltd.          A-2        AA/Watch Neg   AAA/Watch Neg
Gemstone CDO II Ltd.          A-3        AA/Watch Neg   AAA/Watch Neg
Gemstone CDO II Ltd.          B          A-/Watch Neg   A+/Watch Neg
Gemstone CDO II Ltd.          C          BB/Watch Neg   BBB/Watch Neg
Gemstone CDO II Ltd.          D          B-/Watch Neg   BB+/Watch Neg
Gemstone CDO II Ltd.          E          CC             CCC-
Long Hill 2006-1 Ltd          S1VF       B/Watch Neg    BBB-/Watch Neg
Long Hill 2006-1 Ltd          S2T        CC             B-/Watch Neg
Nautilus RMBS CDO I Ltd       A-1S       A/Watch Neg    AA-/Watch Neg
Nautilus RMBS CDO I Ltd       A-1J       BBB/Watch Neg  A-/Watch Neg
Nautilus RMBS CDO I Ltd       A-2        BBB-/Watch Neg BBB+/Watch Neg
Nautilus RMBS CDO I Ltd       A-3        BB-/Watch Neg  BBB-/Watch Neg
Nautilus RMBS CDO I Ltd       BF         B-/Watch Neg   BB/Watch Neg
Nautilus RMBS CDO I Ltd       BV         B-/Watch Neg   BB/Watch Neg
Nautilus RMBS CDO I Ltd       CF         CCC/Watch Neg  B/Watch Neg
Nautilus RMBS CDO I Ltd       CV         CCC/Watch Neg  B/Watch Neg
Saturn Ventures 2004 - Fund   A-1        A+/Watch Neg   AAA
  America Investors III,
  Limited
Saturn Ventures 2004 - Fund   A-2        BB+/Watch Neg  AAA
  America Investors III,
  Limited
Saturn Ventures 2004 - Fund   A-3        B+/Watch Neg   A+
  America Investors III,
  Limited
Saturn Ventures 2004 - Fund   B          CCC/Watch Neg  BB+
  America Investors III,
  Limited
Saturn Ventures 2004 - Fund   C          CCC-/Watch Neg B-
  America Investors III,
  Limited
Saturn Ventures 2005-1, Ltd.  A-1        BBB-/Watch Neg AAA
Saturn Ventures 2005-1, Ltd.  A-2        B-/Watch Neg   BBB-/Watch Neg
Saturn Ventures 2005-1, Ltd.  A-3        CC             CCC/Watch Neg
Trainer Wortham First         A-1        AA/Watch Neg   AAA
  Republic CBO V Ltd.
Trainer Wortham First         A-2        BBB+/Watch Neg A+/Watch Neg
  Republic CBO V Ltd.
Trainer Wortham First         B          CCC/Watch Neg  B-/Watch Neg
  Republic CBO V Ltd.

                      Other Ratings Reviewed

      Transaction                   Class      Rating
      -----------                   -----      ------
      Ayresome CDO I, Ltd.          B          CC
      Ayresome CDO I, Ltd.          C          CC
      Ayresome CDO I, Ltd.          D          CC
      Ayresome CDO I, Ltd.          Combo Secs CC
      Collybus CDO I Ltd            C          CC
      Collybus CDO I Ltd            D          CC
      Duke Funding VIII Ltd         A-3F       CC
      Duke Funding VIII Ltd         A-3V       CC
      Duke Funding VIII Ltd         B          CC
      Duke Funding VIII Ltd         Sub Nts    CC
      Duke Funding VIII Ltd         Comb Sec 1 CC
      Duke Funding VIII Ltd         Comb Sec 2 CC
      Duke Funding VIII Ltd         Comb Sec 3 CC
      Fortius I Funding, Ltd.       S          AAA
      Fortius I Funding, Ltd.       B          CC
      Fortius I Funding, Ltd.       C          CC
      Fortius I Funding, Ltd.       D          CC
      Fortius I Funding, Ltd.       E          CC
      Gemstone CDO II Ltd.          A-1        AAA/Watch Neg
      Gemstone CDO II Ltd.          F          CC
      Long Hill 2006-1 Ltd          A1         CC
      Long Hill 2006-1 Ltd          A2         CC
      Long Hill 2006-1 Ltd          A3         CC
      Long Hill 2006-1 Ltd          B          CC
      Long Hill 2006-1 Ltd          C          CC
      Long Hill 2006-1 Ltd          Combo Nts  CC
      Saturn Ventures 2005-1, Ltd.  B          CC
      Saturn Ventures 2005-1, Ltd.  C          CC
      Trainer Wortham First         C          CC
      Republic CBO V Ltd.
      Trainer Wortham First         D          CC
      Republic CBO V Ltd.


* S&P Downgrades Ratings on 67 Tranches from 19 Hybrid CDO Deals
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 67
tranches from 19 U.S. cash flow and hybrid collateralized debt
obligation transactions.  At the same time, S&P removed 17 of the
lowered ratings from CreditWatch with negative implications.
The ratings on 45 of the downgraded tranches are on CreditWatch
with negative implications, indicating a significant likelihood of
further downgrades.  In addition, S&P placed the ratings on two
tranches from two transactions on CreditWatch with negative
implications.

The CreditWatch placements primarily affect transactions for which
a significant portion of the collateral assets currently have
ratings on CreditWatch with negative implications or have
significant exposure to assets rated in the 'CCC' category.

The 67 downgraded U.S. cash flow and hybrid tranches have a total
issuance amount of $5.301 billion.  Fourteen of the 19 affected
transactions are mezzanine structured finance CDOs of asset-backed
securities, which are collateralized in large part by mezzanine
tranches of residential mortgage-backed securities and other SF
securities.  Three of the 19 transactions are CDOs of CDOs that
were collateralized at origination primarily by notes from other
CDOs, as well as by tranches from RMBS and other SF transactions.
The other two transactions are retranchings from another CDO
transaction that is part of the rating actions.  The CDO
downgrades reflect a number of factors, including credit
deterioration and recent negative rating actions on U.S. subprime
RMBS.

In addition, Standard & Poor's reviewed the rating assigned to
Clydesdale CBO I Class B Restructured CDO, Ltd. and based on the
current credit support available to the tranche, has left the
rating at its current level.

Standard & Poor's will continue to monitor the CDO transactions it
rates and take rating actions, including CreditWatch placements,
when appropriate.

