TCR_Public/091122.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, November 22, 2009, Vol. 13, No. 323

                            Headlines



ACACIA CDO: Fitch Downgrades Ratings on Four Classes of Notes
ADVANTA BUSINESS: S&P Downgrades Ratings on All Classes of Notes
BANC OF AMERICA: Moody's Upgrades Ratings on Three 2007-4 Tranches
BANC OF AMERICA: S&P Downgrades Ratings on 19 2008-1 Securities
BARCLAYS GLOBAL: S&P Downgrades Credit Ratings on Six Funds

BAYVIEW FINANCIAL: Moody's Downgrades Ratings on Nine Classes
BEAR STEARNS: Fitch Downgrades Ratings on Five 2005-TOP18 Certs.
BEAR STEARNS: S&P Downgrades Ratings on Class A-1 2007-R3 Certs.
BEAR STEARNS: Moody's Affirms Ratings on Eight 2004-TOP 14 Certs.
BRASCAN STRUCTURED: Fitch Downgrades Ratings on All 2005-2 Notes

BRAZOS STUDENT: Fitch Maintains Ratings on 2004-A Student Loans
CAPITAL TRUST: Fitch Downgrades Ratings on All 2005-1 Notes
CAPITALSOURCE REAL: Moody's Downgrades Ratings on 12 2006-A Notes
CARBON CAPITAL: Moody's Reviews Ratings on All 2005-1 Notes
CASTLE HILL: Fitch Downgrades Ratings on Four Classes of Notes

COBALT CMBS: S&P Downgrades Ratings on 17 2007-C3 Securities
COMMODORE CDO: Fitch Downgrades Ratings on Four Classes of Notes
CONFLUENT SENIOR: Moody's Withdraws Ratings on Three Classes
CONTINENTAL AIRLINES: Fitch Takes Various Rating Actions on Certs.
CREDIT SUISSE: Fitch Takes Actions on All 2005-C5 Certificates

CREDIT SUISSE: Moody's Affirms Ratings on 10 2005-C3 Certs.
CREDIT SUISSE: Moody's Affirms Ratings on 10 2005-C4 Certificates
CSMS 2006-HC1: S&P Affirms Ratings on 14 Classes of Certificates
CTX CDO: Moody's Downgrades Ratings on All Classes of Notes
CWCAPITAL COBALT: Moody's Downgrades Rating on All Classes

DELTA AIR: Fitch Takes Rating Actions on Various Certificates
DELTA AIR: Moody's Assigns 'Ba2' Rating on $120 Mil. Certs.
DELTA AIR: S&P Assigns Ratings on 2009-1 Class A Certificates
DILLON READ: Moody's Downgrades Ratings on All 2006-1 Notes
ENERGY FUTURE: Fitch Takes Various Rating Actions on Debt

FIRSTPLUS HOME: S&P Downgrades Ratings on 17 Securities to 'D'
FORD CREDIT: S&P Assigns Ratings on $1.1022 Bil. 2009-E Notes
GLACIER FUNDING: Fitch Downgrades Ratings on Three Classes
GS MORTGAGE: Fitch Downgrades Ratings on 2005-GG4 Certificates
GSMPS PASS-THROUGH: Moody's Cuts Ratings on Six 2004-2R Certs.

JP MORGAN: Fitch Takes Various Rating Actions on 2005-LDP2 Notes
JP MORGAN: Moody's Affirms Ratings on Ten 2006-LDP8 Certificates
L2L EDUCATION: Moody's Reviews Ratings on Four 2006-1 Tranches
LB-UBS COMMERCIAL: S&P Downgrades Ratings on 19 2006-C3 Securities
LENOX STREET: Moody's Downgrades Ratings on Nine 2007-1 Notes

LONGSHORE CDO: S&P Downgrades Ratings on Six Classes to 'D'
MASTR ADJUSTABLE: Moody's Downgrades Ratings on Nine 2002-3 Notes
MERCURY CDO: Moody's Downgrades Ratings on Five 2004-1 Notes
MERRILL LYNCH: Fitch Takes Various Rating Actions on 14 Classes
MERRILL LYNCH: S&P Downgrades Ratings on 24 2008-C1 Securities

MERRILL LYNCH: S&P Downgrades Ratings on 2008-LAQ Certificates
MICHIGAN STATE HOSPITAL: Fitch Keeps BB+ Rating on $32.38MM Bonds
MMA FINANCIAL: Moody's Cuts Ratings on Various Funds to 'Ba2'
MMA FINANCIAL: Moody's Downgrades Ratings on Funds to 'Ba3'
MONTANA RE: S&P Assigns 'BB-' Rating on Class A Notes

MORGAN STANLEY: Fitch Takes Rating Actions on 2005-IQ9 Certs.
MORGAN STANLEY: Moody's Affirms Ratings on Eight 2004-TOP13 Certs.
NORTHLAKE CDO: Fitch Downgrades Ratings on Three Classes of Notes
NORTHWESTERN INVESTMENT: Fitch Affirms Ratings on Two Classes
PARCS-R MASTER: S&P Downgrades Rating on 2007-15 Notes to 'CCC'

PLENARY PROPERTIES: S&P Assigns 'BB' Rating on Series I Notes
PORTER SQUARE: Fitch Downgrades Ratings on Three Classes of Notes
PREFERRED TERM: Fitch Junks Ratings on Floating Notes From 'A'
PREFERREDPLUS TRUST: S&P Cuts Ratings on Certs. to 'B-'
PREFERREDPLUS TRUST: S&P Downgrades Ratings on Certs. to 'B-'

PROSPECT FUNDING: S&P Affirms Ratings on 11 Tranches
RACE POINT: Fitch Downgrades Ratings on Eight Classes of Notes
RELATED CAPITAL: Moody's Cuts Ratings on Series C Funds to 'Ba3'
RELATED CAPITAL: Moody's Cuts Ratings on Series B Funds to 'Ba3'
RELATED CAPITAL: Moody's Cuts Ratings on Series D Funds to 'Ba3'

RELATED CAPITAL: Moody's Downgrades Ratings on Funds to 'Ba3'
RFC CDO: Moody's Reviews Ratings on 14 Classes of 2007-1 Notes
RIVER LAKE: Moody's Downgrades Ratings on $28 Mil. Notes to 'B3'
ROCKALL CLO: Moody's Withdraws Ratings on Three Classes of Notes
SANKOFA SHULE: Moody's Withdraws 'Ca' Rating on Certificates

SATURN VENTURES: Moody's Downgrades Ratings on Four Classes
SMART HOME: Moody's Downgrades Ratings on Eight 2005-1 Tranches
SORIN REAL: Moody's Reviews Ratings on Nine Classes of Notes
STARTS LTD: S&P Withdraws 'CCC-' Rating on 2007-7 Notes
TABERNA PREFERRED: Fitch Downgrades Ratings on Five Classes

UBS COMMERCIAL: S&P Downgrades Ratings on 19 2007-FL1 Certificates
UNITED AIR: Moody's Assigns 'Ba1' Rating on $698 Mil. Notes
UNITED AIR: S&P Assigns 'BB' Rating on Class B 2009-2 Certs.
VERMEER FUNDING: Fitch Downgrades Ratings on Four Classes of Notes
WACHOVIA AUTO: Fitch Keeps All Classes of 2007-1 & 2008-1 Notes

WACHOVIA BANK: Fitch Takes Rating Actions on 2005-C17 Certs.
WACHOVIA BANK: Moody's Affirms Ratings on Seven 2005-C21 Certs.
WACHOVIA BANK: S&P Downgrades Ratings on 20 2006-C23 Securities
WACHOVIA BANK: S&P Downgrades Ratings on 20 2007-C33 Securities

* Fitch Downgrades Ratings on 119 Bonds From 85 RMBS Deals to 'D'
* S&P Downgrades Ratings on 33 Classes From Four Alt-A RMBS Deals
* S&P Downgrades Ratings on 107 Classes From 32 Alt-A RMBS Deals
* S&P Downgrades Ratings on 147 Classes From 18 Prime Jumbo RMBS
* S&P Downgrades Ratings on 225 Tranches From 48 CLO Transactions



                            *********

ACACIA CDO: Fitch Downgrades Ratings on Four Classes of Notes
-------------------------------------------------------------
Fitch Ratings has downgraded four and affirmed two classes of
notes issued by Acacia CDO 8, Ltd./Corp. as a result of continued
credit deterioration in the portfolio since Fitch's last rating
action in February 2009.  Approximately 77.3% of the portfolio has
been downgraded since the last review.  The details of the rating
action follow at the end of this press release.

The downgrades to the portfolio have left approximately 90.2% of
the portfolio (including defaults) with a Fitch derived rating
below investment grade and 75.9% with a rating in the 'CCC' rating
category or lower, compared to 68.9% and 34.7%, respectively at
last review.  Defaulted securities, as defined in the
transaction's governing documents, now comprise 58.6% of the
portfolio, compared to 9.7% at last review.  The current balance
of the portfolio is $217.5 million including $127.4 million
defaulted securities.

While the classes A-1, A-2, and B notes are still receiving timely
interest distributions, Fitch believes that default is inevitable
for these classes.  The transaction entered an Event of Default on
June 22, 2009 when the class A/B overcollateralization test fell
below 100%.  Noteholders had not given direction to accelerate the
notes at the time of this review.

This review was conducted under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Portfolio Credit Model for projecting future default levels
for the underlying portfolio.  Due to the significant collateral
deterioration, credit enhancement levels available to all classes
of notes are exceeded by the 'CCC' rating loss rate, the lowest
rating level loss projected by PCM.  Fitch compared the respective
credit enhancement levels to the amount of underlying assets
considered distressed (rated 'CCC' and lower).  Given the high
probability of default of these assets and the expected low
recoveries upon default, classes A-1, A-2, B, and C were
downgraded to 'C' and classes D and E were affirmed at 'C' rating.

Acacia 8 is a structured finance collateralized debt obligation
that closed on July 14, 2005 and is monitored by Redwood Asset
Management.  The portfolio is composed of RMBS (76.7%), CDOs
(1.9%), and commercial mortgage-backed securities (21.4%).

Fitch has taken various actions on these classes of Acacia CDO 8,
Ltd./Corp. as indicated:

  -- $131,066,144 class A-1 notes downgraded to 'C' from 'BBB-';
  -- $15,000,000 class A-2 notes downgraded to 'C' from 'BB';
  -- $22,000,000 class B notes downgraded to 'C' from 'B';
  -- $20,504,067 class C notes downgraded to 'C' from 'CC';
  -- $10,414,507 class D notes affirmed at 'C';
  -- $10,572,477 class E notes affirmed at 'C'.


ADVANTA BUSINESS: S&P Downgrades Ratings on All Classes of Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on all
classes of notes issued out of Advanta Business Card Master Trust
and removed them from CreditWatch with negative implications,
where they were placed on May 13, 2009.

The lowered ratings reflect the continued and accelerating
deterioration in the performance of the underlying pool of credit
card receivables since ABCMT entered into early amortization in
June 2009, as a result of breaching the excess spread amount
trigger, and after Advanta Corp. closed the open-to-buy lines
associated with cardholder accounts in ABCMT in May 2009.  When it
closed the open-to-buy lines, Advanta ceased funding new purchases
associated with existing cardholders.  In S&P's opinion, the
marked deterioration in collateral pool performance has increased
the likelihood that the class B, C, and D noteholders will not
receive full repayment of their original principal.

The degradation of key credit metrics has accelerated rapidly
during the past five months.  The trust's principal payment rate,
which is a key indicator of how quickly investors will be paid,
fell by more than 75% to 4.2% ($125.1 million) in September 2009
from 19.1% ($846.2 million) in May 2009.  Before the trust entered
early amortization, its principal payment rate had averaged
approximately 18.75% in 2009.  The decline in the principal
payment rate is likely the result of adverse selection, as
stronger obligors with the ability to pay off their balances in
full or in amounts greater than the required minimum payment exit
the trust, leaving the pool with lower-quality obligors who may be
constrained to only make the minimum payment.

Based on previous performance trends exhibited during the early
amortization of the NextCard Credit Card Master Note and First
Consumer Credit Card Master Note trusts following the closure of
the open-to-buy lines, S&P believes that ABCMT's principal payment
rate could potentially drop to the 3% range.  Advanta Bank Corp.'s
required minimum payment for cardholders is, generally, the
greater of (1) 2.25% of the entire outstanding balance on the
account or $10, whichever is greater, and (2) 1.00% of the entire
outstanding balance plus the finance charges assessed for that
billing cycle.  ABC may also include past-due amounts, any newly
accrued fees and charges it elects to include, and amounts in
excess of the credit limit.

From a charge-off perspective, ABC in June 2009 adjusted its
charge-off policy to 120 days past due from 180 days past due,
which caused default levels to accelerate to 61.5% in June 2009
from 24.5% in May 2009.  Between July and September of this year,
the charge-off rate improved significantly compared with June 2009
and ranged from 22.4% to 24.6%.  However, these levels were
temporary, as total delinquencies reached an all-time high of
12.6% in September.  S&P believes that losses may rise to 35%-45%
in the next six to 12 months -- given current delinquencies and
S&P's chief economist's baseline and pessimistic peak unemployment
forecasts of 10.4% and 12.1% over the next 12 or 18 months,
respectively.  ABCMT's exposure to obligors in the high
unemployment and high foreclosure states of California and
Florida, which currently account for approximately 23% of the
trust pool, does not, in S&P's opinion, augur well for a sustained
improvement in trust performance.  S&P's view is that the ongoing
declining pool balance will cause loss rates to continue
increasing and become more pronounced on a percentage basis.

These expectations are also driven by the current negative
economic backdrop as small businesses continue to struggle against
the recession, double-digit national unemployment levels, weak
consumer spending, and the dearth of funding sources.  In
addition, ABCMT's portfolio could be exposed to added pressure
from what S&P believes will be a less-robust servicing platform as
adverse selection increases the number of lower-quality obligors
that remain in the trust.  While these obligors require more
rigorous servicing efforts, the potential risks of additional
reduction in servicing personnel and a servicing transition became
heightened after Advanta Corp., the parent company of ABC, filed
for bankruptcy on Nov. 8, 2009, and because of the potential
receivership of ABC (the servicer of the underlying credit card
receivables in the master trust).

The ABCMT trust began distributing principal collections to pay
down its bonds in June 2009.  Principal collections were allocated
based on a fixed allocation and were distributed sequentially
beginning with the class A notes.  As of the Oct. 20, 2009,
payment date, the original class A invested amount of $2.8 billion
had been reduced by approximately 57% to $1.196 billion.
Concurrently, the $105 million initial invested amount of the
class D notes had been completely written down, while the original
invested amount of the class C notes has been written down to
$200.8 (84% of its initial invested amount of $240 million).
These principal write-downs reflect insufficient monthly allocable
finance charge collections available to cover investor default
amounts allocated to the trust.  S&P currently expect that the
class C notes will continue to experience principal write-downs
and, given the trust's current performance, expect that the class
B notes will also be affected over the course of the next six to
12 months.  Despite these write-down amounts, both the class C and
D noteholders currently receive and are expected to continue to
receive, until the earlier of their respective termination dates
or the date on which the sum of the adjusted invested amount for
all notes is equal to zero, full and timely interest based on
their initial principal balance.

S&P's stress cash flow runs show that the class A notes will
likely be paid in full in the second or third quarter of 2011.
This is based on the remaining credit enhancement available for
the notes relative to these assumptions: the charge-off rate will
increase to 35%-45% over the next 12-24 months; the principal
payment rate will decline from its current level to 3% in the next
six months; and yield will drop 15%-20% to 15%-16% from its
current levels of 18.8%.

S&P also believes that the class B notes will likely receive only
a partial repayment of their original principal investment, while
S&P expects the class C and D notes to experience a full loss of
their original principal investments.  S&P's analysis assumes that
the principal payment rate and yield remain at their current
levels, and that the charge-off rate increases to 30%-35% in the
next six to 12 months and then eventually scales back to 25%-30%
in 2011 and 2012.

As S&P previously mentioned, Advanta Corp.'s bankruptcy filing and
the potential FDIC receivership of ABC may adversely affect the
quality and cost of servicing for ABCMT.  To account for the
possibility of a servicing transfer, S&P assumed a higher
servicing fee of 4.0%-4.5% instead of the current 2.0% servicing
fee, which is paid in senior priority in the cash flow waterfall.

Standard & Poor's will continue to monitor the performance of the
key risk indicators associated with the ABCMT trust and will
continue to inform the market of its views as events unfold.

      Ratings Lowered And Removed From Creditwatch Negative

               Advanta Business Card Master Trust
                          AdvantaSeries

                              Rating
                              ------
               Class         To    From
               -----         --    ----
               A(2005-A2)    BB    BBB-/Watch Neg
               A(2006-A3)    BB    BBB-/Watch Neg
               A(2006-A4)    BB    BBB-/Watch Neg
               A(2006-A5)    BB    BBB-/Watch Neg
               A(2006-A6)    BB    BBB-/Watch Neg
               vA(2006-A7)    BB    BBB-/Watch Neg
               A(2007-A1)    BB    BBB-/Watch Neg
               A(2007-A2)    BB    BBB-/Watch Neg
               A(2007-A3)    BB    BBB-/Watch Neg
               A(2007-A4)    BB    BBB-/Watch Neg
               A(2007-A5)    BB    BBB-/Watch Neg
               A(2008-A3)    BB    BBB-/Watch Neg
               B(2005-B1)    CCC-  BB-/Watch Neg
               B(2006-B1)    CCC-  BB-/Watch Neg
               B(2006-B2)    CCC-  BB-/Watch Neg
               B(2007-B1)    CCC-  BB-/Watch Neg
               B(2007-B2)    CCC-  BB-/Watch Neg
               C(2004-C1)    CCC-  B-/Watch Neg
               C(2006-C1)    CCC-  B-/Watch Neg
               D(2004-D1)    CC    CCC/Watch Neg
               D(2006-D1)    CC    CCC/Watch Neg
               D(2006-D2)    CC    CCC/Watch Neg
               D(2006-D3)    CC    CCC/Watch Neg
               D(2007-D1)    CC    CCC/Watch Neg


BANC OF AMERICA: Moody's Upgrades Ratings on Three 2007-4 Tranches
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of 3 tranches
from Banc of America Funding 2007-4 Trust.  The upgrades reflect
newly available individual group performance data now being
reported by the trustee, which shows relatively stronger
performance on the particular collateral groups backing the
upgraded bonds.

Issuer: Banc of America Funding 2007-4 Trust

Groups 4 through 8 current expected loss: 2.0% of original
securitized balance

  -- Cl. 6-A-1, Upgraded to Ba2; previously on Jul 17, 2009
     Downgraded to B3

  -- Cl. 7-A-1, Upgraded to Ba2; previously on Jul 17, 2009
     Downgraded to B3

  -- Cl. S-PO, Upgraded to B3; previously on Jul 17, 2009
     Downgraded to Caa1

The collateral backing Groups 4 through 8 of this securitization
consists primarily of first-lien, 10yr to 30yr fixed rate, jumbo
mortgage loans.  For details regarding Moody's approach to
estimating losses on Jumbo pools originated in 2005, 2006, 2007
and 2008, please refer to the methodology publication "Prime Jumbo
RMBS Loss Projection Update: March 2009" available on moodys.com.
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.

Moody's final rating actions are based on current ratings, level
of credit enhancement, collateral performance and updated pool-
level loss expectations relative to the current level of credit
enhancement.  Moody's takes into account credit enhancement
provided by seniority, cross-collateralization, time tranching,
and other structural features within the senior note waterfalls.
Also, for bonds backed by collateral groups with few loans
remaining, Moody's applies additional stresses to account for
increased loss volatility.


BANC OF AMERICA: S&P Downgrades Ratings on 19 2008-1 Securities
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 19
classes of commercial mortgage-backed securities from Banc of
America Commercial Mortgage Trust 2008-1 and removed them from
CreditWatch with negative implications.  In addition, S&P affirmed
its ratings on five classes from the same transaction.

The downgrades follow S&P's analysis of the transaction using its
U.S. conduit and fusion CMBS criteria, which was the primary
driver of the rating actions.  S&P's analysis included a review of
the credit characteristics of all of the loans in the pool.  Using
servicer-provided financial information, S&P calculated an
adjusted debt service coverage of 1.33x and a loan-to-value ratio
of 115.7%.  S&P further stressed the loans' cash flows under its
'AAA' scenario to yield a weighted average DSC of 0.79x and an LTV
of 167.5%.  The implied defaults and loss severity under the 'AAA'
scenario were 91.8% and 46.4%, respectively.  All of the DSC and
LTV calculations S&P noted above exclude three ($18.9 million,
1.5%) of the transaction's eight ($62.9 million, 5.0%) specially
serviced loans.  S&P estimated losses for these three loans
separately and included them in the 'AAA' scenario implied default
and loss figures.

The affirmations of the ratings on the principal and interest
certificates reflect subordination levels that are consistent with
the outstanding ratings.  S&P affirmed its rating on the class XW
interest-only certificate based on S&P's current criteria.  S&P
published a request for comment proposing changes to the IO
criteria on June 1, 2009.  After S&P finalize its criteria review,
S&P may revise its current IO criteria, which may affect
outstanding ratings, including the rating on the IO certificate
S&P affirmed.

                      Credit Considerations

As of the November 2009 remittance report, eight loans
($62.9 million, 5.0%) in the pool were with the special servicer,
CWCapital Asset Management LLC, including one of the top 10 loans.
Five of the specially serviced loans ($27.2 million, 2.1%) are 90-
plus-days delinquent, and one ($4.9 million, 0.4%) of the
specially serviced loans has an $889,191 appraisal reduction
amount in effect.

The Vineyard Gate Apartments loan is the eighth-largest loan in
the pool and the largest loan with CWCapital.  The loan has a
trust balance of $28.3 million (2.2%) and is secured by a 280-unit
multifamily apartment complex in Roseville, Calif.  The reported
DSC for year-end 2008 was 1.04x based on net operating income and
1.01x based on net cash flow,  down from 1.13x and 1.10x,
respectively, at issuance.  According to the November remittance
report, the special servicer will return the loan to the master
servicer.

The Hawthorne Suites Orlando Airport loan, the second-largest loan
with the CWCapital, has a total exposure of $14.2 million (1.1%).
This loan was transferred to CWCapital on Nov. 4, 2009, due to
imminent monetary default, and the loan is current.  This loan is
secured by a 135-room hotel built in 1999 in Orlando, Fla.

Each of the remaining six specially serviced loans accounts for
less than 0.7% of the pool balance.

                       Transaction Summary

As of the November 2009 remittance report, the collateral pool had
an aggregate trust balance of $1.26 billion, which represents
99.6% of the balance at issuance.  The pool includes 108 loans,
which is unchanged since issuance.  The master servicer for the
transaction is Bank of America N.A., which provided financial
information for 98.7% of the loans in the pool; 96.9% of the
servicer-provided information was full-year 2008 or interim-2009
data.  S&P calculated a weighted average DSC of 1.32x for the pool
based on the reported figures.  S&P's adjusted DSC and LTV were
1.33x and 115.7%, respectively.  S&P's adjusted DSC and LTV
figures reflect a positive adjustment for lease-up activity at the
property that secures the fourth-largest loan, which S&P discusses
in the Top 10 section below.  S&P's adjusted figures also exclude
three ($18.9 million, 1.5%) of the transaction's eight
($62.9 million, 5.0%) specially serviced loans.  S&P estimated
losses separately for these three loans.  The transaction has not
experienced any losses to date.  Bank of America reported a
watchlist of 19 loans ($238.9 million, 18.9%), including three of
the top 10 loans, which S&P discuss in detail below.  Seventeen
loans ($242.6 million, 19.2%) in the pool have reported DSC below
1.10x, and 11 loans ($159.0 million, 12.6%) have reported DSC of
less than 1.00x.

                     Summary of Top 10 Loans

The top 10 loan exposures have an aggregate outstanding balance of
$592.7 million (46.9%).  Using servicer-reported numbers, S&P
calculated a weighted average DSC of 1.23x for the top 10 loans.
S&P's adjusted DSC and LTV for the top 10 loans are 1.24x and
124.43%, respectively.  Three ($156.2 million, 12.4%) of the top
10 loans appear on the master servicer's watchlist and are
discussed below.

The 550 West Jackson loan is the second-largest loan in the pool
and the largest loan on the master servicer's watchlist.  The loan
has a trust balance of $97.5 million (7.7%) and is secured by an
18-story, 406,041-sq.-ft. office building in the West Loop
district of Chicago.  The loan is classified as current and
appears on the watchlist due to low DSC.  The reported DSC for
year-end 2008 was 0.98x, down from 1.27x at issuance.  However, a
number of new leases commenced during 2008, which resulted in a
1.15x DSC for the three months ended March 31, 2009.  Occupancy
was 92.9% as of March 2009.

The Village at Cascade Station loan is the fourth-largest loan in
the pool.  The loan has a trust balance of $69 million (5.5%) and
is secured by a recently built 392,381-sq.-ft. retail power center
in Portland, Ore.  As of May 2008, the power center was 85.2%
leased to more than 30 tenants.  The June 2009 rent roll indicated
an increase in occupancy to 91.2%, which resulted in a 31% upward
NCF adjustment.

The Residence Inn - Irvine loan is the seventh-largest loan in the
pool and the second-largest loan on the master servicer's
watchlist.  The loan has a trust balance of $34.0 million (2.7%)
and is secured by a 174-room lodging property in Irvine, Calif.
The loan appears on the watchlist due to low DSC.  The reported
DSC and occupancy as of March 2009 were 0.88x and 66.1%,
respectively.  The property recently underwent renovations, which
resulted in a decline in occupancy.

The Pecos I-215 II - Sansone Pecos loan is the ninth-largest loan
in the pool and the third-largest loan on the master servicer's
watchlist.  The loan has a trust balance of $24.7 million (2.0%)
and is secured by a 121,201-sq.-ft. office property built in 2006
in Henderson, Nev.  The loan appears on the watchlist due to low
DSC, which resulted from a decline in rental rates.  For the six
months ended June 30, 2009, reported DSC and occupancy were 1.03x
and 77.4%, respectively, compared with 1.25x and 69.4% at
issuance.

Standard & Poor's stressed the loans in the pool according to its
U.S. conduit/fusion criteria.  The resultant credit enhancement
levels are consistent with S&P's lowered and affirmed ratings.

       Ratings Lowered And Removed From Creditwatch Negative

         Banc of America Commercial Mortgage Trust 2008-1
   Commercial mortgage pass-through certificates series 2008-C1

                   Rating
                   ------
  Class        To         From            Credit enhancement (%)
  -----        --         ----            ----------------------
  A-4          A+         AAA/Watch Neg                    30.12
  A-1A         A+         AAA/Watch Neg                    30.12
  A-M          BBB+       AAA/Watch Neg                    20.08
  A-J          BB+        AAA/Watch Neg                    13.80
  B            BB         AA+/Watch Neg                    12.68
  C            BB-        AA/Watch Neg                     11.55
  D            B+         AA-/Watch Neg                    10.67
  E            B+         A+/Watch Neg                      9.79
  F            B+         A/Watch Neg                       8.91
  G            B+         A-/Watch Neg                      7.91
  H            B+         BBB+/Watch Neg                    6.78
  J            B          BBB/Watch Neg                     5.65
  K            B          BBB-/Watch Neg                    4.52
  L            B-         BB+/Watch Neg                     3.64
  M            B-         BB/Watch Neg                      3.26
  N            B-         BB-/Watch Neg                     2.76
  O            B-         B+/Watch Neg                      2.51
  P            CCC+       B/Watch Neg                       2.13
  Q            CCC        B-/Watch Neg                      1.88

                        Ratings Affirmed

         Banc of America Commercial Mortgage Trust 2008-1
   Commercial mortgage pass-through certificates series 2008-C1

       Class     Rating              Credit enhancement (%)
       -----     ------              ----------------------
       A-1       AAA                                  30.12
       A-2       AAA                                  30.12
       A-3       AAA                                  30.12
       A-SB      AAA                                  30.12
       XW        AAA                                    N/A


BARCLAYS GLOBAL: S&P Downgrades Credit Ratings on Six Funds
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its fund
credit quality ratings on six Barclays Global Investors funds and
lowered its volatility rating on one.  The rating actions were:

  -- iShares S&P California Municipal Bond Fund downgraded to 'Af'
     from 'AA-f';

  -- iShares S&P National Municipal Bond Fund downgraded to 'A+f'
     from 'AA-f';

  -- iShares S&P Short Term National Municipal Bond Fund
     downgraded to 'A+f' from 'AA-f';

  -- iShares Barclays Aggregate Bond Fund downgraded to 'A+f' from
     'AA-f';

  -- iShares JPMorgan US$ Emerging Markets Bond Fund downgraded to
     'BB-f' from 'BBf'; and

  -- iShares Barclays 1-3 Year Credit Bond Fund changed to
     'BBB+f/S2' from 'A-f/S1.

S&P lowered the credit-quality ratings because of the funds'
aggregate exposures to asset classes that have come under stress
in the current environment.  Each of the funds seeks investment
results that correspond generally to the price and yield
performance, before fees and expenses, of their corresponding
index, which represent their respective asset classes.  The
current credit quality of those asset classes is generally now
lower than it was in the past.  The volatility rating on the
iShares Barclays 1-3 Year Credit Bond Fund was increased to 'S2'
based on the volatility of its monthly returns during the past
year.

Barclays Global Fund Advisors, the investment adviser to each
fund, is a wholly owned subsidiary of Barclays Global Investors
N.A., which in turn is a majority-owned subsidiary of Barclays
Bank PLC.  BGFA uses a passive or indexing approach to achieve the
investment funds' objective.  The funds are six of more than 152
investment portfolios of the iShares Trust.  The Trust was
organized as a Delaware statutory trust on Dec. 16, 1999, and is
authorized to have multiple series or portfolios.  The Trust is an
open-end management investment company, registered under the
Investment Company Act of 1940 as amended.  The offering of the
Trust's shares is registered under the Securities Act of 1933 as
amended.  The shares of the Trust are listed and traded at market
prices on national securities exchanges.

S&P's credit-quality and volatility ratings are based on S&P's
analysis of a fund's eligible portfolio investments and strategy,
historical return volatility, and management.  The fund credit-
quality rating scale ranges from 'AAAf' (highest level of
protection) to 'CCCf' (least protection).  The ratings from 'AAf'
to 'CCCf' may be modified by the addition of a plus (+) or minus
(-) sign to show relative standing within the major rating
categories.

Volatility ratings range from lowest volatility ('S1', with
certain funds designated a plus sign [+] to indicate the fund's
extremely low sensitivity to changing market conditions) to
highest volatility ('S6').  The ratings are based on analysis of a
fund's investment strategy and portfolio risk, including interest
rate risk, credit quality, liquidity, concentration, call and
option risk, and currency risk.  S&P also factors into the ratings
the effects of various portfolio strategies, such as the use of
leverage, hedging, and derivative instruments.


BAYVIEW FINANCIAL: Moody's Downgrades Ratings on Nine Classes
-------------------------------------------------------------
Moody's Investors Service has downgraded the ratings on nine notes
issued in two Bayview resecuritized transactions.  The notes in
the resecuritizations are backed by several securities, which in
turn are backed by residential mortgage loans.  These rating
actions have been triggered by changes in performance and/or
Moody's ratings on the underlying residential mortgage-backed
securities (underlying securities).  The ratings on the notes in
the resecuritization are based on:

     (i) The updated expected loss of the pool of loans backing
         the underlying securities portfolio and the updated
         ratings on the underlying securities portfolio

    (ii) The available credit enhancement on the underlying
         securities, and

   (iii) The structure of the resecuritization transaction.

(1) Moody's first updated its loss assumptions on the underlying
    pool of mortgage loans (backing the underlying securities) and
    then arrived at updated ratings on the underlying securities.

Certain resecuritizations may contain underlying securities that
were not originally rated by Moody's.  In this case, lifetime
roll-rates (probabilities of transition to default) were applied
to the current delinquency pipeline buckets to calculate a
pipeline default rate.  This value was then multiplied by a
replication factor to account for additional loans that are
expected to default over the remaining life of the deal.  The
replication factor differed for each deal based on pool factor and
current delinquency pipeline (higher pool factors and lower
delinquency pipelines resulted in higher replication factors, for
example).  The final expected default number was then multiplied
by an expected loss severity (based on vintage and product type -
older vintages from better performing deals had lower expected
severities) to arrive at an estimated expected loss.  In addition,
expected losses for deals with 50 or fewer loans remaining (these
deals referred to as "low pool factor") were subject to additional
stresses for replication factors and severities to account for
increased volatility.  An implicit rating was determined by
comparing current available credit enhancement for the non-rated
tranche to the estimated expected loss for the deal.

The ratings on the underlying securities are then used to derive a
weighted average portfolio rating based on a weighted average
rating factor.  To determine the portfolio WARF, Moody's assigns
the ratings on the underlying securities a Rating Factor based on
Moody's published 10-yr idealized loss expectations.  Weights are
assigned to each Rating Factor based on the contribution (by
outstanding pledged balance) of the underlying security to the
resecuritized transaction.

(2) Second, Moody's determines the weighted average credit
    enhancement available to the portfolio security by evaluating
    the loss coverage level consistent with the ratings on the
    underlying securities and the underlying mortgage pool losses
    and weighting them based on the outstanding pledged balance of
    the underlying securities.

(3) Finally, the ratings on the bonds issued in the
    resecuritization are determined after taking into
    consideration additional structural aspects of the
    resecuritization.  For transactions where only a single
    tranche is issued, the weighted average portfolio rating (as
    determined in step 1 above) is the rating assigned to the
    tranche.  Where multiple securities are issued, the loss
    allocation and cash flow priority are taken into
    consideration.  For instance where the notes in the
    resecuritization are tranched into a super senior tranche and
    a support tranche, the support tranche is notched down to
    reflect a higher severity of loss to that tranche.  The rating
    on the super senior tranche is determined based on the total
    credit enhancement available i.e. the credit enhancement
    assessed in step (2) and the additional enhancement from the
    support tranche.

The probability of default for the junior-most note in the
resecuritization is the same as the probability of default for the
lowest rated underlying note.  However, Moody's anticipates a
higher loss severity on the junior-most class due to its
subordinate position (both in terms of principal distribution and
loss allocation) and smaller size (when compared to underlying
note).  Therefore, the ratings on junior notes in the
resecuritization are lower than the portfolio rating on the
combined underlying bonds.

Because the ratings on the notes in the resecuritization are
linked to the ratings on the underlying notes and their mortgage
pool performance, any rating action on the underlying notes may
trigger a further review of the ratings on the notes in the
resecuritization.  The ratings on the notes in the
resecuritization address the ultimate payment of promised interest
and principal and do not address any other amounts that may be
payable on the notes.

Complete Rating Actions are:

Issuer: Bayview Financial Asset Trust 2004-SSR1

  -- Cl. A1, Downgraded to Ba1; previously on Feb 15, 2005
     Assigned Aaa

  -- Cl. A2A, Downgraded to Ba1; previously on Feb 15, 2005
     Assigned Aaa

  -- Cl. A2B, Downgraded to Ba1; previously on Feb 15, 2005
     Assigned Aaa

  -- Cl. M, Downgraded to Caa2; previously on Feb 15, 2005
     Assigned Aa2

Issuer: Bayview Financial Asset Trust 2007-SSR1

  -- Cl. A, Downgraded to Baa1; previously on Apr 2, 2007 Assigned
     Aaa

  -- Cl. M-1, Downgraded to Ba3; previously on Apr 2, 2007
     Assigned Aa1

  -- Cl. M-2, Downgraded to Caa1; previously on Apr 2, 2007
     Assigned Aa2

  -- Cl. M-3, Downgraded to Ca; previously on Apr 2, 2007 Assigned
     Aa3

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


BEAR STEARNS: Fitch Downgrades Ratings on Five 2005-TOP18 Certs.
----------------------------------------------------------------
Fitch Ratings downgrades five classes of Bear Stearns Commercial
Mortgage Securities Trust, commercial mortgage pass-through
certificates, series 2005-TOP18.  A detailed list of rating
actions follows at the end of this press release.

The downgrades are the result of loss expectations and reflect
Fitch's prospective views regarding commercial real estate market
value and cash flow declines.  Fitch forecasts potential losses of
1.4% for this transaction, should market conditions not recover.
The rating actions are based on the full losses of 1.4% as a
majority of loans mature in the next five years.  The bonds with
Negative Outlooks indicate classes that may be downgraded in the
future should full potential losses be realized.

To determine potential defaults for each loan Fitch assumed cash
flow would decline by 10% from year-end 2008, which is consistent
with the analysis used in its review of recent vintage
transactions whereby cash flow was assumed to decline 15% from
year-end 2007 projected over a three-year period.  If the stressed
cash flow would cause the loan to fall below 0.95 times, Fitch
assumed the loan would default during the term.  To determine
losses, Fitch used the above stressed cash flow, and applied a
market cap rate, ranging between 7.5% and 9.5%, for each specific
property type.  If the loan balance at default is less than the
stressed cash flow the loan would realize that loss.  These loss
estimates were reviewed in more detail for loans representing
53.1% of the pool and, in certain cases, revised based on
additional information and/or property characteristics.  Loss
expectations attributed to loans reviewed in detail represent
approximately 60% of the 1.4%.

Approximately 93% of the mortgages mature (or have anticipated
repayment dates) within the next five years: 10.1% in late 2009,
2.5% in 2010, 0.3% in 2011, 3.2% in 2012, 0.7% in 2013, 14.5% in
2014, and 61.7% in 2015.

Fitch identified 29 Loans of Concern (21.4%) within the pool,
seven of which are specially serviced (9.4%).  Of the specially
serviced loans, two are performing (7.3% of the pool).  Three of
the Fitch Loans of Concern (10.7%) are within the transaction's
top 15 loans (50.4% of the pool), and one (6.8%) is specially
serviced.  Four loans (1.0%) are currently defeased.

None of the top 15 loans are assumed to default during the loan
term or at maturity with losses expected.  One loan in special
servicing is a performing matured loan and remains current (6.8%
of the pool) with no losses expected.  All of the top 15 loans are
expected to default at maturity; however, Fitch did not calculate
losses based on stressed value being higher than the current loan
amount.

Of the loans in special servicing, the largest contributors of
expected term losses are Whiting Shopping Center (1.0% of the
pool), El Camino Square (0.5%), and Ambassador West Apartments
(0.3%).

Whiting Shopping Center, the largest non-performing specially
serviced asset, is a 115,177 square foot anchored retail center
located in Whiting, NJ.  The asset transferred to special
servicing in July 2009 as the borrower was unable to meet debt
service obligations due to delinquent rents from tenants.  The
anchor tenant, a grocery store, is affiliated with the borrower
and has been unable to pay rent due to operating losses.

El Camino Square is a 27,582 sf unanchored retail center located
in Encinitas, CA.  The asset transferred to special servicing in
September 2009 when the borrower filed for Chapter 11 bankruptcy
protection.  A subordinate lien holder posted the property for
foreclosure, and the borrower filed bankruptcy to stay the
foreclosure auction.  The loan remains current and property
performance has not declined.

Ambassador West Apartments is a 104-unit garden style apartment
complex located in Urbandale, Iowa.  The loan transferred to
special servicing in July 2009 due to payment default.  The
property has experienced a performance decline and is 67% occupied
as of September 2009.

Fitch downgrades, assigns loss severity ratings and revises Rating
Outlooks as indicated:

  -- $9.8 million class F to 'BBB/LS4' from 'BBB+'; Outlook to
     Stable from Negative;

  -- $8.4 million class H to 'BB/LS4' from 'BB+'; Outlook to
     Stable from Negative;

  -- $4.2 million class K to 'B/LS5' from 'BB-'; Outlook to Stable
     from Negative;

  -- $4.2 million class L to 'B-/LS5' from 'B+'; Outlook Negative;

  -- $1.4 million class M to 'B-/LS5' from 'B'; Outlook Negative.

Fitch revises this Recovery Rating as indicated:
  -- $2.8 million class O to 'CCC/RR6' from 'CCC/RR1'.

Fitch also affirms these classes, assigns LS ratings and revises
Rating Outlooks as indicated:

  -- $7 million class A-1 at 'AAA/LS1'; Outlook Stable;

  -- $121.9 million class A-2 at 'AAA/LS1'; Outlook Stable;

  -- $41.6 million class A-3 at 'AAA/LS1'; Outlook Stable;

  -- $105.7 million class A-AB at 'AAA/LS1'; Outlook Stable;

  -- $517.2 million class A-4 at 'AAA/LS1'; Outlook Stable;

  -- $75 million class A-4FL at 'AAA/LS1'; Outlook Stable;

  -- Interest-only class X at 'AAA'; Outlook Stable;

  -- $74.3 million class A-J at 'AAA/LS2'; Outlook Stable;

  -- $29.4 million class B at 'AA/LS3'; Outlook Stable;

  -- $8.4 million class C at 'AA-/LS4'; Outlook Stable;

  -- $12.6 million class D at 'A/LS4'; Outlook Stable;

  -- $11.2 million class E at 'A-/LS4'; Outlook Stable;

  -- $9.8 million class G at 'BBB-/LS4'; Outlook to Stable from
     Negative;

  -- $4.2 million class J at 'BB/LS5'; Outlook to Stable from
     Negative;

  -- $1.4 million class N at 'B-/LS5'; Outlook Negative.

Fitch does not rate the $6.1 million class P.


BEAR STEARNS: S&P Downgrades Ratings on Class A-1 2007-R3 Certs.
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating the class A-
1 certificates from Bear Stearns Structured Products Inc. Trust
2007-R3, a U.S. residential mortgage-backed securities real estate
mortgage investment conduit transaction, to 'CCC' from 'AAA.' The
downgrade reflects significant deterioration in the performance of
the loans backing the underlying certificates.  This performance
deterioration is so severe that the credit enhancement for BSSP
2007-R3 is insufficient to maintain the previous rating on the re-
REMIC class.

BSSP 2007-R3, which closed in October 2007, is collateralized by
two underlying classes that support the re-REMIC.  The loans
securing the two underlying classes consist predominantly of
adjustable-rate negatively amortizing Alternative-A mortgage
loans.

The class A-1 certificate from BSSP 2007-R3 is supported by class
A-4 (currently rated 'CC') and class III-A-2 (currently rated
'CCC') from Structured Asset Mortgage Investments II Trust 2007-
AR7.  The performance of the loans securing this trust has
declined precipitously in recent months.  This pool had
experienced losses amounting to 3.97% of the original pool balance
as of the October 2009 distribution, and approximately 42.54% of
the current pool balance is delinquent.  Based on the losses to
date, the current pool factor of 0.8841 (88.41%), which represents
the outstanding pool balance as a proportion of the original
balance, and the pipeline of delinquent loans, S&P's current
projected loss for this pool is 32.67%, which exceeds the level of
credit enhancement available to cover losses.