                          Rating Actions

                                               Rating
                                               ------
Transaction                    Class      To             From
-----------                    -----      --             ----
Acacia CDO 5, Ltd.             B          BBB+/Watch Neg AA/Watch Neg
Acacia CDO 5, Ltd.             C          BB+/Watch Neg  A/Watch Neg
Acacia CDO 5, Ltd.             D          BB-/Watch Neg  A-/Watch Neg
Acacia CDO 5, Ltd.             E          B-/Watch Neg   BBB/Watch Neg
Acacia CDO 7 Ltd               A          A+/Watch Neg   AA+/Watch Neg
Acacia CDO 7 Ltd               B          BB+/Watch Neg  A-/Watch Neg
Acacia CDO 7 Ltd               C          B-/Watch Neg   BBB/Watch Neg
Acacia CDO 7 Ltd               D          CC             B+/Watch Neg
Acacia CDO 7 Ltd               E          CC             CCC
Alexander Park CDO I, Ltd.     A-1        AA/Watch Neg   AAA/Watch Neg
Alexander Park CDO I, Ltd.     A-2        CCC+/Watch Neg BBB-/Watch Neg
Class V Funding II Ltd         A-1        CCC-           B/Watch Neg
Crystal River CDO 2005-1, Ltd. B          A/Watch Neg    AA+/Watch Neg
Crystal River CDO 2005-1, Ltd. C          BBB-/Watch Neg AA-/Watch Neg
Crystal River CDO 2005-1, Ltd. D-1        CCC/Watch Neg  BBB-/Watch Neg
Crystal River CDO 2005-1, Ltd. D-2        CCC/Watch Neg  BBB-/Watch Neg
Crystal River CDO 2005-1, Ltd. E          CC             BB+/Watch Neg
Crystal River CDO 2005-1, Ltd. F          CC             B-/Watch Neg
Crystal River CDO 2005-1, Ltd. G          CC             CCC+/Watch Neg
Crystal River CDO 2005-1, Ltd. H          CC             CCC/Watch Neg
Dunhill ABS CDO Ltd            A-1NV      AA/Watch Neg   AAA
Dunhill ABS CDO Ltd            A-1VA      AA/Watch Neg   AAA
Dunhill ABS CDO Ltd            A-1VB      AA/Watch Neg   AAA
Dunhill ABS CDO Ltd            A-2        B/Watch Neg    BBB-/Watch Neg
Huntington CDO Ltd             A-1A       AA/Watch Neg   AAA/Watch Neg
Huntington CDO Ltd             A-1B       AA/Watch Neg   AAA/Watch Neg
Huntington CDO Ltd             A-2        BBB+/Watch Neg AA/Watch Neg
Huntington CDO Ltd             B          CCC/Watch Neg  BBB/Watch Neg
Huntington CDO Ltd             C-1        CC             BB/Watch Neg
Huntington CDO Ltd             C-2        CC             BB/Watch Neg
Ischus CDO I Ltd               A-2        AA-/Watch Neg  AAA
Ischus CDO I Ltd               B          BB/Watch Neg   A/Watch Neg
Ischus CDO I Ltd               C-1        CCC/Watch Neg  BB/Watch Neg
Ischus CDO I Ltd               C-2        CCC/Watch Neg  BB/Watch Neg
Ischus CDO I Ltd               Combo Secs CC             BB-/Watch Neg
Mid Ocean CBO 2000-1 Ltd.      A-1L       CCC            B+
MKP CBO IV, Ltd.               A-2        BB/Watch Neg   BBB-/Watch Neg
Orchid Structured Finance CDO  A-1        CC             BB-/Watch Neg
III, Ltd.
Orchid Structured Finance CDO  A-2        CC             CCC-/Watch Neg
III, Ltd.
Pioneer Valley Structured      A-1A       A+/Watch Neg   AA+/Watch Neg
Credit CDO I Ltd
Pioneer Valley Structured      A-2        BB/Watch Neg   A+/Watch Neg
Credit CDO I Ltd
Pioneer Valley Structured      B          CCC-/Watch Neg B/Watch Neg
Credit CDO I Ltd
Restructured Asset             2006-2-E   B+             BBB
Certificates with Enhanced
Returns Series 2007-2-E
Certificates
Structured Investments         A          BBB            AA
Corporation
Structured Investments         B          B+             A-
Corporation
Summit RMBS CDO I Ltd          A-1S       AA+/Watch Neg  AAA
Summit RMBS CDO I Ltd          A-1J       A/Watch Neg    AA-
Summit RMBS CDO I Ltd          A-2        BB+/Watch Neg  A-
Summit RMBS CDO I Ltd          A-3F       CCC+/Watch Neg BBB-/Watch Neg
Summit RMBS CDO I Ltd          A-3V       CCC+/Watch Neg BBB-/Watch Neg
Summit RMBS CDO I Ltd          BF         CCC-/Watch Neg BB/Watch Neg
Summit RMBS CDO I Ltd          BV         CCC-/Watch Neg BB/Watch Neg
Summit RMBS CDO I Ltd          Comb I     CCC-/Watch Neg BB-/Watch Neg
Summit RMBS CDO I Ltd          Comb II    CC             BB/Watch Neg
Summit RMBS CDO I Ltd          Pref Share CC             B+/Watch Neg
Vermeer Funding II, Ltd.       A-2A       A+/Watch Neg   AAA/Watch Neg
Vermeer Funding II, Ltd.       A-2B       A+/Watch Neg   AAA/Watch Neg
Vermeer Funding II, Ltd.       B          B+/Watch Neg   BBB+/Watch Neg
Vermeer Funding II, Ltd.       C-1        CCC-/Watch Neg B+/Watch Neg
Vermeer Funding II, Ltd.       C-2        CCC-/Watch Neg B+/Watch Neg
Vermeer Funding II, Ltd.       Combo Secs CC             B/Watch Neg
Vertical ABS CDO 2005-1, Ltd.  A-1        CCC            B/Watch Neg
Vertical ABS CDO 2006-1 Ltd    A-S1VF     CC             B+/Watch Neg
Vertical ABS CDO 2006-1 Ltd    A-1        CC             CCC+/Watch Neg
Zais Investment Grade Limited  A-1A       BBB/Watch Neg  AA-/Watch Neg
VII
Zais Investment Grade Limited  A-1B       BBB/Watch Neg  AA-/Watch Neg
VII
Zais Investment Grade Limited  A-2        BB-/Watch Neg  BBB/Watch Neg
VII

              Ratings Placed On Creditwatch Negative

                                                 Rating
                                                 ------
  Transaction                    Class      To             From
  -----------                    -----      --             ----
  Acacia CDO 5, Ltd.             A          AAA/Watch Neg  AAA
  Ischus CDO I Ltd               A-1        AAA/Watch Neg  AAA

                      Other Ratings Reviewed

      Transaction                    Class      Rating
      -----------                    -----      ------
      Alexander Park CDO I, Ltd.     B          CC
      Alexander Park CDO I, Ltd.     C          CC
      Alexander Park CDO I, Ltd.     D-1        CC
      Alexander Park CDO I, Ltd.     D-2        CC
      Class V Funding II Ltd         A-2A       CC
      Class V Funding II Ltd         A-2B       CC
      Class V Funding II Ltd         B          CC
      Class V Funding II Ltd         C          CC
      Class V Funding II Ltd         D          CC
      Clydesdale CBO I Class B       C          BB
       Restructured CDO, Ltd.
      Crystal River CDO 2005-1, Ltd. A          AAA/Watch Neg
      Dunhill ABS CDO Ltd            B          CC
      Dunhill ABS CDO Ltd            C          CC
      MKP CBO IV, Ltd.               A-1        AAA/Watch Neg
      MKP CBO IV, Ltd.               B          CC
      MKP CBO IV, Ltd.               C          CC
      Orchid Structured Finance CDO  B          CC
       III, Ltd.
      Orchid Structured Finance CDO  C          CC
       III, Ltd.
      Orchid Structured Finance CDO  Combo Nts  AAA
       III, Ltd.
      Orchid Structured Finance CDO  D          CC
       III, Ltd.
      Orchid Structured Finance CDO  E          CC
       III, Ltd.
      Pioneer Valley Structured      C          CC
       Credit CDO I Ltd
      Pioneer Valley Structured      D          CC
       Credit CDO I Ltd
      Pioneer Valley Structured      X          AAA
       Credit CDO I Ltd
      Restructured Asset Backed      A-1-A      AAA
       Securities Series
       2003-2 Trust
      Restructured Asset Backed      A-1-B      AAA
       Securities Series
       2003-2 Trust
      Vermeer Funding II, Ltd.       A-1        AAA/Watch Neg
      Vertical ABS CDO 2005-1, Ltd.  A-2        CC
      Vertical ABS CDO 2005-1, Ltd.  B          CC
      Vertical ABS CDO 2005-1, Ltd.  C          CC
      Vertical ABS CDO 2005-1, Ltd.  Combo Sec  AAA
      Vertical ABS CDO 2005-1, Ltd.  D          CC
      Vertical ABS CDO 2006-1 Ltd    A-2        CC
      Vertical ABS CDO 2006-1 Ltd    A-3        CC
      Vertical ABS CDO 2006-1 Ltd    B          CC
      Vertical ABS CDO 2006-1 Ltd    Cl 1 Combo AAA
      Vertical ABS CDO 2006-1 Ltd    Cl 2 Combo AAA
      Zais Investment Grade Ltd VII  A-3        CC
      Zais Investment Grade Ltd VII  B-1A       CC
      Zais Investment Grade Ltd VII  B-1B       CC