Over the past two years S&P has revised its RMBS default and loss
assumptions, and consequently its projected losses, to reflect the
continuing decline in mortgage loan performance and the housing
market.  The performance deterioration of most U.S. RMBS has
continued to outpace the market's expectation.

                          Rating Lowered

       Bear Stearns Structured Products Inc. Trust 2007-R3
                          Series 2007-R3

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       A-1        07402KAA2     CCC                  AAA


BEAR STEARNS: Moody's Affirms Ratings on Eight 2004-TOP 14 Certs.
-----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of six classes,
confirmed three and downgraded eight classes of Bear Stearns
Commercial Mortgage Securities Trust 2004-TOP 14, Commercial
Mortgage Pass-Through Certificates, Series 2004-TOP14.  The
downgrades are due to higher expected losses for the pool
resulting from increased leverage, increased credit quality
dispersion and an estimated loss from a specially serviced loan.
The affirmations and confirmations are due to the increase in
defeasance and amortization, as well as the maintenance or
improvement in two key rating parameters for the pool -- Moody's
loan to value ratio and stressed debt service coverage ratio.

On August 11, 2009, Moody's placed 19 classes on review for
possible downgrade due to the credit uncertainty surrounding
Maguire Properties Inc., the sponsor of the U.S. Bank Tower Loan
(10% of the outstanding deal balance).  Despite the loss of two
major tenants at the property, the asset is still generating
sufficient income to cover debt service; however, Moody's remains
concerned about the availability of funds for future leasing
costs.  This action concludes that review.  The action is the
result of Moody's on-going surveillance of commercial mortgage
backed securities transactions.

As of the October 13, 2009 distribution date, the transaction's
aggregate certificate balance has decreased by 30% to
$626.8 million from $895.5 million at securitization.  The
Certificates are collateralized by 98 mortgage loans ranging in
size from less than 1% to 10% of the pool, with the top ten loans
representing 35% of the pool.  The pool contains three loans,
representing 7% of the pool, with investment grade underlying
ratings.  Six loans, representing 12% of the pool, have defeased
and are collateralized with U.S. Government securities, an
increase over the three loans, representing 7% of the pool, that
were defeased at Moody's last review.

Seventeen loans, representing 15% 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 ofMoody'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 resulting in a minimal
loss.  One loan, representing less than 1% of the pool, is
currently in special servicing.  Moody's is estimating a
$2.1 million loss from the specially serviced loan (47% loss
severity).

Moody's was provided with partial or full-year 2008 operating
results for 98% of the pool.  Moody's weighted average LTV ratio
for the conduit component, excluding the specially serviced loan,
is 83% compared to 79% at Moody's prior review.

Moody's stressed DSCR for the conduit component is 1.36X,
essentially the same as at last review.  Moody's stressed DSCR is
based on Moody's net cash flow and a 9.25% stressed rate applied
to the loan balance.

Moody's uses a variation of the Herfindahl index to measure
diversity of loan size, where a higher number represents greater
diversity.  Loan concentration has an important bearing on
potential rating volatility, including the risk of multiple-notch
downgrades under adverse circumstances.  The credit neutral Herf
score is 40.  The pool, excluding defeased loans and loans with
underlying ratings, has a Herf of 29 compared to 31 at last
review.

The largest loan with an underlying rating is Greenville Place
Apartments Loan ($19.3 million -- 3.1% of the pool) which is
secured by a 519-unit apartment building located in Greenville,
Delaware.  The property was 73% occupied as of July 2009 compared
to 93% at last review.  Moody's current underlying rating and
stressed DSCR are Baa3 and 1.49X, respectively, compared to Baa2
and 1.52X at last review.

The second largest loan with an underlying rating is the 12 E 22nd
Street Loan ($12.8 million -- 2.0% of the pool), which is secured
by an 89-unit apartment building located in New York City.  The
property was 100% occupied as of March 2009, similar to last
review.  Moody's current underlying rating and stressed DSCR are
Aa1 and 1.9X, respectively, compared to Aa1 and 1.69X at last
review.

The third largest loan with an underlying rating is Lincoln Tower
Cooperative Loan ($12.1 million -- 1.9% of the pool), which is
secured by a 387-unit residential co-op located in the upper west
side submarket of New York City.  Moody's current underlying
rating and stressed DSCR are Aaa and 4.36X, respectively, compared
to Aaa and 5.26X at last review.

The three largest conduit loans represent 20% of the outstanding
pool balance.  The largest conduit loan is the U.S. Bank Tower
Loan Loan ($64.7 million -- 10% of the pool), which represents a
pari passu interest in a $260 million first mortgage loan.  The
loan is secured by an office tower with 1.4 million square feet of
net rentable area and an accompanying parking garage in downtown
Los Angeles, California.  The loan sponsor is Maguire.  The
property was 88% occupied as of year-end 2008.  The property's
largest tenant, Latham & Watkins (20% of the NRA) has provided
notice to the borrower that it intends to vacate the premises at
its December 2009 lease expiration.  Furthermore, the lease for
the second largest tenant, Sempra Energy (16% of the NRA) expires
in June 2010.  Sempra has already vacated a sizable portion of its
space although it has sublet much of it to other tenants.  Even
with the anticipated decline in cash flow when these two tenants
vacate, Moody's projects that the property will still generate
cash flow in excess of debt service.  However, given the softness
in the Los Angeles office market, new tenants will likely be
paying lower rents than are currently in place.  In addition, due
to Maguire's current financial issues, Moody's is concerned about
the availability of funds for leasing costs.  The servicer has
indicated that Maguire has experienced some success in re-leasing
a portion of the Latham & Watkins space.  The loan is interest-
only for the entire term.  Moody's LTV and stressed DSCR are 103%
and 0.97X, respectively, compared to 76% and 1.24X at last review.

The second largest conduit loan is the Memorial Drive Loan
($39.7 million -- 6.3% of the pool), which is secured by a 129,000
square foot biotech lab/office building located in Cambridge,
Massachusetts.  The property was 73% occupied as of September 2009
compared to 53% at last review and 89% at securitization.  The
largest tenant is Cerulean which occupies 11% of the premises
through February 2013.  The property has experienced relatively
low occupancy levels since securitization.  Moody's LTV and
stressed DSCR are 130% and 0.79X, respectively, compared to 119%
and 0.88X at last review.

The third largest conduit loan is the 1401 & 1501 Nolan Ryan
Expressway Loan ($20.3 million -- 3.2% of the pool), which is
secured by a 234,000 square foot office property located in
Arlington, Texas.  The property is 100% leased to the Siemes
Dematic Postal Automation L.P, a member of the Siemens AG family,
through January 2014.  Although property performance has been
stable, Moody's analysis reflects a downward adjustment to the
property's net operating income due to the weakness of the
Arlington office market and concerns about the property's
occupancy by a single tenant.  The loan has amortized 3% since
last review.  Moody's LTV and stressed DSCR are 90% and 1.08X,
respectively, compared to 80% and 1.14X at last review.

Moody's rating action is:

  -- Class A-3, $76,973,947, affirmed at Aaa; previously assigned
     Aaa on 5/10/2004

  -- Class A-4, $442,061,000, affirmed at Aaa; previously assigned
     Aaa on 5/10/2004

  -- Class X-1, Notional, affirmed at Aaa; previously assigned Aaa
     on 5/10/2004

  -- Class X-2, Notional, affirmed at Aaa; previously assigned Aaa
     on 5/10/2004

  -- Class B, $23,482,000, affirmed at Aa2; previously assigned
     Aa2 on 5/10/2004

  -- Class C, $7,827,000, affirmed at Aa3; previously assigned Aa3
     on 5/10/2004

  -- Class D, $17,890,000, confirmed at A2; previously placed on
     review for possible downgrade on 8/11/2009

  -- Class E, $8,945,000, confirmed at A3; previously placed on
     review for possible downgrade on 8/11/2009

  -- Class F, $10,064,000, confirmed at Baa1; previously placed on
     review for possible downgrade on 8/11/2009

  -- Class G, $5,591,000, downgraded to Baa3 from Baa2; previously
     placed on review for possible downgrade on 8/11/2009

  -- Class H, $7,827,000, downgraded to Ba2 from Baa3; previously
     placed on review for possible downgrade on 8/11/2009

  -- Class J, $4,472,000, downgraded to B1 from Ba1; previously
     placed on review for possible downgrade on 8/11/2009

  -- Class K, $4,473,000, downgraded to B2 from Ba2; previously
     placed on review for possible downgrade on 8/11/2009

  -- Class L, $2,236,000, downgraded to B3 from Ba3; previously
     placed on review for possible downgrade on 8/11/2009

  -- Class M, $2,236,000, downgraded to Caa1 from B1; previously
     placed on review for possible downgrade on 8/11/2009

  -- Class N, $2,237,000, downgraded to Caa2 from B2; previously
     placed on review for possible downgrade on 8/11/2009

  -- Class O, $2,236,000, downgraded to Caa3 from B3; previously
     placed on review for possible downgrade on 8/11/2009


BRASCAN STRUCTURED: Fitch Downgrades Ratings on All 2005-2 Notes
----------------------------------------------------------------
Fitch Ratings downgrades all classes of Brascan Structured Notes
2005-2, Ltd./Corp. reflecting Fitch's base case loss expectation
of 45.7%.  Fitch's performance expectation incorporates
prospective views regarding commercial real estate market value
and cash flow declines.

Brascan 2005-2 is mostly collateralized by subordinate commercial
real estate debt (89.2% of total collateral is either B-notes or
mezzanine loans).  Fitch expects significant losses upon default
for these assets since they are generally highly leveraged debt
classes.

Brascan 2005-2 is a $300 million CRE collateralized debt
obligation managed by Brookfield Real Estate Financial Partners,
LLC.  The transaction has a five-year reinvestment period that
will end in December 2010.  As of the October 2009 trustee report
and per Fitch categorizations, the CDO was substantially invested:
CRE mezzanine loans (58%), B-notes (31.2%), A-notes (4%), a
defeased CRE loan asset (0.9%), and cash (5.9%).  All
overcollateralization and interest coverage ratios are currently
in compliance.

Under Fitch's updated methodology, approximately 58.4% of the
portfolio is modeled to default in the base case stress scenario,
defined as the 'B' stress.  In this scenario, the modeled average
cash flow decline is 11.1% from either year end 2008 or second
quarter 2009 trailing 12-month cash flows.  Fitch estimates that
average recoveries will be low at 21.7%, due to the highly
leveraged and subordinate nature of the assets.

The largest component of Fitch's base case loss expectation is
Columbia Sussex, a mezzanine loan (11%) secured by an interest in
14 full service hotels with a total of 5,821 rooms.  The hotels
are branded under the Sheraton, Westin, Hilton, and Marriot flags.
The borrower recently exercised the final extension remaining on
the loan.  While performance of the portfolio has been stable, the
portfolio is highly leveraged.

The next largest component of Fitch's base case loss expectation
is Peter Cooper Village/Stuyvesant Town, a mezzanine loan (8%)
secured by an interest in 56 multi-story buildings, situated on 80
acres, and includes a total of 11,227 apartments located in New
York City.  Cash flow generated from the property remains
significantly below what is needed to service the current
outstanding debt, and the borrower continues to use debt service
reserves to cover operating shortfalls.  The balance of the debt
service reserve as of October 2009 was $24.4 million and is
unlikely to cover debt service payments past year end.
Furthermore, the recent adverse ruling by the New York State Court
of Appeals against the loan sponsors is likely to stop the
conversion of rent-stabilized units to market rate units and has
made the owners liable for repayments of rent overcharges for unit
conversions now deemed illegal.  A full loss on the position is
expected.

The third largest component of Fitch's base case loss expectation
is Mandarin Oriental Hotel, a mezzanine loan (7.4%) on a 248 room
full service luxury hotel located in the Columbus Circle area of
Manhattan.  Performance at this hotel has declined significantly.
Second quarter 2009 trailing 12-month revenue per available room
has declined 20% and 22%, respectively, from year end 2008 and
2007.  The sponsor is currently coming out of pocket to cover debt
service payments.

The fourth largest component of Fitch's base case loss expectation
is SLS Hotel at Beverly Hills, a B-note secured by a 297 room full
service hotel located in Los Angeles.  The loan matured on Nov. 9,
2009, and has not yet been extended.  Prior to maturity, year to
date July 2009 property cash flow was negative and the sponsor had
been coming out of pocket to cover debt service payments.  A full
loss on the position was modeled.

This transaction was analyzed according to the 'U.S. CREL CDO
Surveillance Criteria', which applies stresses to property cash
flows and DSCR tests to project future default levels for the
underlying portfolio.  Recoveries are based on stressed cash flows
and Fitch's long-term capitalization rates.  The default levels
were then compared to the breakeven levels generated by Fitch's
cash flow model of the CDO under the various default timing and
interest rate stress scenarios, as described in the report 'Global
Criteria for Cash Flow Analysis in CDOs'.  Based on this analysis,
the class A notes' breakeven rates are generally consistent with
the 'BBB' rating category; the class B notes' breakeven rates are
generally consistent with the 'BB' rating category; and the class
C notes' breakeven rates are generally consistent with the 'B'
rating category.

Ratings for classes D and E are generally based on a deterministic
analysis, which considers the current percentage of defaulted and
delinquent assets and any Fitch Loans of Concern, as well as the
likelihood for OC test failures.  Based on this analysis, classes
D and E are consistent with a 'CCC' rating, meaning default is
possible given the credit enhancement to each class falls below
Fitch's base case loss expectation of 45.7%.

The class A-1 through C notes were each assigned a Negative Rating
Outlook reflecting Fitch's expectation of further negative credit
migration of the underlying collateral.  These classes were also
assigned Loss Severity ratings ranging from 'LS4' to 'LS5'.  The
LS ratings indicate each tranche's potential loss severity given
default, as evidenced by the ratio of tranche size to the expected
loss for the collateral under the 'B' stress.  LS ratings should
always be considered in conjunction with probability of default
indicated by a class' long-term credit rating.  Fitch does not
assign Rating Outlooks or LS ratings to classes rated 'CCC' or
lower.

Classes D and E were assigned Recovery Ratings to provide a
forward-looking estimate of recoveries on currently distressed or
defaulted structured finance securities.  The Recovery Ratings are
calculated using Fitch's cash flow model, and incorporate Fitch's
current 'B' stress expectation for default and recovery rates
(58.4% and 21.7%, respectively), the 'B' stress USD LIBOR up
stress, and a 24-month recovery lag to determine the present value
of all future proceeds to that class.  All modeled distributions
are discounted at 10% to arrive at a present value and compared to
the class' tranche size to determine a recovery rating.

The assignment of 'RR2' to class D reflects modeled recoveries of
78.5% of its outstanding balance.  The expected recovery proceeds
are broken down:

  -- Present value of expected principal recoveries
     ($21.1 million);

  -- Present value of expected interest payments ($5.9 million);

  -- Total present value of recoveries ($27 million);

  -- Sum of undiscounted recoveries ($42.8 million).

The assignment of 'RR3' to class E reflects modeled recoveries of
51.9% of its outstanding balance.  The expected recovery proceeds
are broken down:

  -- Present value of expected principal recoveries
     ($3.1 million);

  -- Present value of expected interest payments ($3.8 million);

  -- Total present value of recoveries ($6.9 million);

  -- Sum of undiscounted recoveries ($12.7 million).

Fitch has downgraded, assigned Loss Severity and Recovery ratings,
and assigned Rating Outlooks to the classes:

  -- $103,050,000 class A to 'BBB/LS4' from 'AAA'; Outlook
     Negative;

  -- $29,700,000 class B to 'BB/LS5' from 'AA'; Outlook Negative;

  -- $34,500,000 class C to 'B/LS5' from 'A'; Outlook Negative;

  -- $34,500,000 class D to 'CCC/RR2' from 'BBB';

  -- $13,350,000 class E to 'CCC/RR3' from 'BBB-'.

Additionally, all classes are removed from Rating Watch Negative.


BRAZOS STUDENT: Fitch Maintains Ratings on 2004-A Student Loans
---------------------------------------------------------------
Fitch Ratings currently maintains ratings as listed below on
series 2004-A student loan asset-backed securities (series 2004-A
notes) issued by the Brazos Student Finance Corp., Amended and
Restated Indenture of Trust, dated as of February 1, 2004 (2001
indenture).  BSFC has requested that Fitch confirm the existing
ratings of the series 2004-A notes upon the adoption and
effectiveness of the Supplemental Indenture dated Nov. 12, 2009
(the Supplement).  Consistent with its statements on policies
regarding rating confirmations in structured finance transactions
(Jan. 13, 2009) and student loan confirms (May 8, 2009), Fitch is
treating this request as a confirmation.

Amongst other things, the Supplement authorizes BSFC to sell loans
held under the 2001 indenture in conjunction with BSFC's voluntary
debt exchange offer refinancing.  Under the refinancing plan, all
series 2004-A noteholders will have the option to exchange
existing auction rate notes for new series 2009 notes issued under
a new indenture; the new notes will be indexed to three month
LIBOR plus a spread.

It is expected that series 2009 will consist of senior, senior
subordinate and subordinate notes.  Class A 2004-A noteholders
will be able to exchange their notes for senior 2009 notes, and
class B 2004-A noteholders can exchange their notes for the senior
subordinate and subordinate 2009 notes.  A debt exchange ratio
will be applied to determine the allocation between senior
subordinate and subordinate notes for class B 2004-A noteholders.

In the event that all of the series 2004-A notes are not
refinanced, it is expected that the credit enhancement for any
remaining series 2004-A notes will be unchanged after the
refinancing.  As a result, the 2004-A notes that are accepted in
the exchange offer could be prorated.  Any 2004-A notes not
accepted due to the proration will be returned to the noteholder.

The student loans that will be transferred from the 2001 indenture
to the 2009 indenture will be randomly selected; therefore, any
student loans remaining in the 2004 trust after the debt exchange
should not be materially different from the student loans existing
prior to the debt exchange.  The other assets of the 2001
indenture will be allocated to the 2009 indenture using an asset
allocation percentage which is based on the proportion of the
2004-A notes exchanged.

Based on the information provided and BSFC's execution plan with
regard to the debt exchange offer, Fitch has determined that the
execution and delivery of the Supplement and the changes to the
2001 indenture contained in the Supplement will not have an impact
on the existing ratings of the series 2004-A notes at this time.
This determination only addresses the effect of the Supplement on
the current ratings assigned by Fitch to the securities listed
below.  It does not address whether the Supplement is permitted by
the terms of the documents nor does it address whether it is in
the best interests of, or prejudicial to, some or all of the
holders of the securities listed.

All of the series 2004-A notes are auction rate notes maturing on
March 1, 2040.  As of Sept. 30, 2009, the senior and total parity
ratios for the 2001 indenture were 138.8%, and 97.7% respectively.

The ratings assigned by Fitch are based on the documents and
information provided to Fitch by the issuer and other parties, and
are subject to receipt of final closing documents.  Fitch relies
on all of these parties for the accuracy of such information and
documents.  Fitch did not audit or verify the truth or accuracy of
such information.

The series 2004-A notes are currently rated by Fitch:

  -- Series 2004 A-5 senior notes at 'AAA';
  -- Series 2004 A-6 senior notes at 'AAA';
  -- Series 2004 A-7 senior notes at 'AAA';
  -- Series 2004 A-8 senior notes at 'AAA';
  -- Series 2004 B-1 subordinate notes at 'BB';
  -- Series 2004 B-2 subordinate notes at 'BB'.


CAPITAL TRUST: Fitch Downgrades Ratings on All 2005-1 Notes
-----------------------------------------------------------
Fitch Ratings downgrades all classes of Capital Trust RE CDO 2005-
1 reflecting Fitch's base case loss expectation of 32.2%.  Fitch's
performance expectation incorporates prospective views regarding
commercial real estate market value and cash flow declines.

CT 2005-1 is mostly collateralized by subordinate commercial real
estate debt (60% of total collateral is either B-notes or
mezzanine loans).  Fitch expects significant losses upon default
for these assets since they are generally highly leveraged, thin
debt classes.  Further, six assets (14.1%) are currently
defaulted, four (4.8%) of which are B-notes or mezzanine loans,
and two (9.3%) of which are real estate bank loans.  Fitch expects
significant losses on these defaulted assets.

Both the A/B and the C/D/E overcollateralization tests have
breached their respective covenants.  As a result, classes C and
below are no longer receiving any proceeds as of the October 2009
trustee report.  All excess interest proceeds (after class B) and
any principal proceeds are currently being redirected to redeem
the class A notes.  Given its expectations of further defaults,
Fitch considers it unlikely that classes below the C/D/E OC test
will receive any further proceeds over the life of the
transaction.  Additionally, Fitch expects that classes C through E
will receive minimal to no proceeds over the remaining life of the
transaction.

CT 2005-1 is a $332.4 million CRE collateralized debt obligation
managed by CT Investment Management Co., LLC.  The transaction has
a five-year reinvestment period which ends April 2010.  As of the
October 2009 trustee report and per Fitch categorizations, the CDO
was substantially invested: B-notes (46.6%), CRE mezzanine loans
(13.5%), commercial mortgage-backed securities (CMBS; 26.0%), real
estate bank loans (9.3%), and three classes of a CRE CDO (4.2%).

Under Fitch's updated methodology, approximately 45.5% of the
portfolio is modeled to default in the base case stress scenario,
defined as the 'B' stress.  In this scenario, the modeled average
cash flow decline is 12.4% from first-quarter 2009 trailing-12-
month cash flows.  Fitch estimates that average recoveries will be
low at 29.1%, due to the highly leveraged and subordinate nature
of the assets.

The largest component of Fitch's base case loss expectation is a
B-note (5.9%) secured by an office property in Manhattan, New
York.  The property is comprised of three contiguous office
buildings, totaling approximately 187,000 square feet, located in
the SoHo submarket.  Although the performance of the property is
reported to be stable, with the sponsor having signed several new
leases on expiring space at higher rents, the B-note's position in
the debt stack is highly leveraged.

The next largest component of Fitch's base case loss expectation
is a real estate bank loan (7.2%) that defaulted in May 2009.  The
term loan is secured by a portfolio of land, residential
developments, and commercial properties located in the
southeastern United States.  The sponsor filed for Chapter 11
bankruptcy protection in June 2009.  As a result, the term loan is
now junior to $110 million of debtor-in-possession financing.

The next largest component of Fitch's base case loss expectation
is a B-note (2.5%) that matured in October 2009 and was not
repaid.  The loan is secured by a 374,000-sf office park located
in Menlo Park, California.  The property is currently
approximately 76% occupied; the leases of its two largest tenants
(58% of net rentable sf), which are significantly above market,
expire in early 2010.

This transaction was analyzed according to the 'U.S. CREL CDO
Surveillance Criteria,' which applies stresses to property cash
flows and uses debt service coverage ratio tests to project future
default levels for the underlying portfolio.  Recoveries are based
on stressed cash flows and Fitch's long-term capitalization rates.
The default levels were then compared to the breakeven levels
generated by Fitch's cash flow model of the CDO under the various
default timing and interest rate stress scenarios, as described in
the report 'Global Criteria for Cash Flow Analysis in CDOs'.
Based on this analysis, the class A notes' breakeven rates are
generally consistent with the 'BB' rating category, and the class
B notes' breakeven rates are generally consistent with the 'B'
rating category.

Ratings for classes C through H are generally based on a
deterministic analysis, which considers the current percentage of
defaulted assets factoring in anticipated recoveries relative to
the credit enhancement of the respective class, as well as the
likelihood for OC tests to cure.  Based on this analysis, classes
C and D are consistent with the 'CC' rating category, meaning
default is probable given current defaulted assets of 14.1% and
Fitch's base case loss expectation of 32.2%.  Ratings for classes
E through H are deemed to be consistent with the 'C' rating
category, as Fitch considers a default on these classes to be
inevitable.  The current percentage of defaulted assets, factoring
in anticipated recoveries, either exceeds or is close to each of
these classes' respective credit enhancement.

The class A and B notes were each assigned a Negative Rating
Outlook reflecting Fitch's expectation of further negative credit
migration of the underlying collateral.  These classes were also
assigned Loss Severity ratings of 'LS3' and 'LS5', respectively.
The LS ratings indicate each tranche's potential loss severity
given default, as evidenced by the ratio of tranche size to the
expected loss for the collateral under the 'B' stress.  LS ratings
should always be considered in conjunction with probability of
default indicated by a class' long-term credit rating.  Fitch does
not assign Rating Outlooks or LS ratings to classes rated 'CCC' or
lower.

Classes C through H were assigned Recovery Ratings to provide a
forward-looking estimate of recoveries on currently distressed or
defaulted structured finance securities.  The RRs are calculated
using Fitch's cash flow model, and incorporate Fitch's current 'B'
stress expectation for default and recovery rates (45.5% and
29.1%, respectively), the 'B' stress US$ LIBOR up-stress, and a
24-month recovery lag to determine the present value of all future
proceeds to that class.  All modeled distributions are discounted
at 10% to arrive at a present value and compared to the class'
tranche size to determine a Recovery Rating.  The assignment of
'RR6' to these classes reflects the fact that the modeled recovery
for each class is less than 10% of its principal balance.

Fitch has downgraded, assigned Loss Severity and Recovery ratings,
along with Rating Outlooks to these classes:

  -- $206,573,614 class A to 'BB/LS3' from 'AAA'; Outlook
     Negative;

  -- $36,309,000 class B to 'B/LS5' from 'A'; Outlook Negative;

  -- $21,110,000 class C to 'CC/RR6' from 'BBB';

  -- $14,354,000 class D to 'CC/RR6' from 'B';

  -- $15,199,000 class E to 'C/RR6' from 'B';

  -- $6,755,000 class F to 'C/RR6' from 'CCC';

  -- $6,755,000 class G to 'C/RR6' from 'CCC';

  -- $10,133,000 class H to 'C/RR6' from 'CCC'.

Additionally, classes A through E are removed from Rating Watch
Negative.


CAPITALSOURCE REAL: Moody's Downgrades Ratings on 12 2006-A Notes
-----------------------------------------------------------------
Moody's Investors Service downgraded 12 classes of Notes issued by
CapitalSource Real Estate Loan Trust 2006-A.  The downgrades are
due to the occurrence of a Tax Event on June 18, 2009, and the
deterioration in credit quality of the underlying collateral
portfolio.

The Tax Event was due to the decision by CapitalSource Inc., the
parent company of the Collateral Manager (CapitalSource Finance
LCC), to elect to revoke its Real Estate Investment Trust status.
As a consequence, CapitalSource Real Estate Loan Trust 2006-A (the
"Issuer") is no longer treated as a qualified REIT subsidiary or
other pass through entity for federal income tax purposes.  As a
result of this change, all federal and state income taxes are
payable pursuant to Article 11, "Application of Monies", per the
Indenture dated as of December 20, 2006.  This will have a
materially adverse impact on the likelihood of the timely and
ultimate receipt of interest by the noteholders of each of the
rated classes by the legal final maturity date.

First and second quarter 2009 taxes due were approximately
$7.5 million.  Based upon the October 14, 2009 trustee report,
approximately $3.8 million of $13.4 million in Scheduled Interest
Receipts was classified as a Tax, Filing, and Registration Fee.
Going forward, the Collateral Manager expects approximately 35% of
Scheduled Interest Receipts to be classified as Tax, Filing, and
Registration Fees.

CapitalSource Real Estate Loan Trust 2006-A is a revolving
commercial real estate collateralized debt obligation transaction
backed by a portfolio of whole loan (98% of the pool) and B-note
debt (2% of the pool).  The aggregate collateral balance of the
pool has decreased to $1.16 billion from $1.30 billion at
issuance, due to approximately $63 million in pay-down to the
Class A Notes.  The pay-down was triggered as a result of the
failing of the Class A/B, Class C/D/E, and Class F/G/H Par Value
Tests.  Per the Indenture, the failure of any Par Value Test
results in all scheduled interest and principal payments being
directed to pay down the most senior notes, until the Par Value
Test is satisfied.

Seven whole loans totaling approximately $113.2 million (10% of
the pool) were listed as defaulted.  Moody's currently estimates
$67 million in expected losses to the Notes due to losses on the
defaulted loans (60% loss severity on average).

Moody's has identified these parameters as key indicators of the
expected loss within CRE CDO transactions: weighted average rating
factor, weighted average life, weighted average recovery rate, and
Moody's asset correlation.  These parameters are modeled as actual
parameters for static deals and covenant for managed deals.

WARF is a primary measure of the credit quality of a CRE CDO pool.
Tranched WARF is adjusted by the component tranches of the
collateral assets.  The tranched WARF was 2,106 as of the
October 14, 2009 Trustee Report.  Moody's have completed updated
credit estimates for the entire pool and the results will be
reflected in a future Trustee Report.  The bottom-dollar WARF is a
measure of the default probability within a collateral pool.
Moody's modeled a bottom-dollar WARF, excluding defaulted loans,
of 3,852 compared to 2,866 at last review.

WAL acts to adjust the credit exposure of the collateral pool.
Moody's modeled to the covenanted WAL of seven years, the same as
at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool.  The WARR was 44% as of the
October 14, 2009 Trustee Report.  Moody's modeled a fixed WARR,
excluding defaulted loans, of 42% compared to 43% at last review.

MAC is a single factor that describes the pair-wise asset
correlations among the instruments within the collateral pool
(i.e. the measure of diversity).  Moody's modeled a MAC, excluding
defaulted loans, of 13.6% compared to 24.0% at last review.

Moody's average weighted loan to value ratio for the pool is
135.9% compared to 110.5% at Moody's prior review in April 2009.

Moody's review also incorporated updated asset correlation
assumptions for the commercial real estate sector consistent with
one of Moody's CDO rating models, CDOROM v2.5, which was released
on February 3, 2009.  These correlations were updated in light of
the systemic seizure of credit markets and to reflect higher
inter- and intra-industry asset correlations.

For non-CUSIP collateral (treated in CDOROM v2.5 as secured
corporate debt), the updated asset correlations are approximately
30% compared to 15% previously.  The updated asset correlations
for non-CUSIP collateral reflect a reduction in the maximum over-
concentration stress by half in CDOROM v2.5 due to the diversity
of tenants, property types and geographic locations inherent in
the collateral pool.

For non-CUSIP collateral, the additional default probability
stress applied to corporate debt was eliminated asMoody's expect
the underlying non-CUSIP collateral to experience lower default
rates and higher recovery rates compared to corporate debt due to
the nature of the secured real estate collateral.

The cash flow model, CDOEdge v3.2, was used to analyze the cash
flow waterfall and its effect on the capital structure of the
deal.  In the cash flow modeling of this transaction, Moody's
accounted for the tax obligations resulting from the Tax Event.

The rating action is:

  -- Cl. A-1A, Downgraded to A3; previously on Oct 29, 2009 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-1R, Downgraded to A3; previously on Oct 29, 2009 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-2A, Downgraded to Aa2; previously on Oct 29, 2009 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. A-2B, Downgraded to Baa3; previously on Oct 29, 2009 A3
     Placed Under Review for Possible Downgrade

  -- Cl. B, Downgraded to B2; previously on Oct 29, 2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. C, Downgraded to Caa2; previously on Oct 29, 2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. D, Downgraded to Caa3; previously on Oct 29, 2009 B1
     Placed Under Review for Possible Downgrade

  -- Cl. E, Downgraded to Caa3; previously on Oct 29, 2009 B2
     Placed Under Review for Possible Downgrade

  -- Cl. F, Downgraded to Caa3; previously on Oct 29, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. G, Downgraded to Caa3; previously on Oct 29, 2009 Caa1
     Placed Under Review for Possible Downgrade

  -- Cl. H, Downgraded to Caa3; previously on Oct 29, 2009 Caa2
     Placed Under Review for Possible Downgrade

  -- Cl. J, Downgraded to Ca; previously on Oct 29, 2009 Caa3
     Placed Under Review for Possible Downgrade

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 both on a monthly basis through a
review of the available Trustee Reports and a periodic basis
through a full review.  Moody's prior review is summarized in a
press release dated April 15, 2009.


CARBON CAPITAL: Moody's Reviews Ratings on All 2005-1 Notes
-----------------------------------------------------------
Moody's Investors Service placed all rated classes of Notes issued
by Carbon Capital II Real Estate CDO 2005-1, Ltd., on review for
possible downgrade due to deterioration in the credit quality of
the underlying portfolio.

Carbon Capital II Real Estate CDO 2005-1, Ltd., is a
collateralized debt obligation backed by a portfolio of whole
loans and mezzanine loans which comprise approximately 80% of the
portfolio; all are from securitizations completed between 2005 and
2009.  The b-notes, preferred equity and CMBS collateral
constitute approximately 20% of the portfolio.

Several key indicators of declining credit quality of the
portfolio have become evident since Moody's last review of the
transaction.  The Trustee reports a weighted average rating factor
of 8,209 as of October 30, 2009 in contrast to a reported WARF of
6,869 as of March 31, 2009.  The collateral balance has decreased
to $313,666,422 compared to $421,184,340 at last review.  The
reason for the decrease in the pool balance is the restructuring
of loans and assets being removed from the pool with minimal to no
recovery; meanwhile the bond balance has only decreased by
approximately $4.1 million since last review.  This results in the
A/B Par Value Test failing with greater magnitude.  The current
Trustee reported value is 177.37% compared to 220.69% at last
review, with a trigger of 249.49%.

The actions reflect the increased expected loss associated with
each tranche due to the diminished credit quality on the
underlying portfolio.  Moody's rating action is:

  -- Cl. A, Aaa Placed Under Review for Possible Downgrade;
     previously on April 9, 2009 Confirmed at Aaa

  -- Cl. B, Aa2 Placed Under Review for Possible Downgrade;
     previously on April 9, 2009 Confirmed at Aa2

  -- Cl. C, A1 Placed Under Review for Possible Downgrade;
     previously on April 9, 2009 Confirmed at A1

  -- Cl. D, Baa2 Placed Under Review for Possible Downgrade;
     previously on April 9, 2009 Downgraded to Baa2

  -- Cl. E, Ba1 Placed Under Review for Possible Downgrade;
     previously on April 9, 2009 Downgraded to Ba1

  -- Cl. F, Ba3 Placed Under Review for Possible Downgrade;
     previously on April 9, 2009 Downgraded to Ba3

  -- Cl. G, Caa1 Placed Under Review for Possible Downgrade;
     previously on April 9, 2009 Downgraded to Caa1

  -- Cl. H, Caa2 Placed Under Review for Possible Downgrade;
     previously on April 9, 2009 Downgraded to Caa2

  -- Cl. I, Caa3 Placed Under Review for Possible Downgrade;
     previously on April 9, 2009 Downgraded to Caa3

  -- Cl. J, Caa3 Placed Under Review for Possible Downgrade;
     previously on April 9, 2009 Downgraded to Caa3

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 review is summarized in a
press release dated April 9, 2009.


CASTLE HILL: Fitch Downgrades Ratings on Four Classes of Notes
--------------------------------------------------------------
Fitch Ratings downgrades four classes of notes issued by Castle
Hill III CLO Ltd./Inc.

This review was conducted under the framework described in the
report 'Global Structured Finance Rating Criteria'.  Cash flow and
portfolio default modeling was conducted in accordance with
Fitch's 'Global Criteria for Cash Flow Analysis in Corporate CDOs'
and 'Global Rating Criteria for Corporate CDOs'.

The downgrades are attributed to credit deterioration and
increased borrower defaults in the portfolio.  The current
weighted average credit quality of the portfolio has migrated to
'B-/CCC+' from 'B' at the last rating review.  The portion of the
performing portfolio that Fitch considers to be rated 'CCC+' and
below has also increased meaningfully to 31% from 8% at the last
rating review.  Moreover, defaulted portfolio assets currently
represent 10.5% of the portfolio, which has increased
significantly from 2.4%.

Since the end of the reinvestment period began in September 2008,
the class A-1a and A-1b notes (together, class A-1 notes) have
received 17.6% of their initial notional amount.  Despite
improvement in credit enhancement for the class A-1 notes, the
credit deterioration of the portfolio causes additional stress on
these notes, which is reflected in the current rating downgrade.
The class A-1a notes are insured by Assured Guaranty Municipal
Corp. (formerly known as Financial Security Assurance Inc.), which
is currently rated 'AA'/Outlook Negative by Fitch.  The rating
decision by Fitch on the class A-1a notes was reached
independently of the credit protection provided by the insurance.

The credit enhancement available to the class B notes has improved
slightly since the last rating review, but not to the same degree
that the portfolio has negatively migrated.  The class B notes are
considered to be highly speculative as the performance of the
portfolio has deteriorated, however, a limited margin of safety
remains for these notes.  The credit enhancement to the class C-1
notes has decreased, which will impact the notes ability to offset
projected portfolio losses.  As current losses from defaulted
assets have eroded credit enhancement, the class C-1 notes will be
most vulnerable to future losses and additional credit
deterioration in the portfolio, which makes impairment probably
for these notes.

In its review, Fitch analyzed the structure's sensitivity to
ongoing softness in U.S. corporate recoveries.  To accomplish
this, Fitch reduced its average recovery rate assumptions for each
asset type by 30% in one sensitivity scenario and by 50% in a
second sensitivity scenario where explicit Recovery Ratings were
not available.  The current portfolio has a relatively longer
maturity profile, which may result in a slower amortization of the
rated notes and a potential prolonged exposure to depressed
corporate recovery rates.  The class A-1 and B notes displayed
considerable sensitivity to lower recovery rates.  In addition,
approximately 32% of the underlying portfolio ratings currently
have a Negative Outlook, which may result in additional future
rating volatility.  For these reasons, the class A-1 and B notes
have been assigned Negative Outlooks.  Fitch does not assign
Outlooks to notes that are rated in distressed rating categories,
rated 'CCC' or below.

The class A-1 and B notes were assigned Loss Severity ratings.
The LS ratings indicate each tranche's potential loss severity
given default, as evidenced by the ratio of tranche size to the
base-case loss expectation for the collateral, as explained in
Fitch's 'Criteria for Structured Finance Loss Severity Ratings'
report.  The LS rating should always be considered in conjunction
with the probability of default indicated by a class' long-term
credit rating.  Fitch does not assign LS ratings to tranches rated
in the 'CCC' to 'C' rating categories.

Castle Hill III is a collateralized loan obligation (CLO) that
closed on Aug.  19, 2003 and is managed by Sankaty Advisors, LLC.
The reinvestment period for this transaction ended in September
2008.  The portfolio is comprised of 93% senior secured loans and
7% junior secured loans.

Fitch has affirmed, downgraded, assigned LS ratings and revised
Rating Outlooks on these classes as indicated:

  -- $75,066,462 class A-1a notes downgraded to 'AA/LS2' from
     'AAA'; Outlook revised to Negative from Stable;

  -- $118,854,232 class A-1b notes downgraded to 'AA/LS2' from
     'AAA'; Outlook revised to Negative from Stable;

  -- $30,000,000 class B notes downgraded to 'B/LS4' from 'BBB';
     Outlook remains Negative;

  -- $26,500,000 class C-1 notes downgraded to 'CC' from 'CCC'.


COBALT CMBS: S&P Downgrades Ratings on 17 2007-C3 Securities
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 17
classes of commercial mortgage-backed securities from COBALT CMBS
Commercial Mortgage Trust 2007-C3 and removed them from
CreditWatch with negative implications.  Concurrently, S&P
affirmed its ratings on five classes from this transaction.

The downgrades follow S&P's analysis of the transaction using its
U.S. conduit and fusion CMBS criteria, which was the primary
driver of the rating actions.  S&P's analysis included a review of
the credit characteristics of all of the loans in the pool.  Using
servicer-provided financial information, S&P calculated an
adjusted debt service coverage of 1.18x and a loan-to-value ratio
of 142.7%.  S&P further stressed the loans' cash flows under its
'AAA' scenario to yield a weighted average DSC of 0.67x and an LTV
of 204.5%.  The implied defaults and loss severity under the 'AAA'
scenario were 98.2% and 52.3%, respectively.  All of the DSC and
LTV calculations S&P noted above exclude three ($30.2 million,
1.5%) of the six specially serviced assets.  S&P separately
estimated losses for these three loans and included them in S&P's
'AAA' scenario implied default and loss figures.

The affirmations of the ratings on the principal and interest
classes reflect subordination levels that are consistent with the
outstanding ratings through various stress scenarios.  S&P
affirmed its ratings on the class IO interest-only class based on
S&P's current criteria.  S&P published a request for comment
proposing changes to the IO criteria on June 1, 2009.  After S&P
finalizes its criteria review, S&P may revise its current IO
criteria, which may affect outstanding ratings, including the
ratings on the IO certificates S&P affirmed.

                      Credit Considerations

Six loans ($59.2 million, 2.9%) in the pool are with the special
servicer, CWCapital Asset Management LLC.  A breakdown of the
specially serviced loans by payment status is: three
($30.2 million, 1.5%) of these assets are more than 90 days
delinquent; one ($3.1 million, 0.2%) is more than 60 days
delinquent; and two ($25.8 million, 1.3%) are more than 30 days
delinquent.  None of the specially serviced loans currently have
appraisal reduction amounts in effect.

The largest specially serviced loan is the Campus Club Student
Housing Complex loan.  The Campus Club Student Housing Complex
loan ($20.5 million, 1.02%) is secured by a 252-unit student
housing complex in at the University of Florida at Gainesville.
The loan was transferred to CWCapital on Aug. 26, 2009, due to
imminent default.  CWCapital is currently exploring a modification
of the loan with the borrower.  For year-end 2008, reported DSC
was 1.15x and occupancy was 90.0%.  Standard & Poor's expects a
minimal loss upon the resolution of this loan.  The remaining
specially serviced loans have balances that individually represent
less than 1.0% of the total pool balance.  S&P estimated losses on
three of these loans ranging from 38.0% to 40.4%.