* S&P Downgrades Ratings on 329 Classes from 303 Alt-A RMBS to 'D'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings to 'D' on
329 classes of mortgage pass-through certificates from 303 U.S.
Alternative-A residential mortgage-backed securities transactions
from various issuers.  S&P removed 45 of the lowered ratings from
44 of the affected transactions from CreditWatch with negative
implications.  In addition, S&P placed 151 ratings from 14 of the
affected transactions and one additional transaction on
CreditWatch with negative implications.  The ratings on 417
additional classes from 45 of these transactions remain on
CreditWatch with negative implications.

The downgrades reflect S&P's assessment of principal write-downs
on the affected classes during recent remittance periods.  S&P
lowered approximately 82.12% of the ratings on the 329 defaulted
classes from the 'CCC' or 'CC' rating categories, and S&P lowered
approximately 96.07% of the ratings from a speculative-grade
category.

S&P expects to resolve the CreditWatch placements affecting these
transactions after S&P completes its reviews of the underlying
credit enhancement.  Standard & Poor's will continue to monitor
its ratings on securities that experience principal write-downs
and adjust the ratings as S&P think appropriate.


* S&P Downgrades Ratings on 39 Classes from 35 Prime RMBS Deals
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 39
classes of mortgage pass-through certificates from 35 U.S. prime
jumbo residential mortgage-backed securities transactions from
various issuers to 'D'.  S&P removed eight of the lowered ratings
from CreditWatch with negative implications.  S&P placed 24
ratings from four of the affected transactions on CreditWatch with
negative implications.  The ratings on 118 additional classes from
seven of these transactions remain on CreditWatch negative.

The negative rating actions reflect S&P's assessment of principal
write-downs on the 39 affected classes during recent remittance
periods.  S&P lowered approximately 76.92% of the ratings on the
39 defaulted classes from the 'CCC' or 'CC' rating categories and
lowered 100% of the ratings from a speculative-grade category.

S&P expects to resolve the CreditWatch placements affecting these
transactions after S&P completes its reviews of the underlying
credit enhancement.  S&P will continue to monitor S&P's ratings on
securities that experience principal write-downs and adjust the
ratings as S&P deem appropriate.

                          Rating Actions

              Banc of America Funding 2006-F Trust
                        Series      2006-F

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-5        05950HAM3     D                    CC

                  Bear Stearns ARM Trust 2004-7
                       Series      2004-7

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-5        07384MZ39     D                    CC

                  Bear Stearns ARM Trust 2005-3
                        Series      2005-3

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-7        07387ABJ3     D                    CCC

              CHL Mortgage Pass-Through Trust 2003-27
                        Series      2003-27

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-3        12669EHS8     D                    CCC
        B-4        12669EHT6     D                    CCC

              Citigroup Mortgage Loan Trust 2006-AR1
                       Series      2006-AR1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        I-B5       17307G3Q9     D                    CC

                CSMC Mortgage Backed Trust 2007-7
                        Series      2007-7

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    C-B-4      12638DAT3     D                    BB/Watch Neg
    C-B-5      12638DBC9     D                    B/Watch Neg

             CSMC Mortgage-Backed Trust Series 2006-1
                        Series      2006-1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        D-B-5      225470WR0     D                    CC

             CSMC Mortgage-Backed Trust Series 2006-2
                        Series      2006-2

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        D-B-5      225470A45     D                    CC

         First Horizon Mortgage Pass-Through Trust 2007-6
                        Series      2007-6

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-3        32056QAH1     D                    CC

               HarborView Mortgage Loan Trust 2004-5
                        Series      2004-5

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B5         41161PFG3     D                    CCC

             HSI Asset Loan Obligation Trust 2007-AR2
                      Series      2007-AR2

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    B-5        44329EAN1     D                    B/Watch Neg

             IndyMac IMJA Mortgage Loan Trust 2007-A3
                       Series      2007-A3

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-5        456669AK6     D                    CC

                 JPMorgan Mortgage Trust 2005-S3
                       Series      2005-S3

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-5        466247C68     D                    CC

                 JPMorgan Mortgage Trust 2006-A1
                       Series      2006-A1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-5        466247G64     D                    CC

                 JPMorgan Mortgage Trust 2007-A4
                       Series      2007-A4

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-5        46631JAY4     D                    CCC

                   Lehman Mortgage Trust 2005-3
                        Series      2005-3

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    1-A2       52520MDN0     AAA/Watch Neg        AAA
    1-A8       52520MDU4     AAA/Watch Neg        AAA
    1-A9       52520MDV2     AAA/Watch Neg        AAA
    2-A4       52520MEC3     AAA/Watch Neg        AAA
    2-A6       52520MEE9     AAA/Watch Neg        AAA
    AX         52520MEN9     AAA/Watch Neg        AAA
    PAX        52520MEP4     AAA/Watch Neg        AAA
    B7         52520MDJ9     D                    B/Watch Neg

                   Lehman Mortgage Trust 2006-1
                        Series      2006-1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        3B4        52520MGA5     D                    CC
        3B5        52520MGB3     D                    CC

            MASTR Adjustable Rate Mortgage Trust 2006-2
                       Series      2006-2

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-5        576438AR6     D                    CC

           MASTR Adjustable Rate Mortgages Trust 2004-4
                        Series      2004-4

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-5        576433MR4     D                    CC

             MASTR Asset Securitization Trust 2006-3
                       Series      2006-3

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-5        55274SBC4     D                    CC

   Merrill Lynch Mortgage Investors Trust MLMI Series 2005-A10
                      Series      2005-A10

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    B-1        59020U2B0     D                    BB/Watch Neg

       Merrill Lynch Mortgage Investors Trust Series 2005-A9
                       Series      2005-A9

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-2        59020UX59     D                    CCC

                    RFMSI Series 2005-SA2 Trust
                       Series      2005-SA2

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    B-1        76111XVW0     D                    BB/Watch Neg

                    RFMSI Series 2006-SA4 Trust
                       Series      2006-SA4

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-3        74958CAM2     D                    CC

                    RFMSI Series 2007-SA2 Trust
                       Series      2007-SA2

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-1        74958XAP9     D                    CC

                    RFMSI Series 2007-SA4 Trust
                       Series      2007-SA4

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-2        74959AAL7     D                    CC

                  Sequoia Mortgage Trust 2007-1
                        Series      2007-1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-5        81744HAR4     D                    CC

                 STARM Mortgage Loan Trust 2007-3
                        Series      2007-3

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        II-B-5     85554NAE0     D                    CC

          Structured Adjustable Rate Mortgage Loan Trust
                        Series      2004-4