                       Transaction Summary

As of the October 2009 remittance report, the collateral pool
consisted of 124 loans with an aggregate trust balance of
$2.01 billion, which is approximately 99.8% of the issuance
balance.  The master servicer for the transaction is Wachovia Bank
N.A. (Wachovia).  Wachovia provided financial information for
98.0% of the loans in the pool, and 95.1% of the servicer-provided
information was full-year 2008 or interim-2009 data.  S&P
calculated a weighted average DSC of 1.23x for loans based on the
reported figures.  S&P's adjusted DSC and LTV were 1.18x and
142.7%, respectively.  S&P's adjusted DSC and LTV figures exclude
three (1.5%) specially serviced loans, which S&P stressed
separately.  Based on the servicer-reported DSC figures, S&P
calculated a weighted average DSC of 1.15x for these three loans.
To date, the transaction has not experienced principal losses.
Twenty-eight loans ($705.8 million, 35.1%) are on Wachovia's
watchlist, including five of the Top 10 loans, which S&P discussed
below.  Nine loans ($313.5 million, 15.6%) have reported DSC
between 1.0x and 1.10x, and 14 loans ($332.0 million, 16.5%) have
reported DSC of less than 1.0x.

                     Summary Of Top 10 Loans

The top 10 exposures have an aggregate outstanding balance of
$725.3 million (36.1%).  Using servicer-reported numbers, S&P
calculated a weighted average DSC of 1.16x for the top 10 loans.
S&P's adjusted DSC and LTV for the top 10 loans were 1.00x and
178.4%, respectively.  None of these loans are with CWCapital, and
five are on Wachovia's watchlist.

The Irvine Portfolio loan ($137.0 million, 6.8%) is the second-
largest loan in the pool and the largest loan on the watchlist.
The loan is secured by six office properties and one retail
property in San Diego, Calif., totaling 380,954 sq. ft. The loan
reported a DSC of 0.66x for the six-months ended June 30, 2009.
Total occupancy at the seven properties has deteriorated to 69.0%
as of June 30, 2009, from 89.9% at issuance.  The largest tenant,
occupying 33.6% of the gross leasable area (6.3% of the total
portfolio GLA) at one of the collateral properties, vacated its
space upon its lease expiration in March 2008.  The second-largest
tenant, occupying 33.3% of GLA (6.3% of the total portfolio GLA)
at the same property, vacated its space upon lease expiration in
November 2008.  The debt service reserve ($1.8 million), capital
reserve ($900,000), and tenant improvement reserve ($3.9 million)
that were funded at the loan's closing have all been depleted.
There are currently two prospective tenants with letters of intent
for a combined 12% of portfolio GLA.

The 2 Rector Street loan ($100.0 million, 5.0%) is the third-
largest loan in the pool and the second-largest loan on the
watchlist.  The loan is secured by a 26-story, 417,473-sq.-ft.
class B office building in New York City's financial district.
The loan reported a DSC of 0.84x and 89.4% occupancy for the six-
month period ended June 30, 2009.  The servicer has indicated that
the Department of Transportation, the largest tenant (70,970 sq.
ft., 17.0%), exercised its termination option and vacated the
property as of July 15, 2009, which decreased occupancy to 73.0%.
As a result, Standard & Poor's has determined that DSC for the
loan will likely fall to 0.69x.  A $1.1 million balance remains in
a $5.0 million debt service reserve funded at issuance.

The 90 John Street loan ($57.0 million, 2.8%) is the fourth-
largest loan in the pool and the third-largest loan on the
watchlist.  The loan is secured by a 31-story, 185,951-sq.-ft.,
class B office building in New York City.  The loan reported a DSC
of 0.79x and 86.5% occupancy for the six-months ended June 30,
2009, down from 1.00x and 89.6%, respectively, at issuance.  The
decline since 2007 was due to declines in base rent and
reimbursements of 25% and 45%, respectively.

The Sheraton Suites loan ($56.4 million, 2.8%) is the fifth-
largest loan in the pool and the fourth-largest loan on Wachovia's
watchlist.  The loan is secured by a 247-room full-service hotel
in Alexandria, Va., built in 1989 and renovated in 2008.  The loan
is on the watchlist due to a decline in DSC from 1.42x at
issuance.  The 12 months ended June 30, 2009, reported DSC was
1.08x and occupancy was 72.3%.

The Arbors at Broadland loan ($50.4 million, 2.5%) is the sixth-
largest loan in the pool and the fifth-largest loan on the
watchlist.  The loan is secured by a 240-unit apartment building
in Ashburn, Va., 25 miles west of the Washington, D.C. central
business district and eight miles northwest of the Washington
Dulles International Airport.  Full-year 2008 reported DSC was
0.83x and occupancy was 90.8%.  At closing, a $1.1 million debt
service reserve was funded, which has since been depleted.

Standard & Poor's stressed the loans in the pool according to its
conduit/fusion criteria.  The resultant credit enhancement levels
support the lowered and affirmed ratings.

      Ratings Lowered And Removed From Creditwatch Negative

          COBALT CMBS Commercial Mortgage Trust 2007-C3
          Commercial mortgage pass-through certificates

                Rating
                ------
    Class     To      From             Credit enhancement (%)
    -----     --      ----             ----------------------
    A-4       BBB+    AAA/Watch Neg                    30.07
    A-1A      BBB+    AAA/Watch Neg                    30.07
    A-M       BB+     AAA/Watch Neg                    20.05
    A-J       B+      AAA/Watch Neg                    12.40
    B         B+      AA/Watch Neg                     10.40
    C         B+      AA-/Watch Neg                     9.40
    D         B       A/Watch Neg                       8.14
    E         B       A-/Watch Neg                      7.14
    F         B-      BBB+/Watch Neg                    5.89
    G         B-      BBB/Watch Neg                     4.76
    vH         B-      BBB-/Watch Neg                    3.51
    J         CCC+    BB+/Watch Neg                     3.13
    K         CCC+    BB/Watch Neg                      2.88
    L         CCC+    B+/Watch Neg                      2.38
    M         CCC     B/Watch Neg                       2.13
    N         CCC     B-/Watch Neg                      2.00
    0         CCC     CCC+/Watch Neg                    1.75

                        Ratings Affirmed

          COBALT CMBS Commercial Mortgage Trust 2007-C3
          Commercial mortgage pass-through certificates

    Class     Rating                  Credit enhancement (%)
    -----     ------                  ----------------------
    A-1       AAA                                      30.07
    A-2       AAA                                      30.07
    A-3       AAA                                      30.07
    A-PB      AAA                                      30.07
    IO        AAA                                        N/A

                       N/A - Not applicable.


COMMODORE CDO: Fitch Downgrades Ratings on Four Classes of Notes
----------------------------------------------------------------
Fitch Ratings has downgraded four classes and affirmed one class
of notes issued by Commodore CDO II, Ltd./Corp. as a result of
continued credit deterioration in the portfolio since Fitch's last
rating action in August 2008.  Approximately 57.4% of the
portfolio has been downgraded since the last review.  The details
of the rating action follow at the end of this press release.

The downgrades to the portfolio have left approximately 57.1% of
the portfolio with a Fitch derived rating below investment grade
and 45.8% with a rating in the 'CCC' rating category or lower,
compared to 44.3% and 32.8%, respectively, at last review.
Defaulted securities, as defined in the transaction's governing
documents, now comprise 34.6% of the portfolio, compared to 25.2%
at last review.

This review was conducted under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Portfolio Credit Model for projecting future default levels
for the underlying portfolio.  Based on this analysis, the credit
enhancement available to the class A-1MM notes is generally
consistent with the PCM rating loss rate for the 'CCC' rating
category.  The credit deterioration in the portfolio combined with
principal collections being used to pay part of class B accrued
interest has increased the risk to the class A-IMM notes such that
default is a real possibility at or prior to maturity.

The short-term rating on the class A-1MM notes is based on the
availability of support provided to these notes by the put
agreement provided by AIG Financial Products Corp., whose payment
obligations are absolutely and unconditionally guaranteed by
American International Group, Inc. (rated 'BBB/ F1' with an
Evolving Outlook by Fitch).  The availability of this put
agreement is contingent upon, among other conditions, the
continued fulfillment of interest payments and the ultimate
payment of principal to the class A-1MM notes.  The increased risk
of default of the class A-1MM notes decreases the likelihood of
the put agreement being available.  Therefore, the short-term
rating is downgraded to 'C', indicating that default is a real
possibility.

Due to the significant collateral deterioration, all PCM rating
loss rates exceed the credit enhancement available to the class A-
2(a), class A-2(b), class B and class C notes.  For these classes,
Fitch considered future payment expectations to determine their
appropriate ratings.

The class A-2(a), class A-2(b) and class B notes are downgraded to
'C' because default appears inevitable.  While the notes are still
receiving timely interest distributions, based on the credit
quality of the portfolio, they are not expected to receive full
principal repayment by maturity.

The class C notes have not received any payments since June 2008
due to failing overcollateralization tests.  They are not expected
to receive any interest or principal distributions going forward
and are affirmed as 'C'.

Commodore II is a structured finance collateralized debt
obligation that closed on Dec. 12, 2003 and is managed by Fischer
Francis Trees & Watts, Inc.  The portfolio is composed of
residential mortgage-backed securities (39.3%), asset-backed
securities (33.6%), commercial mortgage-backed securities (17.8%),
corporate CDOs (7.4%), and SF CDOs (1.9%).

Fitch has affirmed and downgraded these ratings as indicated:

  -- $79,051,100 class A-1MM notes downgraded to 'CCC/C' from
     'BBB/F2';

  -- $24,336,366 class A-2(a) notes downgraded to 'C' from 'BB';

  -- $772,583 class A-2(b) notes downgraded to 'C' from 'BB';

  -- $48,600,000 class B notes downgraded to 'C' from 'CC';

  -- $10,158,938 class C notes affirmed at 'C'.


CONFLUENT SENIOR: Moody's Withdraws Ratings on Three Classes
------------------------------------------------------------
Moody's Investors Service announced that it has withdrawn the
ratings of these notes issued by Confluent Senior Loans
Opportunities p.l.c.:

  -- EUR1,575,000,000 Class A Floating Rate Senior Secured
     Variable Funding Notes due 2016 (current balance of
     EUR1,360,000,000), Aaa Withdrawn; previously on October 29,
     2008 Aaa Placed Under Review for Possible Downgrade;

  -- EUR460,000,000 Class B-1 Subordinated Notes due 2016
     (current balance of EUR 905,800,000), B1 Withdrawn;
     previously on November 20, 2008 Downgraded to B1 and Placed
     Under Review for Possible Downgrade;

  -- US$28,000,000 Class B-2 Subordinated Notes due 2016 (current
     balance of US 52,750,000), B1 Withdrawn; previously on
     November 20, 2008 Downgraded to B1 and Placed Under Review
     for Possible Downgrade;

Confluent Senior Loans Opportunities p.l.c. was originally
structured at its closing in July 2006 as a market-value master-
feeder fund structure arranged by Calyon that invests primarily in
leveraged bank loans.  Moody's understands that until at least the
recent past, the master fund has been managed by Credit Agricole
Asset Management as Senior Manager and the five feeder funds have
been managed by Ares Private Account Management I, L.P.; AXA
Investment Managers Paris S.A.; Intermediate Capital Managers
Limited; Loomis Sayles & Company, L.P.; and Morgan Stanley
Investment Management Inc each, an Investment Sub-Manager.

In 2008, the transaction experienced an initial event of default,
which was waived by the requisite noteholders.  In the process of
seeking the default waiver, the Senior Manager and controlling
class began discussions with Moody's concerning a restructuring of
the transaction into a CLO transaction that would rely on cash
flows from the underlying loan assets to pay the issued
liabilities, in place of the existing structure which relied on
the market value of the underlying assets.  Moody's analyzed
various structuring proposals submitted by the Senior Manager and
controlling class through mid-2009.

In converting the transaction into a cash flow CLO, several
structures were proposed where trading activities would not be
subject to pro-forma satisfaction of the collateral quality tests
as calculated by the Senior Manager prior to execution of the
trade.  One of the key features for a typical cash flow CLO, based
on Moody's observation, is that various collateral quality tests
are formally tested to be in compliance on a pro-forma basis prior
to trade execution so as to evidence the commitment from an issuer
to maintain a set of trading rules.  Without this feature, Moody's
considers that it is not possible to adequately assess the
additional risk posed to noteholders from the trading activity of
the managers.  As a result, Moody's informed the Senior Manager
that Moody's would be unable to provide the ratings requested on
the restructuring of the transaction as proposed.


CONTINENTAL AIRLINES: Fitch Takes Various Rating Actions on Certs.
------------------------------------------------------------------
Fitch Ratings has taken various rating actions on these classes of
Continental Airlines Enhanced Equipment Trust Certificate
transactions as detailed below:

Aircraft Indebtedness Repackaging Trust 1998-1

  -- Class A downgraded to 'B+' from 'BB' and assigned a Stable
     Rating Outlook.

Aircraft Indebtedness Repackaging Trust 1998-2

  -- Class A downgraded to 'B+' from 'BB' and assigned a Stable
     Rating Outlook.

Continental Airlines, FEATS Series 2000

  -- Class A downgraded to 'BB+' from 'BBB+' and assigned a Stable
     Rating Outlook;

  -- Class B affirmed at 'B+' and assigned a Stable Rating
     Outlook.

EETCs are hybrid corporate - structured debt obligations in which
payment on the notes is effectively supported by the underlying
corporate entity, while structured elements of the transaction
provide protection to investors in the event of issuer default.
As such, Fitch's ratings on EETC transactions are strongly tied to
the Issuer Default Rating of the issuing entity and incorporate
credit to the reduced probability of default provided by the
collateral and structural enhancements in place.  The analysis
also incorporates a review of the recovery prospects on the issued
securities in the event that they default, similar to Fitch's
approach for assigning recovery credit to secured corporate debt.

On Nov. 18, 2009, Fitch released its updated 'Surveillance
Criteria for Enhanced Equipment Trust Certificates'.  Of note, the
updated criteria limits EETC ratings from exceeding six notches
(or two rating categories) above the IDR of the underlying
airline.  This represents a change from the approach previously
employed by Fitch in this sector.  However, the impact of the
criteria update on Continental EETCs is no greater than three
notches on any class of bonds.

While the rating actions are reflective of the updated EETC
surveillance criteria, the downgrades on the class A notes in each
of the three transactions are largely driven by deterioration in
the value of the aircraft collateral in the current aviation
market downturn.  This has negatively impacted the projected LTV
and recovery percentages for the downgraded classes.  The class B
notes in Continental FEATS have been affirmed as structural
enhancement features were found to be consistent with the current
rating.

Fitch will continue to monitor the transaction and take
appropriate rating actions if necessary.


CREDIT SUISSE: Fitch Takes Actions on All 2005-C5 Certificates
--------------------------------------------------------------
Fitch Ratings takes various rating actions on all rated classes of
Credit Suisse First Boston Mortgage Securities Corp. 2005-C5,
commercial mortgage pass-through certificates.  A detailed list of
rating actions follows at the end of this press release.

The downgrades are the result of loss expectations and reflect
Fitch's prospective views regarding commercial real estate market
value and cash flow declines.  Fitch forecasts potential losses of
3.8% for this transaction, should market conditions not recover.
The rating actions are based on recognized losses of 3.1% since
many of the loans do not mature in the next five years.  The bonds
with Negative Outlooks indicate classes that may be downgraded in
the future should full potential losses be realized.

To determine potential defaults for each loan Fitch assumed cash
flow would decline by 10% from year-end 2008, which is consistent
with the analysis used in its review of recent vintage
transactions whereby cash flow was assumed to decline 15% from
year-end 2007 projected over a three-year period.  If the stressed
cash flow would cause the loan to fall below 0.95 times, Fitch
assumed the loan would default during the term.  To determine
losses, Fitch used the above stressed cash flow, and applied a
market cap rate, ranging between 7.5% and 9.5%, for each specific
property type.  If the loan balance at default is less than the
stressed cash flow the loan would realize that loss.  These loss
estimates were reviewed in more detail for loans representing
48.4% of the pool and, in certain cases, revised based on
additional information and/or property characteristics.
Approximately 80% of the recognized losses were from loans
reviewed in detail.

Approximately 10% of the mortgages mature within the next five
years: 5.0% in 2010, 0.3% in 2011 and 4.8% in 2012.  After 2012,
no loans mature until 2015 when 81% are schedule to mature or have
an anticipated refinance date.

Fitch identified 49 Loans of Concern (11.3%) within the pool,
seven of which (0.8%) are specially serviced.  Of the specially
serviced loans none are current.  Three of the Fitch Loans of
Concern (4.8%) are within the transaction's top 15 loans, and none
are specially serviced.

Fitch's analysis resulted in losses on four of the Top 15 loans.
None of the top 15 loans are assumed to default during the term or
expected to pay off at maturity.  All of the top 15 loans are
expected to default at maturity.  Fitch calculated losses ranging
from 0%-37% on based on stressed value being higher than the
current loan amount within the top 15.  The largest overall
contributors to deal loss are: Del Monte Center (2.9% of pool),
Weston Town Center (1.6%), and Black Canyon & Red Mountain Office
Buildings (1.4%).

Del Monte Town Center is a 677,376 square foot retail center
located in Monterey, California.  The property lost Mervyn's
(12.2% of NRA [net rentable area]) as a tenant in 2009 due to
bankruptcy and has yet to re-lease the space.  Fitch adjusted the
net cash flow to reflect this vacancy that was not accounted for
the in the year-end 2008 NCF.  The updated occupancy at the
property is approximately 85%, down from 97% as of June 2009.
Considering the historical occupancy of the property has been
above approximately 95%, the limited near-term rollover (only an
additional 4% in 2010, 2.5% in 2011, and 3.5% in 2012), and an
adjusted debt service coverage ratio well above the 0.95x term
default threshold, Fitch expects the loan to reach maturity, but
default due to inability to pass stressed refinance tests.

Weston Town Center is a 157,932 sf retail center in Weston,
Florida (approximately 40 miles northwest of Miami).  The property
is anchored by Publix supermarket (24.1% of NRA), with a diverse
mix of local, national, and restaurant tenants.  The property was
88.1% occupied as of June 30, 2009; however, multiple tenants have
left the property in 2009, and there is significant upcoming lease
rollover in the next three years.  In addition, multiple tenants
have ceased operations and are requesting either lower rents or
rent concessions.  Fitch expects the loan to default upon reaching
the ARD as current cash flow is insufficient to support principle
and interest payments once the interest rate increases to 7%.

Black Canyon & Red Mountain Office Buildings is a portfolio of
three office buildings on two properties located in Phoenix,
Arizona.  The Black Canyon property has two buildings, is 100%
occupied and has no significant upcoming roll within the next
three years.  The Red Mountain building however, just lost its
largest tenant (30% of total NRA), and has not re-leased any of
that space.  Fitch adjusted the cash flow to reflect the loss of
this tenant, and while the loan is expected to remain above the
0.95x DSCR term default threshold, the loan is expected to default
at maturity.

Fitch downgrades, removes from Rating Watch Negative, and assigns
Rating Outlooks to these classes:

  -- $47.6 million class C to 'A'/LS4 from 'AA'; Outlook Stable;

  -- $21.8 million class D to 'A'/LS5 from 'AA-'; Outlook Stable;

  -- $18.1 million class E to 'A'/LS5 from 'A+'; Outlook Negative;

  -- $29 million class F to 'BBB'/LS5 from 'A'; Outlook Negative;

  -- $36.3 million class G to 'BBB-'/LS5 from 'A-'; Outlook
     Negative;

  -- $21.8 million class H to 'BB'/LS5 from 'BBB+'; Outlook
     Negative;

  -- $32.6 million class J to 'BB'/LS5 from 'BBB'; Outlook
     Negative;

  -- $32.6 million class K to 'B'/LS5 from 'BB+'; Outlook
     Negative;

  -- $7.3 million class L to 'B-'/LS5 from 'BB'; Outlook Negative;

  -- $14.5 million class M to 'B-'/LS5 from 'BB-'; Outlook
     Negative;

  -- $10.9 million class N to 'B-'/LS5 from 'B'; Outlook Negative.

In addition, Fitch downgrades and assigns an Outlook:

  -- $24.9 million class B to 'AA'/LS5; from 'AA+'; Outlook
Stable.

Fitch affirms, removes from Rating Watch Negative, and assigns
Outlooks:

  -- $3.6 million class O at 'B-'/LS5; Outlook Negative;
  -- $7.3 million class P at 'B-'/LS5; Outlook Negative.

Fitch also affirms these classes and assigns LS ratings, and
Outlooks as indicated:

  -- $518 million class A-1A at 'AAA'/LS1; Outlook Stable;
  -- $17.6 million class A-1 at 'AAA'/LS1; Outlook Stable;
  -- $122 million class A-2 at 'AAA'/LS1; Outlook Stable;
  -- $149 million class A-3 at 'AAA'/LS1; Outlook Stable;
  -- $1 billion class A-4 at 'AAA'/LS1; Outlook Stable;
  -- $136.2 million class A-AB at 'AAA'/LS1; Outlook Stable;
  -- $290.2 million class A-M at 'AAA'/LS3; Outlook Stable;
  -- $224.8 million class A-J at 'AAA'/LS3; Outlook Stable;
  -- Interest-only class A-X at 'AAA'; Outlook Stable;
  -- Interest-only class A-SP at 'AAA'; Outlook Stable;
  -- Interest-only class A-Y at 'AAA'; Outlook Stable;
  -- $5.4 million class 375-A at 'BBB+'; Outlook Negative;
  -- $9.4 million class 375-B at 'BBB'; Outlook Negative;
  -- $20.9 million class 375-C at 'BBB-'; Outlook Negative.

Fitch affirms this class:

  -- $3.6 million class Q at 'CCC/RR3'.

Fitch does not rate the $33.7 million class S.