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B5         86359BPK1     D                    CCC

          Structured Adjustable Rate Mortgage Loan Trust
                        Series      2004-5

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B5         86359BQH7     D                    CCC

          Structured Adjustable Rate Mortgage Loan Trust
                        Series      2004-20

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B10        863579JA7     D                    CCC

          Structured Adjustable Rate Mortgage Loan Trust
                        Series      2005-1

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    3-AX       863579MF2     AAA/Watch Neg        AAA
    B1X        863579LJ5     AA+/Watch Neg        AA+
    B2X        863579LL0     AA+/Watch Neg        AA+
    B3X        863579LN6     AA+/Watch Neg        AA+
    B4X        863579LQ9     AA/Watch Neg         AA
    B5X        863579LS5     A+/Watch Neg         A+
    B7X        863579LV8     A-/Watch Neg         A-
    B10X       863579LX4     BBB-/Watch Neg       BBB-
    B11        863579MB1     D                    BB/Watch Neg
    B11X       863579ME5     D                    BB

         Structured Asset Securities Corp. Trust 2005-15
                       Series      2005-15

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    1-A3       86359DNF0     AAA/Watch Neg        AAA
    2-A3       86359DNM5     AAA/Watch Neg        AAA
    AX         86359DPD3     AAA/Watch Neg        AAA
    PAX        86359DPE1     AAA/Watch Neg        AAA
    B6         86359DMA2     D                    B/Watch Neg

  WaMu Mortgage Pass-Through Certificates Series 2002-AR14 Trust

                                      Rating
                                      ------
     Class      CUSIP         To                   From
     -----      -----         --                   ----
     A-1        939336CZ4     AAA/Watch Neg        AAA
     A-2        939336DH3     AAA/Watch Neg        AAA
     B-1        939336DA8     AAA/Watch Neg        AAA
     B-2        939336DB6     AA+/Watch Neg        AA+
     B-3        939336DC4     BBB/Watch Neg        BBB

  WaMu Mortgage Pass-Through Certificates Series 2006-AR10 Trust


                                                 Rating
                                                 ------
                Class      CUSIP         To                   From
                -----      -----         --                   ----
                L-B-5      93363EAX3     D                    CC

  WaMu Mortgage Pass-Through Certificates Series 2006-AR14 Trust


                                                 Rating
                                                 ------
                Class      CUSIP         To                   From
                -----      -----         --                   ----
                1-B-5      93363PAV2     D                    CC

             Ratings Remaining On Creditwatch Negative

                CSMC Mortgage Backed Trust 2007-7
                        Series      2007-7

             Class      CUSIP         Rating
             -----      -----         ------
             2-A-1      12638DAD8     AAA/Watch Neg
             2-A-2      12638DAE6     AAA/Watch Neg
             2-A-3      12638DAF3     AAA/Watch Neg
             2-A-4      12638DBL9     AAA/Watch Neg
             3-A-1      12638DAG1     AAA/Watch Neg
             3-A-2      12638DAH9     AAA/Watch Neg
             3-A-3      12638DAJ5     AAA/Watch Neg
             3-A-4      12638DBM7     AAA/Watch Neg
             AM         12638DBN5     AAA/Watch Neg
             2-X        12638DBE5     AAA/Watch Neg
             3-X        12638DBF2     AAA/Watch Neg
             2-P        12638DBH8     AAA/Watch Neg
             3-P        12638DBJ4     AAA/Watch Neg
             C-B-1      12638DAQ9     AA/Watch Neg
             C-B-2      12638DAR7     A/Watch Neg
             C-B-3      12638DAS5     BBB/Watch Neg

             HSI Asset Loan Obligation Trust 2007-AR2
                       Series      2007-AR2

             Class      CUSIP         Rating
             -----      -----         ------
             I-A-1      44329EAA9     AAA/Watch Neg
             I-A-2      44329EAB7     AAA/Watch Neg
             II-A-1     44329EAC5     AAA/Watch Neg
             II-A-2     44329EAD3     AAA/Watch Neg
             III-A-1    44329EAE1     AAA/Watch Neg
             III-A-2    44329EAF8     AAA/Watch Neg
             IV-A-1     44329EAG6     AAA/Watch Neg
             IV-A-2     44329EAH4     AAA/Watch Neg
             B-1        44329EAJ0     AA/Watch Neg
             B-2        44329EAK7     A/Watch Neg
             B-3        44329EAL5     BBB/Watch Neg
             B-4        44329EAM3     BB/Watch Neg

                   Lehman Mortgage Trust 2005-3
                        Series      2005-3

             Class      CUSIP         Rating
             -----      -----         ------
             1-A1       52520MDM2     AAA/Watch Neg
             1-A3       52520MDP5     AAA/Watch Neg
             1-A4       52520MDQ3     AAA/Watch Neg
             1-A5       52520MDR1     AAA/Watch Neg
             1-A6       52520MDS9     AAA/Watch Neg
             1-A7       52520MDT7     AAA/Watch Neg
             1-A10      52520MDW0     AAA/Watch Neg
             1-A11      52520MDX8     AAA/Watch Neg
             1-A12      52520MDY6     AAA/Watch Neg
             2-A1       52520MDZ3     AAA/Watch Neg
             2-A2       52520MEA7     AAA/Watch Neg
             2-A3       52520MEB5     AAA/Watch Neg
             2-A5       52520MED1     AAA/Watch Neg
             2-A7       52520MEF6     AAA/Watch Neg
             2-A8       52520MEG4     AAA/Watch Neg
             2-A9       52520MEH2     AAA/Watch Neg
             3-A1       52520MEJ8     AAA/Watch Neg
             4-A1       52520MEK5     AAA/Watch Neg
             4-A2       52520MEL3     AAA/Watch Neg
             AP         52520MEM1     AAA/Watch Neg
             B1         52520MEQ2     AA/Watch Neg
             B2         52520MER0     AA-/Watch Neg
             B3         52520MES8     A/Watch Neg
             B4         52520MET6     A-/Watch Neg
             B5         52520MEU3     BBB/Watch Neg
             B6         52520MEV1     BBB-/Watch Neg

   Merrill Lynch Mortgage Investors Trust MLMI Series 2005-A10


             Class      CUSIP         Rating
             -----      -----         ------
             A          59020UZ65     AAA/Watch Neg
             A-IO       59020UZ73     AAA/Watch Neg
             M-1        59020UZ81     AA/Watch Neg
             M-2        59020UZ99     A/Watch Neg
             M-3        59020U2A2     BBB/Watch Neg
             M-IO       59020U2J3     BBB/Watch Neg

                   RFMSI Series 2005-SA2 Trust
                       Series      2005-SA2

             Class      CUSIP         Rating
             -----      -----         ------
             I-A        76111XVE0     AAA/Watch Neg
             II-A-1     76111XVF7     AAA/Watch Neg
             II-A-2     76111XVG5     AAA/Watch Neg
             III-A-1    76111XVH3     AAA/Watch Neg
             III-A-3    76111XVK6     AAA/Watch Neg
             IV-A       76111XVL4     AAA/Watch Neg
             V-A        76111XVM2     AAA/Watch Neg
             VI-A-1     76111XVN0     AAA/Watch Neg
             VI-A-2     76111XVP5     AAA/Watch Neg
             M-1        76111XVS9     AA/Watch Neg
             M-2        76111XVT7     A/Watch Neg
             M-3        76111XVU4     BBB+/Watch Neg
             M-4        76111XVV2     BBB-/Watch Neg
             III-A-2    76111XVJ9     AAA/Watch Neg

          Structured Adjustable Rate Mortgage Loan Trust
                       Series      2005-1

             Class      CUSIP         Rating
             -----      -----         ------
             1-A1       863579KY3     AAA/Watch Neg
             1-A2       863579KZ0     AAA/Watch Neg
             2-A        863579LA4     AAA/Watch Neg
             3-A        863579LB2     AAA/Watch Neg
             4-A1       863579LC0     AAA/Watch Neg
             4-A2       863579LD8     AAA/Watch Neg
             5-A1       863579LE6     AAA/Watch Neg
             5-A2       863579LF3     AAA/Watch Neg
             6-A        863579LG1     AAA/Watch Neg
             B1         863579LH9     AA+/Watch Neg
             B2         863579LK2     AA+/Watch Neg
             B3         863579LM8     AA+/Watch Neg
             B4         863579LP1     AA/Watch Neg
             B5         863579LR7     A+/Watch Neg
             B6         863579LT3     A/Watch Neg
             B7         863579LU0     A-/Watch Neg
             B8         863579LW6     BBB+/Watch Neg
             B9         863579LY2     BBB/Watch Neg
             B10        863579LZ9     BBB-/Watch Neg

         Structured Asset Securities Corp. Trust 2005-15
                       Series      2005-15

             Class      CUSIP         Rating
             -----      -----         ------
             1-A1       86359DND5     AAA/Watch Neg
             1-A2       86359DNE3     AAA/Watch Neg
             1-A4       86359DNG8     AAA/Watch Neg
             1-A5       86359DNH6     AAA/Watch Neg
             1-A6       86359DNJ2     AAA/Watch Neg
             2-A1       86359DNK9     AAA/Watch Neg
             2-A2       86359DNL7     AAA/Watch Neg
             2-A4       86359DNN3     AAA/Watch Neg
             2-A5       86359DNP8     AAA/Watch Neg
             2-A6       86359DNQ6     AAA/Watch Neg
             2-A7       86359DNR4     AAA/Watch Neg
             2-A8       86359DNS2     AAA/Watch Neg
             2-A9       86359DNT0     AAA/Watch Neg
             3-A1       86359DNU7     AAA/Watch Neg
             3-A2       86359DNV5     AAA/Watch Neg
             4-A1       86359DNW3     AAA/Watch Neg
             4-A2       86359DNX1     AAA/Watch Neg
             5-A1       86359DNY9     AAA/Watch Neg
             AP         86359DPC5     AAA/Watch Neg
             M          86359DPF8     AA+/Watch Neg
             B1         86359DPG6     AA/Watch Neg
             B2         86359DPH4     A/Watch Neg
             B3         86359DPJ0     BBB/Watch Neg
             B4         86359DPK7     BBB-/Watch Neg
             B5         86359DLZ8     BB/Watch Neg


* S&P Downgrades Ratings on 17 Classes from 16 Closed-End RMBS
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings to 'D' on
17 classes of mortgage pass-through certificates from 16 U.S.
closed-end second-lien residential mortgage-backed securities
transactions from various issuers.  In addition, S&P placed nine
ratings from two of the affected transactions on CreditWatch with
negative implications.  The ratings on five additional classes
from one of these transactions remain on CreditWatch with negative
implications.

The downgrades reflect S&P's assessment of principal write-downs
on the affected classes during recent remittance periods.  S&P
lowered approximately 82.35% of the ratings on the 17 defaulted
classes from the 'CCC' or 'CC' rating categories, and S&P lowered
approximately 94.12% of the ratings from a speculative-grade
category.

S&P expects to resolve the CreditWatch placements affecting these
transactions after S&P completes its reviews of the underlying
credit enhancement.  Standard & Poor's will continue to monitor
its ratings on securities that experience principal write-downs
and adjust S&P's ratings as S&P deem appropriate.

                          Rating Actions

             Bear Stearns Second Lien Trust 2007-SV1
                        Series    2007-SV1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-6        07401UAH6     D                    CC

                Home Equity Mortgage Trust 2004-3
                         Series    2004-3

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-2A       22541SLY2     D                    CCC
        B-2F       22541SLZ9     D                    CCC

                Home Equity Mortgage Trust 2005-4
                         Series    2005-4

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        A-3        2254584V7     AAA/Watch Neg        AAA
        A-4        2254584W5     AAA/Watch Neg        AAA
        M-1        2254584D7     AA+/Watch Neg        AA+
        M-2        2254584E5     A/Watch Neg          A
        M-3        2254584F2     BB/Watch Neg         BB
        M-4        2254584G0     D                    B

Merrill Lynch First Franklin Mortgage Loan Trust, Series 2007-A


                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-5        59025QAH2     D                    CC

           Morgan Stanley Mortgage Loan Trust 2005-8SL
                        Series    2005-8SL

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-3        61748HQM6     D                    CC

           Morgan Stanley Mortgage Loan Trust 2006-14SL
                       Series    2006-14SL

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-2        61749SAE6     D                    CC

           Morgan Stanley Mortgage Loan Trust 2006-4SL
                        Series    2006-4SL

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-1        61748HYD7     D                    CC

           Morgan Stanley Mortgage Loan Trust 2007-9SL
                        Series    2007-9SL

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-3        61754TAD8     D                    CC

   Nomura Asset Acceptance Corporation, Alternative Loan Trust,
                         Series 2005-S4

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-2        65535VQS0     D                    CCC

   Nomura Asset Acceptance Corporation, Alternative Loan Trust,
                         Series 2006-S4


                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        A-1        65537DAA4     D                    CCC

                      SACO I Trust, 2005-7
                         Series    2005-7

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-3        785778KP5     D                    CC

                 Soundview Home Loan Trust 2005-B
                         Series    2005-B

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-7        83611MHS0     D                    CCC

      Structured Asset Securities Corporation Mortgage Loan
                          Trust 2005-S6
                        Series    2005-S6

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M4         86359DTU1     D                    CC

      Structured Asset Securities Corporation Mortgage Loan
                          Trust 2005-S7
                        Series    2005-S7

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M7         863576EA8     D                    CC

                  Terwin Mortgage Trust 2005-11
                        Series    2005-11

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        II-A-2     881561C69     AAA/Watch Neg        AAA
        II-A-X     881561A38     AAA/Watch Neg        AAA
        II-G       881561B86     AAA/Watch Neg        AAA
        II-M-1     881561A46     BBB/Watch Neg        BBB
        II-M-2     881561A53     D                    BB

                 Terwin Mortgage Trust 2005-9HGS
                       Series    2005-9HGS

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   B-1        881561WV2     D                    BBB/Watch Neg

            Ratings Remaining On Creditwatch Negative

                 Terwin Mortgage Trust 2005-9HGS
                       Series    2005-9HGS

              Class      CUSIP         Rating
              -----      -----         ------
              A-1        881561WQ3     AAA/Watch Neg
              A-X        881561WR1     AAA/Watch Neg
              M-1        881561WS9     AA/Watch Neg
              M-2        881561WT7     AA-/Watch Neg
              M-3        881561WU4     A/Watch Neg


* S&P Downgrades Ratings on 151 Classes from 17 RMBS Transactions
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 151
classes from 17 residential mortgage-backed securities
transactions backed by U.S. Alternative-A mortgage loan
collateral, including one Alt-A deal containing a single prime
structure, issued between 2003 and 2007.  S&P removed 112 of the
lowered ratings from CreditWatch with negative implications.  In
addition, S&P affirmed 140 ratings on these and five additional
transactions and removed four of them from CreditWatch negative
(see list).