CREDIT SUISSE: Moody's Affirms Ratings on 10 2005-C3 Certs.
-----------------------------------------------------------
Moody's Investors Service affirmed the ratings of ten classes and
downgraded 14 classes of Credit Suisse First Boston Commercial
Mortgage Securities Corp., Commercial Mortgage Pass-Through
Certificates, Series 2005-C3.  The downgrades are due to higher
expected losses for the pool resulting from realized and
anticipated losses from loans in special servicing, increased
credit quality dispersion and concerns about refinancing risk
associated with loans approaching maturity.  Nine loans,
representing 12% of the pool, mature within the next 12 months and
have a Moody's stressed debt service coverage ratio below 1.00X.
The affirmations are due to key rating parameters, including
Moody's loan to value ratio, stressed DSCR and Herfindahl Index,
remaining within acceptable ranges.

On August 11, 2009, Moody's placed 14 classes on review for
possible downgrade due to the credit uncertainty surrounding
Maguire Properties Inc., the sponsor of one loan representing 9%
of the outstanding deal balance.  Maguire has experienced ongoing
levels of high effective leverage, declining operating
performance, and an inability to cover dividends from operating
cash flow.  This action concludes Moody's review of the
transaction.  The rating action is the result of Moody's on-going
surveillance of commercial mortgage backed securities
transactions.

As of the October 19, 2009 distribution date, the transaction's
aggregate certificate balance has decreased by approximately 5% to
$1.56 billion from $1.64 billion at securitization.  The
Certificates are collateralized by 197 mortgage loans ranging in
size from less than 1% to 9% of the pool, with the top ten loans
representing 39% of the pool.  The pool includes 53 loans,
representing 12% of the outstanding loan balance, which are
secured by residential co-ops located throughout New York City.
These loans have underlying ratings of Aaa.  Nine loans,
representing 5% of the pool, have defeased and are collateralized
by U.S. Government securities, the same share of the pool found
atMoody's prior review.

Twenty-seven loans, representing 8% 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.  Not all loans on the
watchlist are delinquent or have significant issues.

The pool has experienced an aggregate $6.1 million realized loss
from the liquidation of two loans (57% loss severity on average).
Twelve loans, representing 12% of the pool, are currently in
special servicing.  The largest specially serviced loan, Southland
Center Mall ($107.8 million - 7% of the pool), is secured by a
mall owned by an affiliate of General Growth Properties, Inc. This
loan was transferred to special servicing due to GGP's bankruptcy
filing on April 16, 2009.  The second largest specially serviced
loan is the Everest MBC Portfolio Loan ($52.2 million -- 3.4% of
the pool), which is secured by six cross collateralized and cross
defaulted loans on nine mixed-use properties located throughout
Massachusetts.  The loan is 60+ days delinquent and was
transferred to special servicing in July 2009 for non-monetary
default.  For the remaining five loans, three loans are real
estate owned or in the process of foreclosure, one loan is 30+
days delinquent and one loan is 90+ days delinquent.  Moody's
estimates a $52.8 million aggregate loss (27% loss severity on
average) from the specially serviced loans.

Moody's was provided with partial or full-year 2008 and partial
year 2009 operating results for 97% and 51% of the pool,
respectively, excluding defeased loans and loans secured by
residential co-ops.  Moody's weighted LTV ratio for the conduit
pool 107% compared to 105% at last review.  Although the overall
pool LTV has remained relatively stable, the pool has experienced
increased credit quality dispersion.  Based on Moody's analysis,
20% of the conduit pool has an LTV in excess of 120% compared to
10% at last review.

Moody's stressed DSCR for the conduit component is 1.25X compared
to 1.29X at last review.  Moody's stressed DSCR is based on
Moody's net cash flow and a 9.25% stressed rate applied to the
loan balance.

Moody's uses a variation of the Herfindahl Index to measure
diversity of loan size, where a higher number represents greater
diversity.  Loan concentration has an important bearing on
potential rating volatility, including the risk of multiple-notch
downgrades under adverse circumstances.  The credit neutral Herf
score is 40.  The pool, excluding defeased loans and loans with
underlying ratings, has a Herf of 30 compared to 32 at last
review.

The three largest loans represent 18% of the outstanding pool
balance.  The largest loan is the San Diego Office Park Loan
($133.0 million -- 8.5% of the pool), which is secured by an 11-
building Class A office complex totaling 645,000 square feet of
net rentable area located in San Diego, California.  The loan
sponsor is Maguire.  The property was 100% occupied as of May 2009
compared to 97% at last review.  The two largest tenants are Sony
Computer Entertainment (40% of the NRA; lease expiration December
2014) and Qualcomm (14% of the NRA; lease expiration December
2009).  Qualcomm is vacating its premises at the end of its lease
term, potentially decreasing the complex's occupancy to 86%.  Even
with the anticipated decline in cash flow when Qualcomm vacates,
Moody's project that the property will still generate cash flow in
excess of debt service.  However, given Maguire's financial
issues, Moody's is concerned about the availability of funds for
leasing costs.  The loan is interest only for the entire term.
Moody's LTV and stressed DSCR are 129% and 0.73X compared to 117%
and 0.81X at last review.

The second largest loan is the 80-90 Maiden Lane Loan
($89.9 million -- 5.8% of the pool), which is secured by two Class
B office buildings totaling 545,000 square feet.  The properties
are located in the Insurance submarket in New York City.  As of
July 2009, the properties were 99% occupied, the same as at last
review.  Performance has been stable.  Moody's LTV and stressed
DSCR are 103% and 0.94X, essentially the same as at last review.

The third largest loan is the Och Ziff Portfolio ($52.9 million --
3.4% of the pool), which is secured by eight limited-service
hotels located in Columbus, Ohio and Covington, Kentucky.
Performance has declined since last review due to lower revenues
and increased expenses.  From January to July of 2009, occupancy
and RevPAR were $59.24 and 65% compared to 68% and $67.68 for the
same period in 2008.  Moody's LTV and stressed DSCR are 118% and
1.0X compared to 117% and 1.0X at last review.

Moody's rating action is:

  -- Class A-1, $2,158,694, affirmed at Aaa; previously on
     7/11/2005 assigned at Aaa

  -- Class A-2, $176,757,000, affirmed at Aaa; previously on
     7/11/2005 assigned at Aaa

  -- Class A-3, $79,635,000, affirmed at Aaa; previously on
     7/11/2005 assigned at Aaa

  -- Class A-AB, $61,470,000, affirmed at Aaa; previously on
     7/11/2005 assigned at Aaa

  -- Class A-4, $372,531,000, affirmed at Aaa; previously on
     7/11/2005 assigned at Aaa

  -- Class A-1-A, $378,999,926, affirmed at Aaa; previously on
     7/11/2005 assigned at Aaa

  -- Class A-M, $163,695,000, affirmed at Aaa; previously on
     7/11/2005 assigned at Aaa

  -- Class A-X, Notional, affirmed at Aaa; previously on 7/11/2005
     assigned at Aaa

  -- Class A-Y, Notional, affirmed at Aaa; previously on 7/11/2005
     assigned at Aaa

  -- Class A-SP, Notional, affirmed at Aaa; previously on
     7/11/2005 assigned at Aaa

  -- Class A-J, $135,048,000, downgraded to A1; previously on
     8/11/2009 Aaa Placed Under Review for Possible Downgrade

  -- Class B, $34,785,000, downgraded to A3; previously on
     8/11/2009 Aa2 Placed Under Review for Possible Downgrade

  -- Class C, $16,370,000, downgraded to Baa2; previously on
     8/11/2009 A1 Placed Under Review for Possible Downgrade

  -- Class D, $14,323,000, downgraded to Baa3; previously on
     8/11/2009 A2 Placed Under Review for Possible Downgrade

  -- Class E, $16,370,000, downgraded to Ba3; previously on
     8/11/2009 A3 Placed Under Review for Possible Downgrade

  -- Class F, $20,462,000, downgraded to B3; previously on
     8/11/2009 Baa2 Placed Under Review for Possible Downgrade

  -- Class G, $16,369,000, downgraded to Caa2; previously on
     8/11/2009 Baa3 Placed Under Review for Possible Downgrade

  -- Class H, $18,416,000, downgraded to Ca; previously on
     8/11/2009 Ba2 Placed Under Review for Possible Downgrade

  -- Class J, $6,138,000, downgraded to C; previously on 8/11/2009
     B1 Placed Under Review for Possible Downgrade

  -- Class K, $8,185,000, downgraded to C; previously on 8/11/2009
     B2 Placed Under Review for Possible Downgrade

  -- Class L, $6,139,000, downgraded to C; previously on 8/11/2009
     B3 Placed Under Review for Possible Downgrade

  -- Class M, $4,092,000, downgraded to C; previously on 8/11/2009
     Caa1 Placed Under Review for Possible Downgrade

  -- Class N, $4,092,000, downgraded to C; previously on 8/11/2009
     Caa2 Placed Under Review for Possible Downgrade

  -- Class O, $6,139,000, downgraded to C; previously on 8/11/2009
     Caa3 Placed Under Review for Possible Downgrade


CREDIT SUISSE: Moody's Affirms Ratings on 10 2005-C4 Certificates
-----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of ten classes and
downgraded 14 classes of Credit Suisse First Boston Mortgage
Securities Corp., Commercial Mortgage Pass-Through Certificates,
Series 2005-C4.  The downgrades are due to higher expected losses
for the pool resulting from increased leverage, increased credit
quality dispersion and anticipated losses from loans in special
servicing.  An overall increase in leverage and a modest decline
in debt service coverage were mitigated by an improvement in pool
diversity and defeasance resulting in affirmations of eight
classes.

On November 4, 2009, Moody's placed 14 classes on review for
possible downgrade due to higher expected losses for the pool
resulting from losses from specially serviced loans and increased
leverage for the remainder of the pool.  This action concludes
that review.  The action is the result of Moody's on-going
surveillance of commercial mortgage backed securities
transactions.

As of the October 19, 2009 distribution date, the transaction's
aggregate certificate balance has decreased by 4% to $1.28 billion
from $1.33 billion at securitization.  The Certificates are
collateralized by 157 mortgage loans ranging in size from less
than 1% to 5% of the pool, with the top ten non-defeased loans
representing 30% of the pool.  Eight loans, representing 15% of
the pool, have defeased and are collateralized with U.S.
Government securities, compared with no defeasance atMoody's last
review.

Twenty-four 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.  Not all loans on the
watchlist are delinquent or have significant issues.

The pool has experienced losses of $1.9 million since
securitization from the liquidation of two loans (33% loss
severity on average).  There are five loans, representing 4% of
the pool, currently in special servicing.  The largest specially
serviced loan is The Pavilion Center ($20.9 million -- 1.6% of the
pool), which is secured by a 137,000 square foot retail center
located in Vista, California.  The loan was transferred to special
servicing in February 2009 due to payment default.  The loan is
currently 90+ days delinquent.  Of the remaining four specially
serviced loans, three are 90+ days delinquent and one is in
foreclosure.  Moody's estimates an aggregate $26.3 million loss
for all the specially serviced loans (56% loss severity on
average).

Moody's was provided with full-year 2008 operating results for 81%
of the pool, excluding the defeased loans.  Moody's weighted
average loan to value ratio is 108% compared to 97% at Moody's
last review.  In addition to an overall increase in leverage, the
pool has experienced increased credit quality dispersion.  Based
on Moody's analysis, 65% of the pool has an LTV in excess of 100%
compared to 48% at last review.  Approximately 22% of the pool has
an LTV in excess of 120% compared to 5% at last review.

Moody's stressed debt service coverage ratio is 1.02X compared to
1.05X at last review.  Moody's stressed DSCR is based on Moody's
net cash flow and a 9.25% stressed rate applied to the loan
balance.

Moody's uses a variation of the Herfindahl index to measure
diversity of loan size, where a higher number represents greater
diversity.  Loan concentration has an important bearing on
potential rating volatility, including the risk of multiple-notch
downgrades under adverse circumstances.  The credit neutral Herf
score is 40.  The pool has a Herf of 53, compared to 48 at last
review.  The improvement in Herf is due to defeasance of the
pool's two largest loans.

The three largest conduit loans represent 13% of the pool.  The
largest loan is the Hilton Gaslamp Quarter Hotel ($59.6 million --
4.7% of the pool), which is secured by a 282-room full service
hotel located in San Diego, California.  Recent performance of the
hotel has declined due to the decline in tourist and business
travel.  Revenue per available room for the calendar year 2008 was
$174 compared to $159 at last review.  RevPAR for the first eight
months of 2009 has declined further to $151.  Moody's LTV and
stressed DSCR are 119% and 0.95X, respectively, compared to 108%
and 1.13X at last review.

The second largest conduit loan is the Och Ziff Portfolio Loan
($53.1 million -- 4.2% of the pool), which is secured by nine
hotel properties located in four Ohio markets: Cleveland, Toledo,
Cincinnati and Columbus.  The portfolio totals 929 guestrooms.
Recent performance of the hotel has declined due to the decline in
tourist and business travel.  RevPAR for calendar year 2008 was
$62, compared to $51 at securitization.  RevPAR for the first six
months of 2009 has declined further to $49.  Moody's expects that
the portfolio's property performance could decline even more due
to their location in areas particularly impacted by the economic
recession.  Moody's LTV and stressed DSCR are 180% and 0.66X,
respectively, compared to 95% and 1.27X at last review.

The third largest conduit loan is the Mansions at Coyote Ridge
($46.5 million -- 3.6% of the pool), which is secured by a 528-
unit Class A garden style apartment unit in Carrollton, Texas.
The property was 98% occupied as of June 2009.  Performance has
declined since last review due to lower rent levels.  The loan is
interest-only for the first five years and amortizes on a 30-year
schedule thereafter.  Moody's LTV and stressed DSCR are 115% and
0.80X, respectively, compared to 99% and 0.96X at last review.

Moody's rating action is:

  -- Class A-1, $7,167,328, affirmed at Aaa, previously assigned
     Aaa on 09/06/2005

  -- Class A-2, $138,000,000, affirmed at Aaa, previously assigned
     Aaa on 09/06/2005

  -- Class A-3, $88,000,000, affirmed at Aaa, previously assigned
     Aaa on 09/06/2005

  -- Class A-4, $25,000,000, affirmed at Aaa, previously assigned
     Aaa on 09/06/2005

  -- Class A-AB, $45,000,000, affirmed at Aaa, previously assigned
     Aaa on 09/06/2005

  -- Class A-5, $311,000,000, affirmed at Aaa, previously assigned
     Aaa on 09/06/2005

  -- Class A-5M, $44,434,000, affirmed at Aaa, previously assigned
     Aaa on 09/06/2005

  -- Class A-1A, $357,140,152.  affirmed at Aaa, previously
     assigned Aaa on 09/06/2005

  -- Class A-X, Notional, affirmed at Aaa, previously assigned Aaa
     on 09/06/2005

  -- Class A-SP, Notional, affirmed at Aaa, previously assigned
     Aaa on 09/06/2005

  -- Class A-J, $93,008,000, downgraded to Aa2 from Aaa,
     previously placed on review for possible downgrade on
     11/4/2009

  -- Class B, $23,253,000, downgraded to A1 from Aa2, previously
     placed on review for possible downgrade on 11/4/2009

  -- Class C, $13,286,000, downgraded to A2 from Aa3, previously
     placed on review for possible downgrade on 11/4/2009

  -- Class D, $23,252,000, downgraded to Baa1 from A2, previously
     placed on review for possible downgrade on 11/4/2009

  -- Class E, $16,609,000, downgraded to Baa3 from A3, previously
     placed on review for possible downgrade on 11/4/2009

  -- Class F, $16,609,000, downgraded to Ba3 from Baa1, previously
     placed on review for possible downgrade on 11/4/2009

  -- Class G, $13,287,000, downgraded to B3 from Baa2, previously
     placed on review for possible downgrade on 11/4/2009

  -- Class H, $16,608,000, downgraded to Caa3 from Baa3,
     previously placed on review for possible downgrade on
     11/4/2009

  -- Class J, $4,983,000, downgraded to Ca from Ba1, previously
     placed on review for possible downgrade on 11/4/2009

  -- Class K, $8,304,000, downgraded to Ca from Ba2, previously
     placed on review for possible downgrade on 11/4/2009

  -- Class L, $6,643,000, downgraded to Ca from Ba3, previously
     placed on review for possible downgrade on 11/4/2009

  -- Class M, $1,661,000, downgraded to C from B1, previously
     placed on review for possible downgrade on 11/4/2009

  -- Class N, $4,983,000, downgraded to C from B2, previously
     placed on review for possible downgrade on 11/4/2009

  -- Class O, $4,982,000, downgraded to C from B3, previously
     placed on review for possible downgrade on 11/4/2009


CSMS 2006-HC1: S&P Affirms Ratings on 14 Classes of Certificates
----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on 14
classes of commercial mortgage pass-through certificates from CSMS
2006-HC1 and removed them from CreditWatch with negative
implications.

The affirmations follow S&P's analysis of the portfolio of 242
health care properties that serve as collateral for the single
$1.13 billion mortgage loan in this transaction.  S&P analyzed the
portfolio's cash flow to derive a Standard & Poor's stressed
valuation that is 12% higher than the level at issuance.  Although
the portfolio's cash flow has improved since issuance, there are
potential refinance risks because the loan matures May 9, 2010,
and has one one-year extension option remaining.  In addition, the
health care facilities derive a significant amount of revenue from
Medicare and/or Medicaid reimbursements.  It is not clear at this
time if these reimbursements will be negatively affected by
potential government health care reforms.

S&P affirmed its ratings on the class A-X-1 and A-X-2 interest-
only certificates based on S&P's current criteria.  S&P published
a request for comment proposing changes to its IO criteria on
June 1, 2009.  After S&P finalizes its criteria review, S&P may
revise its IO criteria, which may affect outstanding ratings,
including the ratings on the IO certificates that S&P affirmed.

As of the Nov. 16, 2009, trustee remittance report, the mortgage
loan had a trust and whole-loan balance of $1.13 billion, which
consists of two in-trust senior notes totaling $1.07 billion and a
$59.8 million in-trust junior note.  The principal distribution
amount to the class L certificates comes solely from the principal
payments received with respect to the junior note.  The equity
interests of the borrower of the whole loan secure four mezzanine
loans totaling $188.1 million.  The current collateral for this
mortgage loan consists of 242 nursing and assisted-living
facilities with a total of 24,972 licensed beds within 8.1 million
sq. ft. across 21 states in the U.S. The mortgage loan provides
for conditional permitted collateral releases.  The release prices
are based on release amounts specified in the loan agreement.
Since issuance, the sponsors released 18 nursing facilities with a
total of 1,803 licensed beds within 528,400 sq. ft. in Arkansas,
Nebraska, Minnesota, Kansas, and Pennsylvania as collateral for
the loan.

At origination, the loan provided for three one-year extension
options.  Pursuant to the loan terms, after the borrower exercised
the second extension option, beginning after May 9, 2009, the
mortgage loan converted from an interest-only to an amortizing
loan based on a 6% interest rate and 25-year amortization
schedule.  The loan's final maturity date is May 9, 2011.  While
the portfolio generates a significant amount of net cash flow,
there is a considerable amount of debt to refinance if conditions
in the capital markets do not improve.  S&P will continue to
evaluate the borrower's ability to refinance as the loan's
maturity date approaches.  The potential that health care reforms
may affect portfolio revenues is another transaction risk in that
such reforms may have a negative impact on Medicare and/or
Medicaid reimbursement revenues and/or cause potential fee
reductions in other services at the facilities.  This is far from
certain at this time and S&P partially mitigated this risk by
using more conservative capitalization rates to value the
remaining properties.  The cap rates S&P used averaged 13.67%.

S&P based its analysis for the remaining properties, in part, on a
review of the borrower's operating statements for the trailing-12-
months ended June 30, 2009, the 12 months ended Dec. 31, 2008, and
its 2009 budgets.  The master servicer, Wachovia Bank N.A.,
reported a debt service coverage of 8.98x for the portfolio and an
occupancy of 89% as of June 30, 2009.

      Ratings Affirmed And Removed From Creditwatch Negative

                          CSMS 2006-HC1
          Commercial mortgage pass-through certificates

                            Rating
                            ------
          Class     To                  From
          -----     --                  ----
          A-1       AAA                 AAA/Watch Neg
          A-2       AAA                 AAA/Watch Neg
          B         AA+                 AA+/Watch Neg
          C         AA                  AA/Watch Neg
          D         AA-                 AA-/Watch Neg
          E         A+                  A+/Watch Neg
          F         A                   A/Watch Neg
          G         A-                  A-/Watch Neg
          H         BBB+                BBB+/Watch Neg
          J         BBB                 BBB/Watch Neg
          K         BBB-                BBB-/Watch Neg
          L         BB+                 BB+/Watch Neg
          A-X-1     AAA                 AAA/Watch Neg
          A-X-2     AAA                 AAA/Watch Neg


CTX CDO: Moody's Downgrades Ratings on All Classes of Notes
-----------------------------------------------------------
Moody's Investors Service downgraded the rating of all classes of
Notes issued by CTX CDO I, Ltd.  The downgrades are due to
deterioration in the credit quality of the underlying portfolio of
reference obligations and directly held collateral.  Moody's also
placed Class A and Class B on watch for possible further downgrade
due to the uncertainties surrounding both the timing of an Event
of Default, which is expected to be triggered by further haircuts
to Par Value, and the potential remedies the Trustee may seek upon
direction by a Majority of the Controlling Class.