The lowered ratings reflect S&P's belief that the amount of credit
enhancement available to support the downgraded classes is
insufficient to cover losses at the previous rating levels.
Although cumulative losses were generally low in comparison to
S&P's projected lifetime losses for the transactions reviewed, S&P
is projecting an increase in losses due to increases in
delinquencies and the current negative condition of the housing
market.  Certain senior classes also benefit from senior support
classes that would provide support, to a certain extent, before
any applicable losses could affect the super-senior certificates.

S&P's lifetime projected losses for the CSMC Mortgage Backed Trust
2007-7 transaction, rated in 2007, are:

                                     Original       Loss
  Transaction                        bal. (mil. $)  projection (%)
  -----------                        -------------  --------------
CSMC Mortgage Backed Trust 2007-7    142.1          27.89
CSMC Mortgage Backed Trust 2007-7    147.8          4.96

The affirmed ratings reflect S&P's belief that the amount of
credit enhancement available for these classes is sufficient to
cover losses associated with these rating levels.

The downgrades, affirmations, and CreditWatch resolutions
incorporate S&P's current and projected losses based on the dollar
amounts of loans currently in the transactions' delinquency,
foreclosure, and real estate owned pipelines, as well as S&P's
projection of future defaults.  S&P also incorporated cumulative
losses to date in S&P's analysis when determining rating outcomes.

The subordination from the more-junior classes within each
structure provides credit support for the affected transactions.
The collateral backing these deals originally consisted
predominantly of Alt-A, first-lien, fixed-rate, adjustable-rate,
or negative-amortization residential mortgage loans secured by
one- to four-family properties.

To maintain a 'AAA' rating, S&P consider whether a bond is able to
withstand approximately 150% of S&P's base-case loss assumptions,
subject to individual caps and qualitative factors assumed on
specific transactions.  For a class for which we've affirmed a 'B'
rating, S&P consider whether a bond is able to withstand S&P's
base-case loss assumptions.  Other rating categories are
dispersed, approximately equally, between these two loss
assumptions.  For example, to maintain a 'BB' rating on one class,
S&P may consider whether the class is able to withstand
approximately 110% of S&P's base-case loss assumptions, while, in
connection with a different class, S&P may consider whether it is
able to withstand approximately 120% of S&P's base-case loss
assumptions to maintain a 'BBB' rating.

S&P monitors these transactions to incorporate updated losses and
delinquency pipeline performance to assess whether, in S&P's view,
the applicable credit enhancement features are sufficient to
support the current ratings.  S&P will continue to monitor these
transactions and take additional rating actions as S&P think
appropriate.

                          Rating Actions

                  Alternative Loan Trust 2006-J7
                       Series      2006-J7

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    1-A-1      23244FAV6     CCC                  AAA/Watch Neg
    1-A-2      23244FAW4     CCC                  AAA/Watch Neg
    1-A-3      23244FAX2     CCC                  AAA/Watch Neg
    1-A-4      23244FAY0     CCC                  AAA/Watch Neg
    1-A-5      23244FAZ7     CCC                  AAA/Watch Neg
    1-A-6      23244FBA1     CCC                  AAA/Watch Neg
    1-A-7      23244FBB9     CCC                  AAA/Watch Neg
    1-A-8      23244FBC7     CCC                  AAA/Watch Neg
    1-A-9      23244FBD5     CCC                  AAA/Watch Neg
    1-A-10     23244FBE3     CCC                  AAA/Watch Neg
    1-A-11     23244FBF0     CCC                  AAA/Watch Neg
    1-A-12     23244FBG8     CCC                  AAA/Watch Neg
    1-A-13     23244FBH6     CCC                  AAA/Watch Neg
    1-X        23244FBK9     CCC                  AAA/Watch Neg
    1-PO       23244FBJ2     CCC                  AAA/Watch Neg
    1-M        23244FBL7     CC                   AA/Watch Neg
    1-B-1      23244FBM5     CC                   A/Watch Neg
    1-B-2      23244FBN3     CC                   BBB/Watch Neg
    2-A-1      23244FAA2     B+                   AAA
    2-A-2      23244FAB0     B                    AAA/Watch Neg
    2-X-1      23244FAC8     B+                   AAA
    2-X-2A     23244FAD6     B                    AAA
    2-X-2B     23244FAU8     B                    AAA/Watch Neg
    2-M-1      23244FAE4     CCC                  AA+/Watch Neg
    2-M-2      23244FAF1     CCC                  AA/Watch Neg
    2-M-3      23244FAG9     CCC                  AA-/Watch Neg
    2-M-4      23244FAH7     CCC                  A+/Watch Neg
    2-M-5      23244FAJ3     CCC                  BBB/Watch Neg
    2-M-6      23244FAK0     CC                   BB/Watch Neg
    2-M-7      23244FAL8     CC                   B/Watch Neg
    2-M-8      23244FAM6     CC                   CCC
    2-M-9      23244FAN4     CC                   CCC

                 Alternative Loan Trust 2007-OH1
                      Series      2007-OH1

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    A-2-A      02150KAB5     B                    AAA/Watch Neg
    A-2-B      02150KBB4     B                    AAA/Watch Neg
    A-2-C      02150KBC2     B                    AAA/Watch Neg
    A-2-D      02150KBD0     B                    AAA/Watch Neg
    A-3        02150KAC3     CCC                  AAA/Watch Neg
    M-1        02150KAD1     CCC                  AA+/Watch Neg
    M-2        02150KAE9     CCC                  BBB/Watch Neg
    M-3        02150KAF6     CCC                  BB/Watch Neg
    M-4        02150KAG4     CC                   B+/Watch Neg
    M-5        02150KAH2     CC                   B/Watch Neg
    M-6        02150KAJ8     CC                   B-/Watch Neg
    M-7        02150KAK5     CC                   CCC
    M-8        02150KAL3     CC                   CCC
    M-9        02150KAM1     CC                   CCC

            American Home Mortgage Assets Trust 2007-5
                        Series      2007-5

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    A-1        026936AA2     AA                   AAA
    A-2        026936AC8     B                    AAA
    A-3        026936AE4     CCC                  BB/Watch Neg
    X-P        026936AU8     AA                   AAA

               Banc of America Funding 2004-4 Trust
                        Series      2004-4

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    30-B-5     05946XLM3     CCC                  B

      Bear Stearns Asset Backed Securities I Trust 2007-AC5
                      Series      2007-AC5

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    A-1        07388BAA0     B-                   B/Watch Neg
    A-2        07388BAB8     CCC                  B/Watch Neg
    A-3        07388BAC6     CCC                  B/Watch Neg
    A-4        07388BAD4     CCC                  B/Watch Neg
    A-5        07388BAE2     B-                   B/Watch Neg
    A-6        07388BAF9     B-                   B
    A-7        07388BAU6     CCC                  B/Watch Neg
    PO         07388BAG7     CCC                  B/Watch Neg
    X          07388BAH5     B-                   AAA
    B-3        07388BAL6     CC                   CCC
    B-4        07388BAQ5     CC                   CCC

                     Chevy Chase Funding LLC
                        Series      2004-A

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-3        16678RBP1     B+                   BBB
        B-4        16678RBQ9     CCC                  BB
        B-5        16678RBR7     CCC                  B

                     Chevy Chase Funding LLC
                        Series      2004-B

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-4        16678RCQ8     CCC                  BB
        B-5        16678RCR6     CCC                  B

                Citigroup Mortgage Loan Trust Inc.
                      Series      2004-HYB4

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    A-A        17307GMC9     AAA                  AAA/Watch Neg
    A-X        17307GMD7     AAA                  AAA/Watch Neg
    1-B1       17307GLY2     CCC                  A
    2-B1       17307GME5     AA                   AA/Watch Neg
    1-B2       17307GLZ9     CC                   BB
    2-B2       17307GMF2     B                    A/Watch Neg
    1-B3       17307GMA3     CC                   B
    2-B3       17307GMG0     CC                   BBB/Watch Neg

            CSFB Mortgage-Backed Trust Series 2003-29
                       Series      2003-29

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        D-B-5      22541Q3R1     CCC                  BB-

                CSMC Mortgage Backed Trust 2007-7
                       Series      2007-7

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    1-A-1      12638DAA4     BB                   AAA/Watch Neg
    1-A-2      12638DAB2     B                    AAA/Watch Neg
    1-A-3      12638DAC0     B                    AAA
    1-P        12638DBG0     B                    AAA/Watch Neg
    1-X        12638DBD7     BB                   AAA
    D-B-3      12638DAP1     CC                   BBB/Watch Neg
    D-B-4      12638DAW6     CC                   BB/Watch Neg
    D-B-5      12638DAX4     CC                   B/Watch Neg
    2-A-1      12638DAD8     A                    AAA/Watch Neg
    2-A-2      12638DAE6     B+                   AAA/Watch Neg
    2-A-3      12638DAF3     B                    AAA/Watch Neg
    2-A-4      12638DBL9     B+                   AAA/Watch Neg
    3-A-1      12638DAG1     A                    AAA/Watch Neg
    3-A-2      12638DAH9     B+                   AAA/Watch Neg
    3-A-3      12638DAJ5     B                    AAA/Watch Neg
    3-A-4      12638DBM7     B+                   AAA/Watch Neg
    AM         12638DBN5     B                    AAA/Watch Neg
    2-X        12638DBE5     A                    AAA/Watch Neg
    3-X        12638DBF2     A                    AAA/Watch Neg
    2-P        12638DBH8     B                    AAA/Watch Neg
    3-P        12638DBJ4     B                    AAA/Watch Neg
    C-B-1      12638DAQ9     CCC                  AA/Watch Neg
    C-B-2      12638DAR7     CC                   A/Watch Neg
    C-B-3      12638DAS5     CC                   BBB/Watch Neg

Deutsche Alt-A Securities, Inc. Mortgage Loan Trust, Series 2003-3

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-4        251510CN1     CCC                  B

                DSLA Mortgage Loan Trust 2004-AR2
                      Series      2004-AR2

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-2        23332UAX2     B                    BBB
        B-3        23332UAY0     CCC                  B
        B-4        23332UAZ7     CC                   CCC

                       GSAA Trust 2004-CW1
                       Series      2004-CW1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B3         36228FU38     CCC                  BBB
        B4         36228FV52     CC                   BB

                 GSR Mortgage Loan Trust 2007-OA2
                      Series      2007-OA2

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    1A-1       3622NCAA4     B+                   AAA
    2A-1       3622NCAB2     B+                   AAA
    A-2        3622NCAC0     B                    AAA/Watch Neg
    1X         3622NCAD8     B+                   AAA
    2X         3622NCAE6     B+                   AAA
    B-1        3622NCAF3     CCC                  AA+/Watch Neg
    B-2        3622NCAG1     CCC                  AA/Watch Neg
    B-3        3622NCAH9     CCC                  AA/Watch Neg
    B-4        3622NCAJ5     CC                   A+/Watch Neg
    B-5        3622NCAK2     CC                   BBB/Watch Neg

                Homestar Mortgage Acceptance Corp.
                        Series      2004-3

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    M-5        437690BC3     BBB                  BBB/Watch Neg

              MASTR Alternative Loan Trust 2007-HF1
                      Series      2007-HF1

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    1-A-1      55291YAA5     B+                   AAA/Watch Neg
    1-A-2      55291YAB3     B                    AAA/Watch Neg
    2-A-1      55291YAC1     B+                   AAA/Watch Neg
    2-A-2      55291YAD9     B                    AAA/Watch Neg
    3-A-1      55291YAE7     B+                   AAA/Watch Neg
    3-A-2      55291YAF4     B                    AAA/Watch Neg
    4-A-1      55291YAG2     B                    AAA/Watch Neg
    4-A-2      55291YAH0     B                    AAA/Watch Neg
    4-A-3      55291YAJ6     B                    AAA/Watch Neg
    4-A-4      55291YAK3     B                    AAA/Watch Neg
    5-A-1      55291YAL1     B                    AAA/Watch Neg
    4-PO       55291YAN7     B                    AAA/Watch Neg
    4-AX       55291YAP2     B                    AAA/Watch Neg
    2-A-3      55291YBD8     B                    AAA/Watch Neg
    4-A-5      55291YBE6     B                    AAA/Watch Neg
    4-A-6      55291YBF3     B                    AAA/Watch Neg
    4-A-7      55291YBG1     B                    AAA/Watch Neg
    B-1        55291YAQ0     CCC                  AA/Watch Neg
    B-2        55291YAR8     CCC                  AA-/Watch Neg
    B-3        55291YAS6     CCC                  A/Watch Neg
    B-4        55291YAT4     CC                   BBB/Watch Neg
    B-5        55291YAU1     CC                   BBB-/Watch Neg
    B-6        55291YAV9     CC                   BB/Watch Neg
    B-7        55291YAW7     CC                   B/Watch Neg

                    RALI Series 2007-QH9 Trust
                       Series      2007-QH9

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    A-1        749241AA3     B+                   AAA/Watch Neg
    A-2        749241AB1     B                    AAA/Watch Neg
    X          749241AC9     B+                   AAA
    M-1        749241AF2     CCC                  AA/Watch Neg
    M-2        749241AG0     CC                   A/Watch Neg
    M-3        749241AH8     CC                   BBB/Watch Neg

       Washington Mutual Mortgage Pass-Through Certificates
                    WMALT Series 2007-OA5 Trust
                       Series      2007-OA5

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    A-1B       93936RAB0     A                    AAA/Watch Neg
    A-1C       93936RAC8     B                    AAA/Watch Neg
    A-1D       93936RAD6     B-                   AAA/Watch Neg
    B-1        93936RAF1     CCC                  BBB-/Watch Neg
    B-2        93936RAG9     CCC                  BB/Watch Neg
    B-3        93936RAH7     CCC                  BB-/Watch Neg
    B-4        93936RAJ3     CCC                  B/Watch Neg
    B-5        93936RAK0     CC                   CCC

                         Ratings Affirmed

                 Alternative Loan Trust 2007-OH1
                       Series      2007-OH1

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-1-A      02150KAA7     AAA
                 A-1-B      02150KAX7     AAA
                 A-1-C      02150KAY5     AAA
                 A-1-D      02150KAZ2     AAA
                 X-P        02150KAS8     AAA

            American Home Mortgage Assets Trust 2007-5
                       Series      2007-5

                 Class      CUSIP         Rating
                 -----      -----         ------
                 M-1        026936AG9     CCC
                 M-2        026936AH7     CCC
                 M-3        026936AJ3     CCC
                 M-4        026936AK0     CCC
                 M-5        026936AL8     CCC
                 M-6        026936AM6     CCC