On August 14, 2009, Moody's placed all rated classes of Notes on
review for possible downgrade due to deterioration in the credit
quality of the underlying portfolio and the potential for an EOD
triggered by further haircuts to Par Value resulting from
additional rating downgrades of the underlying collateral.  The
rating action is the result of Moody's on-going surveillance of
commercial real estate collateralized debt obligation
transactions.

CTX CDO I, Ltd., is a hybrid collateralized debt obligation backed
by a portfolio of cash collateral (13% of the pool) and credit
default swaps (87% of the pool) referencing commercial mortgage
backed securities, CRE CDOs, and real estate investment trust
debt.  As of the October 26, 2009 Trustee Report, the Notes are
collateralized by 45 classes of CMBS cash collateral and reference
obligations (93.7% of the pool) from 28 separate transactions, two
classes of CRE CDO cash collateral and reference obligations (3.3%
of the pool) from two separate transactions, and one REIT debt.
The collateral and reference obligations were issued between 2005
and 2007.

One reference obligation totaling $15 million of (3% of the pool)
was reported as defaulted.  Moody's currently estimates the rate
of recovery from this defaulted asset as low.

Moody's has identified these parameters as key indicators of the
expected loss within CRE CDO transactions: weighted average rating
factor, weighted average life, weighted average recovery rate, and
Moody's asset correlation.  These parameters are modeled as actual
parameters for static deals and as covenants for managed deals.

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the entire
pool and the results will be reflected in a future Trustee Report.
The bottom-dollar WARF is a measure of the default probability
within a collateral pool.  Moody's modeled a bottom-dollar WARF of
4,834, which is the WARF after factoring in potential ratings
migration on over 4% of the collateral and reference obligations
that are currently on review for possible downgrade by Moody's,
compared to a WARF of 2,490 at last review.  The distribution of
current ratings and credit estimates is: Baa1-Baa3 (16.6% compared
to 35.5% at last review), Ba1-Ba3 (8.9% compared to 13.0% at last
review), B1-B3 (33.5% compared to 36.5% at last review), Caa1-NR
(41.0% compared to 15.0% at last review).

WAL acts to adjust the credit exposure of the collateral pool.
Moody's modeled to the actual WAL of 6 years, compared to 10 years
at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool.  Moody's modeled a fixed WARR
of 6.4% compared to 10.4% at last review.

MAC is a single factor that describes the pair-wise asset
correlations among the instruments within the collateral pool
(i.e. the measure of diversity).  Moody's modeled a MAC of 24.5%
compared to 44.2% at last review.

All collateral and reference obligations are now rated at Baa3 or
lower, which has resulted in over $80 million in par value
haircuts, which have been factored into the calculations of both
the Class A/B Overcollateralization Test and Default Par Value
Coverage Ratio.  As of October 26, 2009, the Trustee reports that
the transaction is currently failing its Class A/B
Overcollateralization Test (99.15% actual versus a trigger of
112.86%), and passing its Default Par Value Coverage Ratio
(116.07% actual versus a trigger of 100.00%).  Due to the failure
of the transaction's Class A/B Overcollateralization Test, the
interest due on the Class C, Class D, Class E, Class F, Class G,
Class H, Class J and Class K Notes is being treated as deferred
interest payable-in-kind.

Even though the current par value haircut amount has not trigger
the EOD specified in Section 5.1(j) of the Indenture, as
commercial real estate loan performance continues to deteriorate,
the risk of such EOD, as triggered by additional haircuts to Par
Value from further credit rating downgrades to underlying
collateral and reference obligations, is increasing.  As provided
for in Article V of the Indenture, during the occurrence and
continuance of an EOD, a Majority of the Controlling Class to the
transaction may direct the Trustee to take particular actions with
respect to all or a portion of the collateral or reference
obligations or rights of interest therein, including liquidation
(or in the case of Synthetic Assets entered into pursuant to the
Synthetic Asset Agreement, designate an "Early Termination Date"
under such Synthetic Asset Agreement).  Moody's notes that the
transaction is exposed to a significant concentration of CMBS
assets, the majority of which have low investment grade and below
investment grade ratings.  It is also exposed to CRE CDOs with
below investment grade ratings.  Both types of assets have shown
depressed market valuations recently and thus may result in
significant losses to the transaction from any sale of cash
collateral and/or any early termination of credit default swap
contracts.

Moody's will continue to closely monitor the performance of this
transaction and the remedies the Trustee may exercise under the
direction elected by a Majority of the Controlling Class if and
when an EOD occurs.

Moody's review incorporated updated asset correlation assumptions
for the commercial real estate sector consistent with one of
Moody's CDO rating models, CDOROM v2.5, which was released on
April 3, 2009.  These correlations were updated in light of the
systemic seizure of credit markets and to reflect higher inter-
and intra-industry asset correlations.  The updated asset
correlations, depending on vintage and issuer diversity, used for
CUSIP collateral (i.e. CMBS, CRE CDOs or REIT debt) within CRE
CDOs range from 30% to 60%, compared to 15% to 35% previously.

The cash flow model, CDOEdge v3.2, was used to analyze the cash
flow waterfall and its effect on the capital structure of the
deal.

The rating actions are:

  -- Cl. A, Downgraded to B2 and Placed Under Review for Possible
     Further Downgrade; previously on August 14, 2009 Baa3 Placed
     Under Review for Possible Downgrade

  -- Cl. B, Downgraded to Caa3 and Placed Under Review for
     Possible Further Downgrade; previously on August 14, 2009 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. C, Downgraded to Ca; previously on August 14, 2009 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. D, Downgraded to Ca; previously on August 14, 2009 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. E, Downgraded to Ca; previously on August 14, 2009 B1
     Placed Under Review for Possible Downgrade

  -- Cl. F, Downgraded to Ca; previously on August 14, 2009 B1
     Placed Under Review for Possible Downgrade

  -- Cl. G, Downgraded to Ca; previously on August 14, 2009 B1
     Placed Under Review for Possible Downgrade

  -- Cl. H, Downgraded to Ca; previously on August 14, 2009 B2
     Placed Under Review for Possible Downgrade

  -- Cl. J, Downgraded to C; previously on August 14, 2009 Caa2
     Placed Under Review for Possible Downgrade

  -- Cl. K, Downgraded to C; previously on August 14, 2009 Caa3
     Placed Under Review for Possible Downgrade

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 both on a monthly basis through a
review of the available trustee reports and a periodic basis
through a full review.  Moody's prior review is summarized in a
press release dated March 6, 2009.


CWCAPITAL COBALT: Moody's Downgrades Rating on All Classes
----------------------------------------------------------
Moody's Investors Service downgraded the rating of all classes of
Notes issued by CWCapital COBALT III Synthetic CDO, Ltd.  The
downgrades are due to deterioration in the credit quality of the
underlying portfolio of reference obligations and directly held
collateral.  Moody's also placed Class A and Class B on review for
possible further downgrade due to the uncertainty about the timing
of an Event of Default expected to be triggered by further
haircuts to Par Value and potential remedies the Trustee may seek
upon direction by a Majority of the Controlling Class.

On August 14, 2009, Moody's placed all rated classes of Notes on
review for possible downgrade due to deterioration in the credit
quality of the underlying portfolio and the potential for an EOD
triggered by further haircuts to Par Value resulting from
additional rating downgrades of the underlying collateral.  The
rating action is the result of Moody's on-going surveillance of
commercial real estate collateralized debt obligation
transactions.

CWCapital COBALT III Synthetic CDO, Ltd., is a hybrid
collateralized debt obligation backed by a portfolio of cash
collateral (14.7% of the pool) and credit linked notes (85.3% of
the pool) referencing commercial mortgage backed securities and
CRE CDOs.  As of the October 27, 2009 trustee report, the Notes
are collateralized by 46 classes of CMBS cash collateral and
reference obligations (90.4% of the pool) from 45 separate
transactions and 8 classes of CRE CDO cash collateral and
reference obligations (9.6% of the pool) from 8 separate
transactions issued between 2005 and 2007.

Five cash collateral and reference obligations totaling
$17.9 million (3.6% of the pool) were reported as defaulted.
Moody's modelled these defaults assets assuming a 6.6% recovery
rate.

Moody's has identified these parameters as key indicators of the
expected loss within CRE CDO transactions: weighted average rating
factor, weighted average life, weighted average recovery rate, and
Moody's asset correlation.  These parameters are modeled as actual
parameters for static deals and covenant for managed deals.

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the entire
pool and the results will be reflected in a future Trustee Report.
The WARF is a measure of the default probability within a
collateral pool.  Moody's modeled a bottom dollar WARF of 4,318,
which is the adjusted WARF after factoring in potential ratings
migration on over 12.6% of collateral and reference obligations
currently placed on review for possible downgrade by Moody's,
compared to 2,401 at last review.  The distribution of current
ratings and credit estimates is: Baa1-Baa3 (16.1% compared to
38.2% at last review), Ba1-Ba3 (14.6% compared to 12.5% at last
review), B1-B3 (36.6% compared to 39.3% at last review), Caa1-NR
(32.7% compared to 10.0% at last review).

WAL acts to adjust the credit exposure of the collateral pool.
Moody's modeled to the actual WAL of 6 years, the same as at last
review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool.  Moody's modeled a fixed WARR
of 6.6% compared to 11.1% at last review.

MAC is a single factor that describes the pair-wise asset
correlations among the instruments within the collateral pool
(i.e. the measure of diversity).  Moody's modeled a MAC of 27.0%
compared to 34.9% at last review.

All collateral and reference obligations are now rated at Baa3 or
lower, which has resulted in over $113.4 million in par value
haircuts, which is factored into the calculations of both the
Overcollateralization Test and Default Par Value Coverage Ratio.
As of October 27, 2009, the Trustee reports that the transaction
is currently failing its Overcollateralization Test (85.88% vs.
trigger of 108.94%), and passing its Default Par Value Coverage
Ratio (104.09% vs.  trigger of 100.00%).  When the transaction
fails its Overcollateralization Test, the interest due on the
Class C Notes, the Class D Notes, the Class E Notes, the Class F
Notes, and the Class G Notes is PIKing.

Even though the current par value haircut amount has not triggered
the EOD specified in Section 5.1(j) of the Indenture, as
commercial real estate loan performance continues to deteriorate,
the risk of such EOD, as triggered by additional haircuts to Par
Value from further credit rating downgrades to underlying
collateral and reference obligations, is increasing.  As provided
for in Article V of the Indenture, during the occurrence and
continuance of an Event of Default, a Majority of the Controlling
Class to the transaction may direct the Trustee to take particular
actions with respect to all or a portion of the collateral or
reference obligations or rights of interest therein, including
liquidation (in the case of Synthetic Assets entered into pursuant
to the Synthetic Asset Agreement, designate an "Early Termination
Date" under such Synthetic Asset Agreement).  Moody's notes that
the transaction is exposed to a significant concentration of CMBS
assets, the majority of which have low investment grade and below
investment grade ratings.  It is also exposed to CRE CDOs with
below investment grade ratings.  Both types of assets have shown
depressed market valuations recently and thus may result in
significant losses to the transaction from any sale of cash
collateral and/or any early termination of credit default swap
contracts.

Moody's will continue to closely monitor the performance of this
transaction and the remedies the Trustee may exercise under the
direction elected by a Majority of the Controlling Class if an EOD
occurs.

Moody's review incorporated updated asset correlation assumptions
for the commercial real estate sector consistent with one of
Moody's CDO rating models, CDOROM v2.5, which was released on
February 3, 2009.  These correlations were updated in light of the
systemic seizure of credit markets and to reflect higher inter-
and intra-industry asset correlations.  The updated asset
correlations, depending on vintage and issuer diversity, used for
CUSIP collateral (i.e. CMBS, CRE CDOs or real estate investment
trust debt) within CRE CDOs range from 30% to 60%, compared to 15%
to 35% previously.

The rating actions are:

  -- Cl. A, Downgraded to Caa3 and remains on Review for Possible
     Downgrade; previously on Aug 14, 2009 Ba3 Placed Under Review
     for Possible Downgrade

  -- Cl. B, Downgraded to Ca and remains on Review for Possible
     Downgrade; previously on Aug 14, 2009 B3 Placed Under Review
     for Possible Downgrade

  -- Cl. C, Downgraded to C; previously on Aug 14, 2009 Caa2
     Placed Under Review for Possible Downgrade

  -- Cl. D, Downgraded to C; previously on Aug 14, 2009 Caa2
     Placed Under Review for Possible Downgrade

  -- Cl. E, Downgraded to C; previously on Aug 14, 2009 Caa2
     Placed Under Review for Possible Downgrade

  -- Cl. F, Downgraded to C; previously on Aug 14, 2009 Caa2
     Placed Under Review for Possible Downgrade

  -- Cl. G, Downgraded to C; previously on Aug 14, 2009 Caa3
     Placed Under Review for Possible Downgrade

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 both on a monthly basis through a
review of the available trustee reports and a periodic basis
through a full review.  Moody's prior review is summarized in a
press release dated March 6, 2009.


DELTA AIR: Fitch Takes Rating Actions on Various Certificates
-------------------------------------------------------------
Fitch Ratings has taken various rating actions on these classes of
Delta Air Lines Enhanced Equipment Trust Certificate transactions
as detailed below:

Delta Air Lines Pass Through Certificates, series 2000-1:

  -- Class A1 affirmed at 'BBB-' and assigned a Negative Rating
     Outlook;

  -- Class A2 downgraded to 'BB' from 'BBB-' and assigned a
     Negative Rating Outlook;

  -- Class B downgraded to 'B' from 'BB-' and assigned a Negative
     Rating Outlook.

Delta Air Lines Pass Through Certificates, series 2001-1:

  -- Class A1 downgraded to 'BB' from 'BBB-' and assigned a
     Negative Rating Outlook;

  -- Class A2 downgraded to 'BB' from 'BBB-' and assigned a
     Negative Rating Outlook;

  -- Class B downgraded to 'B' from 'BB-' and assigned a Negative
     Rating Outlook.

Delta Air Lines European Enhanced Equipment Trust Certificates,
series 2001-2:

  -- Class B upgraded to 'BB-' from 'B+' and assigned a Negative
     Rating Outlook.

Delta Air Lines Pass Through Certificates, series 2002-1:

  -- Class C affirmed at 'B+' and assigned a Negative Rating
     Outlook.

Delta Air Lines Pass Through Certificates, series 2007-1:

  -- Class A downgraded to 'BBB-' from 'A-' and assigned a
     Negative Rating Outlook.

Additionally, all classes have been removed from Rating Watch
Negative.

EETCs are hybrid corporate/structured debt obligations in which
payment on the notes is effectively supported by the underlying
corporate entity, while structured elements of the transaction
provide protection to investors in the event of issuer default.
As such, Fitch's ratings on EETC transactions are strongly tied to
the Issuer Default Rating of the issuing entity and incorporate
credit to the reduced probability of default provided by the
collateral and structural enhancements in place.  The analysis
also incorporates a review of the recovery prospects on the issued
securities in the event that they default, similar to Fitch's
approach for assigning recovery credit to secured corporate debt.

On Nov. 18, 2009, Fitch released its updated 'Surveillance
Criteria for Enhanced Equipment Trust Certificates'.  This
criteria, which can be found at 'www.fitchratings.com', was
utilized in the review of the Delta EETC portfolio and in
determining the rating actions detailed above.  Of note, the
updated criteria limits EETC ratings from exceeding six notches
(or two rating categories) above the IDR of the underlying
airline.  This represents a change from the approach previously
employed by Fitch in this sector.  However, the impact of the
criteria update on Delta EETCs was no greater than two notches on
any class of bonds.

On June 26, 2009, Fitch placed all Delta EETCs on Rating Watch
Negative, following Fitch's downgrade of Delta's IDR to 'B-',
Outlook Negative from 'B', Outlook Negative.  Since that time,
Fitch has conducted a review of the transactions' structures, the
value of the aircraft that serve as collateral, and the impact of
the downgrade of Delta consistent with the processes described in
the aforementioned surveillance criteria.

The downgrades on the class A-2 and B notes of the 2000-1
transaction represent the impact of the June 26th downgrade of
Delta as well as deterioration in the value of the aircraft
collateral in the current aviation market downturn.  The class A-1
notes, while ranking equally with the class A-2 notes, have been
affirmed.  The affirmation reflects Fitch's view that there is
less risk related to both Delta and the future value of the
collateral due to the upcoming maturity on these notes
(approximately six months away).

The 2001-1 transaction largely mirrors the characteristics of the
2000-1.  The aircraft in the collateral pools, loan to value
ratios on the notes, and expected recoveries are consistent for
both transactions.  Similarly, the downgrade of these notes
reflects the downgrade of Delta and the deterioration in aircraft
values.

The upgrade of Delta 2001-2 is reflective of the incorporation of
Fitch's updated surveillance criteria for EETCs.  The transaction
does not have a liquidity facility and, as such, does not
significantly reduce the probability that the EETC will default if
Delta becomes insolvent.  However, the strong recovery prospects
on the tranche warrant three notches of recovery credit above
Delta's IDR, consistent with Fitch's criteria.

The affirmation of the 2002-1 class B notes indicates that current
and projected over-collateralization and recovery levels for each
class are consistent with the current ratings of the notes.

The downgrade of the 2007-1 class A notes reflects the impact of
the June 26th downgrade of Delta, the recent deterioration in the
value of the aircraft collateral and the introduction of Fitch's
updated EETC surveillance criteria.  The new rating of 'BBB-' is
consistent with the maximum level of disconnect (i.e.  two rating
categories) from Delta's current IDR of 'B-'.

Fitch will continue to monitor the transaction and take
appropriate rating actions if necessary.


DELTA AIR: Moody's Assigns 'Ba2' Rating on $120 Mil. Certs.
-----------------------------------------------------------
Moody's Investors Service assigned Baa2 and Ba2 ratings to the
about $569 million of Class A and about $120 million of Class B
Pass Through Certificates, respectively, of the 2009-1 Pass
Through Trusts to be issued by Delta Air Lines, Inc.  The
transaction documentation provides for the possible issuance of
one additional subordinated tranche of certificates at any time
after the Deposit Period Termination Date.  The subordination
provisions of the inter-creditor agreement provide for the payment
of interest on the Class B Certificates before payments of
principal on the Class A Certificates.  Amounts due under the
Certificates will, in any event, be subordinated to any amounts
due on either of the Class A or Class B Liquidity facilities, each
of which provides for three consecutive semi-annual interest
payments due the respective Certificate holders.

The Class A Equipment Notes and Class B Equipment Notes issued by
Delta and acquired with the proceeds of the Certificates will be
the sole assets of the Pass Through Trusts.  The Certificates'
proceeds will fund the refinancing of twenty-two aircraft
presently financed by Delta's 2000-1 Enhanced Equipment Trust
Certificates, which mature in November 2010 and the five 2009
deliveries that round out the 2009-1 collateral pool.

                         Rating Rationale

The ratings of the Certificates consider the credit quality of
Delta as obligor under the Notes, Moody's opinion of the
collateral protection of the Notes, the credit support provided by
the Liquidity Facilities, and certain structural characteristics
of the Notes such as the cross-collateralization and cross-default
provisions and the protections of Section 1110 of Title 11 of the
Delta States Code.  The assigned ratings of Baa2 and Ba2 on the
Class A and Class B tranches, respectively, reflect Moody's
opinion of the ability of the Pass Through Trustees to make timely
payment of interest and the ultimate payment of principal at a
date no later than December 17, 2019, for the A tranche and
December 17, 2016, for the B tranche, each the final maturity
dates.  "Similar to the EETC's of other U.S. airlines that have
recently come to market, Moody's believes that the cross-default
feature increases the likelihood of affirmation by Delta of its
obligations under the Equipment Notes as the majority of the
aircraft types that comprise this transaction are core to Delta's
mainline operations and fleet strategy," said Moody's Analyst
Jonathan Root.  Additionally, the cross-collateralization of the
aircraft securing each note underlying the transaction enhances
the potential recovery for investors in the event of a default by
the Pass Through Trusts of their respective Certificate
obligations or of the rejection of the aircraft by Delta in the
event of a bankruptcy event and pursuant to the provisions of the
Code.  Moody's notes that the five 2009 deliveries represent about
50% of the appraised value of the 27 aircraft in the pool.

Any combination of future changes in the underlying credit quality
or ratings of Delta, material unexpected changes in the value of
the aircraft pledged as collateral, and/or changes in the status
or terms of the liquidity facilities or the credit quality of the
liquidity provider could cause Moody's' to change its ratings of
the Certificates.

          General Structure of the Series 2009-1 EETC's

The proceeds of the Certificates will initially be held in escrow
and deposited with the Depositary, The Bank of New York Mellon
(short-term rating of P-1), until the issuance of each of the
twenty-seven equipment notes upon the refinancing of the 2000-1
EETC or the 2009 vintage aircraft.  The interest on these funds
will be sufficient to pay accrued interest on the outstanding
Certificates during the Deposit Period.

The collateral pool consists of 27 Boeing aircraft, all owned by
Delta: ten B737-800's, nine B757-200's, and three B767-300ER's
presently pledged to the 2000-1 EETC and two B737-700's and three
B777-200LR's delivered new in 2009.