               Banc of America Funding 2004-4 Trust
                       Series      2004-4

                 Class      CUSIP         Rating
                 -----      -----         ------
                 1-A-1      05946XKP7     AAA
                 1-A-2      05946XKQ5     AAA
                 1-A-3      05946XKR3     AAA
                 1-A-4      05946XKS1     AAA
                 1-A-5      05946XKT9     AAA
                 1-A-6      05946XKU6     AAA
                 1-A-7      05946XKV4     AAA
                 30-IO      05946XKW2     AAA
                 2-A-1      05946XKZ5     AAA
                 3-A-1      05946XLA9     AAA
                 15-IO      05946XLB7     AAA
                 X-PO       05946XLC5     AAA
                 15-PO      05946XLD3     AAA
                 30-B-1     05946XLE1     AA
                 30-B-2     05946XLF8     A
                 30-B-3     05946XLG6     BBB
                 30-B-4     05946XLL5     BB
                 15-B-1     05946XLH4     AA
                 15-B-3     05946XLK7     BBB

      Bear Stearns Asset Backed Securities I Trust 2007-AC5
                      Series      2007-AC5

                 Class      CUSIP         Rating
                 -----      -----         ------
                 B-1        07388BAJ1     CCC
                 B-2        07388BAK8     CCC

                     Chevy Chase Funding LLC
                       Series      2004-A

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-1        16678RBL0     AAA
                 A-NA       16678RBM8     AAA
                 A-IO                     AAA
                 B-1        16678RBT3     AA+
                 B-2        16678RBN6     A+

                    Chevy Chase Funding LLC
                      Series      2004-B

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-1        16678RCL9     AAA
                 A-NA                     AAA
                 IO                       AAA
                 B-1        16678RCM7     AA
                 B-2        16678RCN5     A
                 B-3        16678RCP0     BBB

                Citigroup Mortgage Loan Trust Inc.
                 Series      2004-HYB4

                 Class      CUSIP         Rating
                 -----      -----         ------
                 H-AI       17307GLW6     AAA
                 H-AII      17307GLX4     AAA
                 1-M        17307GMP0     AA+

            CSFB Mortgage-Backed Trust Series 2003-29
                       Series      2003-29

                 Class      CUSIP         Rating
                 -----      -----         ------
                 I-A-1      22541Q3U4     AAA
                 II-A-1     22541Q3V2     AAA
                 II-A-2     22541Q3W0     AAA
                 II-A-3     22541Q3X8     AAA
                 II-A-4     22541Q3Y6     AAA
                 III-A-1    22541Q3Z3     AAA
                 IV-A-1     22541Q4A7     AAA
                 V-A-1      22541Q4B5     AAA
                 VI-A-1     22541Q4C3     AAA
                 VII-A-1    22541Q4D1     AAA
                 VIII-A-1   22541Q4E9     AAA
                 D-P-1      22541Q4H2     AAA
                 D-P-2      22541Q4J8     AAA
                 D-P-3      22541Q4K5     AAA
                 D-X-1      22541Q4F6     AAA
                 D-X-2      22541Q4G4     AAA
                 D-X-3      22541Q4S8     AAA
                 D-B-1      22541Q4L3     AA+
                 D-B-2      22541Q4M1     A+
                 D-B-3      22541Q4N9     BBB+
                 D-B-4      22541Q4P4     BBB-

     Deutsche Alt-A Securities, Inc. Alternative Loan Trust,
                          Series 2003-1

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-1        251510AA1     AAA
                 A-2        251510AB9     AAA
                 A-3        251510AC7     AAA
                 A-PO       251510AD5     AAA
                 A-X        251510AE3     AAA
                 M          251510AF0     AA+
                 B-1        251510AG8     A+
                 B-2        251510AH6     BBB
                 B-3        251510AK9     BB
                 B-4        251510AL7     B

       Deutsche Alt-A Securities, Inc. Mortgage Loan Trust,
                          Series 2003-3


                 Class      CUSIP         Rating
                 -----      -----         ------
                 I-A-1      251510BC6     AAA
                 I-A-X      251510BE2     AAA
                 II-A-1     251510BF9     AAA
                 II-A-5     251510BK8     AAA
                 II-A-6     251510BL6     AAA
                 II-A-7     251510BM4     AAA
                 II-A-X     251510BY8     AAA
                 A-PO-1     251510BD4     AAA
                 III-A-1    251510BZ5     AAA
                 IV-A-1     251510BR3     AAA
                 A-PO-2     251510BQ5     AAA
                 M-X        251510BT9     AAA
                 M          251510BV4     AA
                 B-1        251510BW2     A
                 B-2        251510BX0     BBB
                 B-3        251510CM3     BB

                DSLA Mortgage Loan Trust 2004-AR2
                      Series      2004-AR2

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-1A       23332UAP9     AAA
                 A-1B       23332UAQ7     AAA
                 A-2A       23332UAR5     AAA
                 A-2B       23332UAS3     AAA
                 B-1        23332UAW4     AA+

                       GSAA Trust 2004-CW1
                       Series      2004-CW1

                 Class      CUSIP         Rating
                 -----      -----         ------
                 I-A-1      36228FT48     AAA
                 II-A-1     36228FT55     AAA
                 II-A-2     36228FT63     AAA
                 II-A-3     36228FV45     AAA
                 A-P        36228FT71     AAA
                 A-X        36228FT89     AAA
                 B1         36228FT97     AA
                 B2         36228FU20     A

                Homestar Mortgage Acceptance Corp.
                       Series      2004-3

                 Class      CUSIP         Rating
                 -----      -----         ------
                 AV-1       437690AT7     AAA
                 AV-2C      437690AW0     AAA
                 AV-3       437690AX8     AAA
                 M-1        437690AY6     AA
                 M-2        437690AZ3     A
                 M-3        437690BA7     A-
                 M-4        437690BB5     BBB+

          Residential Asset Securitization Trust 1999-A3
                       Series      1999-C

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-1        12669BAA0     AAA
                 PO         12669BAB8     AAA
                 X          12669BAC6     AAA
                 B-1        12669BAE2     AAA
                 B-2        12669BAF9     AAA
                 B-3        12669BAG7     AA

         Residential Asset Securitization Trust 2002-A15
                       Series      2002-O

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-11       45660NKH7     AAA
                 PO         45660NKJ3     AAA
                 A-X        45660NKK0     AAA
                 B-1        45660NKM6     AAA
                 B-2        45660NKN4     AA
                 B-3        45660NKP9     BBB

         Residential Asset Securitization Trust 2003-A4
                       Series      2003-D

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-1        45660NPF6     AAA
                 A-2        45660NPG4     AAA
                 A-3        45660NPH2     AAA
                 A-4        45660NPJ8     AAA
                 A-9        45660NPP4     AAA
                 PO         45660NPQ2     AAA
                 A-X        45660NPR0     AAA
                 B-1        45660NPT6     AA
                 B-2        45660NPU3     A
                 B-3        45660NPV1     BBB

Washington Mutual Mortgage Pass-Through Certificates WMALT Series
                         2007-OA5 Trust
                      Series      2007-OA5

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-1A       93936RAA2     AAA


                             *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR. Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed chapter 11
cases involving less than $1,000,000 in assets and liabilities
delivered to nation's bankruptcy courts.  The list includes links
to freely downloadable images of these small-dollar petitions in
Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                            *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published by
Bankruptcy Creditors' Service, Inc., Fairless Hills, Pennsylvania,
USA, and Beard Group, Inc., Frederick, Maryland, USA.  Ma. Theresa
Amor J. Tan Singco, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, Frauline S. Abangan, and Peter A. Chapman, Editors.

Copyright 2009.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


                   *** End of Transmission ***