The Certificates issued to finance the aircraft are not
obligations of, nor are they guaranteed by Delta.  However, the
amounts payable by Delta under the Notes will be sufficient to pay
in full all principal and interest on the Certificates when due.
The Notes will be secured by a perfected security interest in the
aircraft.  It is the opinion of counsel to Delta that the Notes
will be entitled to benefits under Section 1110 of the U.S.
Bankruptcy Code.  Under Section 1110 of the U.S. Bankruptcy Code,
if Delta fails to pay its obligations under the Notes, the
collateral trustee has the right to repossess any aircraft which
have been rejected by Delta.  Scheduled interest payments on the
Certificates will be supported by the respective A tranche and B
tranche liquidity facilities sized to pay up to three respective
consecutive semi-annual interest payments in the event Delta
defaults on its obligations under the Notes.

The liquidity facilities do not provide for payments of principal
due, nor interest on the Certificate proceeds held in escrow
during the Deposit Period.  The provider of each of the liquidity
facilities is Natixis S.A. via its New York Branch (Moody's short-
term rating of P-1).  The liquidity provider has a priority claim
on proceeds from liquidation of the aircraft or Equipment Notes
and other Trust collateral ahead of any of the holders of the
Certificates and is also the controlling party following default.

                     Cross-Collateralization

The ratings of the 2009-1 Certificates benefit from the cross-
collateralization of the Notes, a feature which Moody's believes
can enhance recovery in the event of a default.  The structure
provides that, in the event any or all aircraft are sold, any
surplus proceeds are made available to cover shortfalls due under
the Notes related to the sale of any other aircraft.  Importantly,
all surplus proceeds are retained until maturity of the Equipment
Notes financing or the indentures are cancelled.

Moody's considers the number of aircraft and the number of
different aircraft models that comprise the collateral pool when
assessing the amount of LTV benefit of a cross-collateralized EETC
structure.  At 27 aircraft, the collateral pool is sizeable and
the models diverse.  These two factors result in a meaningful LTV
benefit.  That the included models are integral to Delta's short-
and long-haul routes and are mostly the younger equipment in its
combined mainline fleet supports the likelihood of affirmation by
Delta of its obligations under the related equipment notes, thus
minimizing the probability of the cross-collateralization benefit
being called upon by creditors over the life of the transaction.
Moody's believes that the inclusion of the five 2009 deliveries
increases the value of the cross-collateralization feature of this
EETC because the appraised value of these five aircraft represents
approximately fifty percent of the aggregate value of collateral
pool.

The last rating action was on September 22, 2009, when Moody's
assigned ratings to Delta's new credit facility and secured notes
offerings.

Assignments:

Issuer: Delta Air Lines, Inc.

  -- Senior Secured Enhanced Equipment Trust, Assigned Ba2
  -- Senior Secured Enhanced Equipment Trust, Assigned Baa2

Delta Air Lines, Inc., headquartered in Atlanta, Georgia, is the
world's largest airline, providing scheduled air transportation
for passengers and cargo throughout the U.S. and around the world.


DELTA AIR: S&P Assigns Ratings on 2009-1 Class A Certificates
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'A-'
rating to Delta Air Lines Inc.'s series 2009-1 Class A pass-
through certificates, with an expected maturity of Dec. 17, 2019,
and assigned its preliminary 'BBB-' rating to Delta's 2009-1 Class
B pass-through certificates, with an expected maturity of Dec. 17,
2016.  The final legal maturity will be 18 months after the
expected maturity for both classes.  Standard & Poor's also
reviewed its ratings on existing Delta enhanced equipment trust
certificates and lowered ratings on some certificates.
Specifically, S&P lowered its ratings on the 2002-1 Class G1 and
G2 certificates to 'BB+' from 'BBB-', on the 2007-1 Class A
certificates to 'BBB+' from 'A-', and on the 2007-1 Class B
certificates to 'BB' from 'BBB-'.  S&P also affirmed its ratings
on other existing Delta EETCs.  The downgrades reflect eroded
aircraft values and resulting reduced collateral coverage.

Atlanta-based Delta will use the proceeds to refinance a
substantial portion of its 2000-1 pass-through certificates and to
refinance five additional aircraft.

The outlook is negative.  "Although Delta currently has liquidity
acceptable for the rating and will likely report narrower losses
than most other U.S. "legacy carriers," worse-than-expected fuel
prices and/or economic weakness could erode the company's
financial profile," said Standard & Poor's credit analyst Betsy R.
Snyder.  The level of liquidity (unrestricted cash, short-term
investments, and available committed bank borrowing capacity)
below which S&P may lower its rating is $4 billion.  In assessing
the credit implications of any level of liquidity, S&P would
consider also normal seasonal changes in cash and air traffic
liability (cash levels fluctuate somewhat with seasonal ticket
purchasing patterns, with the end of the second quarter near the
high point and the end of the fourth quarter near the low point),
upcoming debt maturities and other claims on cash, and the
company's expected operating cash flows.

"If Delta can weather the downturn and industry conditions
improve, and if it makes good progress in its merger integration,
S&P could revise the outlook to stable," she continued.


DILLON READ: Moody's Downgrades Ratings on All 2006-1 Notes
-----------------------------------------------------------
Moody's Investors Service downgraded the rating of all rated
classes of Notes issued by Dillon Read CMBS CDO 2006-1 Ltd.  The
downgrades are due to deterioration in the credit quality of the
underlying portfolio of reference obligations and directly held
collateral.  Moody's also placed Classes A-S1VF, A1, A2, A3 and A4
on watch for possible further downgrade due to the uncertainties
surrounding both the timing of an Event of Default, which is
expected to be triggered by further haircuts to par value (Haircut
Amount), and the potential remedies the Trustee may seek upon
direction by a Majority of the Controlling Class.

On August 14, 2009, Moody's placed all rated classes of Notes on
review for possible downgrade due to deterioration in the credit
quality of the underlying portfolio and the potential for an EOD
triggered by further Haircut Amounts resulting from additional
rating downgrades of the underlying collateral.  The rating action
is the result of Moody's on-going surveillance of commercial real
estate collateralized debt obligation transactions.

Dillon Read CMBS CDO 2006-1 Ltd. is a hybrid collateralized debt
obligation backed by a portfolio of cash collateral (26.3% of the
pool) and credit default swaps (73.7% of the pool) referencing
commercial mortgage backed securities, CRE CDOs, and real estate
investment trust debt.  As of the October 30, 2009 Trustee Report,
the Notes are collateralized by 88 classes of CMBS cash collateral
and reference obligations (86.8% of the pool) from 56 separate
transactions, five classes of CRE CDO cash collateral (9.6% of the
pool) from four separate transactions and 12 REIT debt (9.5% of
the pool).  The collateral and reference obligations were issued
between 2004 and 2007.

Nine cash collateral and reference obligations totaling
$75.0 million of (7.6% of the pool) were reported as defaulted
securities or deferred interest payable-in-kind bonds.  Moody's
currently estimates the rate of recovery from those defaulted
assets as low.

Moody's has identified these parameters as key indicators of the
expected loss within CRE CDO transactions: weighted average rating
factor, weighted average life, weighted average recovery rate, and
Moody's asset correlation.  These parameters are modeled as actual
parameters for static deals and as covenants for managed deals.

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the entire
pool and the results will be reflected in a future Trustee Report.
The bottom-dollar WARF is a measure of the default probability
within a collateral pool.  Moody's modeled a bottom dollar WARF of
2,975, which is the WARF after factoring in potential ratings
migration on over 4% of the collateral and reference obligations
that are currently on review for possible downgrade by Moody's,
compared to a WARF of 1,721 at last review.  The distribution of
current ratings and credit estimates is: A1-A3 (2.5% compared to
2.5% at last review), Baa1-Baa3 (33.0% compared to 61.1% at last
review), Ba1-Ba3 (15.3% compared to 5.0% at last review), B1-B3
(32.4% compared to 22.2% at last review), Caa1-NR (16.7% compared
to 9.2% at last review).

WAL acts to adjust the credit exposure of the collateral pool.
Moody's modeled to the actual WAL of 6.3 years, compared to 8.0 at
last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool.  Moody's modeled a fixed WARR
of 12.5% compared to 18.5% at last review.

MAC is a single factor that describes the pair-wise asset
correlations among the instruments within the collateral pool
(i.e. the measure of diversity).  Moody's modeled a MAC of 28.4%
compared to 40.0% at last review.

Approximately 64% of collateral and reference obligations are now
rated below Baa3, which has resulted in over $102.1 million of
Haircut Amounts, which have been factored into the calculations of
the Class A2, A4 and B2 Overcollateralization Tests.  As of
October 30, 2009, the Trustee reports that the transaction is
currently failing its A2 OC Test (95.5% actual versus a trigger of
107.7%), A4 OC Test (89.9% actual versus a trigger of 105.9%),and
B2 OC Test (86.1% actual versus a trigger of 102.3%).  Due to the
failure of the transaction's OC Tests, the interest due on the
Class A3, Class A4, Class B1, Class B2, Class B3, and Class B4
Notes is being treated asing.

Even though the current Haircut Amount has not triggered the EOD
specified in Section 5.1(d) of the Indenture, as commercial real
estate loan performance continues to deteriorate, the risk of such
EOD, as triggered by additional Haircut Amounts from further
credit rating downgrades to underlying collateral and reference
obligations, is increasing.  As provided for in Article V of the
Indenture, during the occurrence and continuance of an Event of
Default, a Majority of the Controlling Class to the transaction
may direct the Trustee to take particular actions with respect to
all or a portion of the collateral or reference obligations or
rights of interest therein, including liquidation (or in the case
of Synthetic Assets entered into pursuant to the Synthetic Asset
Agreement, designate an "Early Termination Date" under such
Synthetic Asset Agreement).  Moody's notes that the transaction is
exposed to a significant concentration of CMBS assets, the
majority of which have low investment grade and below investment
grade ratings.  It is also exposed to CRE CDOs with below
investment grade ratings.  Both types of assets have shown
depressed market valuations recently and thus may result in
significant losses to the transaction from any sale of cash
collateral and/or any early termination of credit default swap
contracts.

Moody's will continue to closely monitor the performance of this
transaction and the remedies the Trustee may exercise under the
direction elected by a Majority of the Controlling Class if and
when an EOD occurs.

Moody's review incorporated updated asset correlation assumptions
for the commercial real estate sector consistent with one of
Moody's CDO rating models, CDOROM v2.5, which was released on
April 3, 2009.  These correlations were updated in light of the
systemic seizure of credit markets and to reflect higher inter-
and intra-industry asset correlations.  The updated asset
correlations, depending on vintage and issuer diversity, used for
CUSIP collateral (i.e. CMBS, CRE CDOs or REIT debt) within CRE
CDOs range from 30% to 60%, compared to 15% to 35% previously.

The cash flow model, CDOEdge v3.2, was used to analyze the cash
flow waterfall and its effect on the capital structure of the
deal.

The rating actions are:

  -- Cl. A-S1VF, Downgraded to Ba1 and Placed Under Review for
     Possible Further Downgrade; previously on August 14, 2009 A3
     Placed Under Review for Possible Downgrade

  -- Cl. A1, Downgraded to B3 and Placed Under Review for Possible
     Further Downgrade; previously on August 14, 2009 Baa3 Placed
     Under Review for Possible Downgrade

  -- Cl. A2, Downgraded to Caa2 and Placed Under Review for
     Possible Further Downgrade; previously on August 14, 2009 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. A3, Downgraded to Caa3 and Placed Under Review for
     Possible Further Downgrade; previously on August 14, 2009 B1
     Placed Under Review for Possible Downgrade

  -- Cl. A4, Downgraded to Caa3 and Placed Under Review for
     Possible Further Downgrade; previously on August 14, 2009 B2
     Placed Under Review for Possible Downgrade

  -- Cl. B1, Downgraded to Ca; previously on August 14, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. B2, Downgraded to Ca; previously on August 14, 2009 Caa1
     Placed Under Review for Possible Downgrade

  -- Cl. B3, Downgraded to Ca; previously on August 14, 2009 Caa1
     Placed Under Review for Possible Downgrade

  -- Cl. B4, Downgraded to Ca; previously on August 14, 2009 Caa1
     Placed Under Review for Possible Downgrade

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 both on a monthly basis through a
review of the available trustee reports and a periodic basis
through a full review.  Moody's prior review is summarized in a
press release dated March 20, 2009.


ENERGY FUTURE: Fitch Takes Various Rating Actions on Debt
---------------------------------------------------------
Fitch Ratings has taken various rating actions on the debt of
Energy Future Holdings Corp. (Issuer Default Rating 'B' Outlook
Negative) to reflect the effect of new EFH secured notes issued
pursuant to the recent exchange offer upon the relative seniority
of debt in the EFH capital structure.  The debt exchange offer
will become effective on Nov. 16, 2009.

In addition, Fitch has assigned a rating of 'B+' to the new
$256.5 million secured notes that will be issued as a result of
the debt exchange.  Security for the new secured notes due 2019
consists of a pledge of 100% of Energy Future Intermediate Holding
Company LLC's membership interests in Oncor Electric Delivery
Holdings Company LLC.

In the exchange, $357.5 million of old notes of EFH and Texas
Competitive Electric Holdings Company LLC (IDR 'B') were tendered
and accepted.  The consideration for the old notes is
$256.5 million of new secured notes to be issued by EFH and EFIH;
EFIH previously was unrated.  Fitch assigns a 'B' IDR to EFIH as
its default probability is closely linked to that of EFH and TCEH;
EFIH is a guarantor of outstanding secured and unsecured leveraged
buyout debt of EFH.

Fitch downgraded the rating of the EFH senior unsecured guaranteed
notes by one notch to 'B'/RR4 from 'B+'/RR3 as a result of
subordination that stems from the issuance of new secured notes at
EFH and EFIH.  The new secured notes will have first call on the
pledged equity of Oncor Holdings, which is an intermediate holding
company that owns EFH's 80% interest in Oncor Electric Delivery
Company LLC.  EFH's IDR ('B'; Negative Outlook) was unaffected by
the nominal $101 million debt reduction that resulted from the
exchange offer and is affirmed.  The 'CCC/RR6' ratings of the
legacy EFH notes (unsecured and non-guaranteed notes) are also
affirmed, as their very weak recovery prospects are unchanged.

The 'B+/RR1' rating of the new $256.5 million secured notes
reflects currently strong recovery prospects and also reflects
management's willingness to monetize the equity value in Oncor
Holdings as demonstrated in the exchange offer.  While Fitch
believes recovery prospects for the new secured notes are 100%
given their current over-collateralization, Fitch also considers
it likely that management will issue new secured debt against the
collateral of its Oncor Holdings ownership interests, and the
excess collateral coverage of the secured notes could diminish
over time as a result.  Thus, notching of the new secured notes
was constrained to one-notch uplift from the IDR.

Fitch stands by its original opinion that this debt exchange was
opportunistic rather than coercive.  There is no near-term
bankruptcy risk despite the inconsequential amount of debt that
has actually been exchanged.  The relatively nominal debt
reduction of about $101 million resulting from the exchange offer
is insufficient to improve EFH's high debt leverage, thin interest
coverage and longer term exposure to challenging wholesale power
market conditions.  The debt balance, including the 2014 maturity
tower, remains an important rating concern.

The ratings of TCEH, Energy Future Competitive Holdings and Oncor
Electric Delivery Company LLC ('BBB-', Outlook Stable) are
unaffected by the rating actions.

Fitch affirms these ratings with a Negative Outlook:

EFH

  -- IDR at 'B';
  -- Senior unsecured non-guaranteed notes at 'CCC/RR6'.

Fitch downgrades these ratings:

EFH

  -- Senior unsecured guaranteed notes to 'B/RR4' from 'B+/RR3'.

Fitch assigns these ratings:

EFIH

  -- IDR 'B', Outlook Negative;
  -- Senior secured notes 'B+/RR1'.

EFH

  -- Senior secured notes 'B+/RR1'.


FIRSTPLUS HOME: S&P Downgrades Ratings on 17 Securities to 'D'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings to 'D' on
17 classes from six residential mortgage-backed securities
transactions issued by FirstPlus Home Loan Owner Trust in 1997 and
1998.

The downgrades reflect S&P's assessment of missed interest
payments to the classes' certificateholders since the October 2009
distribution date.  S&P lowered all of these ratings from
investment-grade categories, including three classes that S&P
previously rated 'AAA'.

The underlying pool of loans backing these transactions consists
of fixed-rate mortgage loans secured primarily by junior (second)
liens on one- to four-family residential properties originated or
purchased by FirstPlus Mortgage Corp.

                          Ratings Lowered

             FirstPlus Home Loan Owner Trust 1997-2
                          Series 1997-2

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-1        337925BQ3     D                    AA

             FirstPlus Home Loan Owner Trust 1997-3
                          Series 1997-3

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-1        337925CA7     D                    AA+
        M-2        337925CB5     D                    AA-
        B-1        337925CC3     D                    A-

             FirstPlus Home Loan Owner Trust 1997-4
                          Series 1997-4

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        A-8        337925CM1     D                    AAA
        M-1        337925CN9     D                    AA
        M-2        337925CP4     D                    A

             FirstPlus Home Loan Owner Trust 1998-1
                          Series 1998-1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-1        337925CY5     D                    AA
        M-2        337925CZ2     D                    A

             FirstPlus Home Loan Owner Trust 1998-4
                          Series 1998-4

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        A-8        337925EE7     D                    AAA
        M-1        337925EF4     D                    AA+
        M-2        337925EG2     D                    A
        B-1        337925EH0     D                    BBB-

             FirstPlus Home Loan Owner Trust 1998-5
                          Series 1998-5

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        A-9        337925ES6     D                    AAA
        M-1        337925ET4     D                    AA
        M-2        337925EU1     D                    A
        B-1        337925EV9     D                    BBB-


FORD CREDIT: S&P Assigns Ratings on $1.1022 Bil. 2009-E Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Ford Credit Auto Owner Trust 2009-E's $1.1022 billion
asset-backed notes series 2009-E.

The preliminary ratings are based on information as of Nov. 16,
2009.  Subsequent information may result in the assignment of
final ratings that differ from the preliminary ratings.

The preliminary ratings reflect S&P's opinion of:

* The availability of approximately 17.3%, 14.3%, 12.2%, and 9.6%
  credit support to the class A, B, C, and D notes, respectively,
  based on stressed break-even cash flow scenarios.  These credit
  support levels provide more than 5x, 4x, 3x, and 2x S&P's
  expected net loss range of 2.95%-3.25% to the class A, B, C, and
  D notes, respectively;

* The transaction's ability to withstand more than 1.5x S&P's
  expected net loss level in S&P's "what-if" scenario analysis
  before the notes become vulnerable to a negative CreditWatch
  action and/or a potential downgrade;

* The timely interest and principal payments made under stressed
  cash flow modeling scenarios appropriate to the preliminary
  rating categories;

* The characteristics of the pool being securitized;

* Ford Motor Credit Co. LLC's extensive securitization performance
  history, going back to 1989; and

* The transaction's payment and legal structures.

                   Preliminary Ratings Assigned

               Ford Credit Auto Owner Trust 2009-E

                            Interest     Amount       Expected legal
  Class   Rating   Type     rate        (mil. $)*     final maturity date
  -----   ------   ----     --------    ---------     -------------------
  A-1     A-1+     Senior   Fixed          295.00     December 2010
  A-2     AAA      Senior   Fixed          212.00     March 2012
  A-3     AAA      Senior   Fixed          391.00     January 2014
  A-4     AAA      Senior   Fixed          128.60     November 2014
  B       AA       Sub      Fixed           32.40     April 2015
  C       A        Sub      Fixed           21.60     August 2015
  D       BB+      Sub      Fixed           21.60     May 2016

  * The actual size of these tranches will be determined on the
    pricing date.


GLACIER FUNDING: Fitch Downgrades Ratings on Three Classes
----------------------------------------------------------
Fitch Ratings has downgraded three and affirmed two classes of
notes issued by Glacier Funding CDO II, Ltd./Corp. as a result of
continued credit deterioration in the portfolio since August 2008.
Approximately 61.6% of the portfolio has been downgraded since the
last review.

The downgrades to the portfolio have left approximately 35.8% of
the portfolio with a Fitch-derived rating below investment grade
and 29.8% with a rating in the 'CCC' rating category or lower,
compared to 29.1% and 15.5%, respectively at last review.
Defaulted securities, as defined in the transaction's governing
documents, now comprise 22.7% of the portfolio, compared to 12.5%
at last review.  The current balance of the portfolio is
$224.6 million including $50.8 million defaulted securities.

This review was conducted under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Portfolio Credit Model for projecting future default levels
for the underlying portfolio.

For class A-1 notes, these default levels were compared to the
breakeven levels generated by Fitch's cash flow model under
various default timing and interest rate stress scenarios, as
described in the report 'Global Criteria for Cash Flow Analysis in
CDOs'.

Based on this analysis, the class A-1 notes' breakeven rates are
generally consistent with the rating assigned below.  Fitch
assigns a Negative Outlook to the class A-1 given its expectation
for the continuing rating volatility in the portfolio.

The class A-1 notes are assigned an LS rating of 'LS3'.  The LS
rating indicates a tranche's potential loss severity given
default, as evidenced by the ratio of tranche size to the base-
case loss expectation for the collateral, as explained in
'Criteria for Structured Finance Loss Severity Ratings'.  This
ratio for the class A-1 is in the range of 1.1 to 4.  The LS
rating should always be considered in conjunction with the
probability of default for tranches.

The 'CCC' rating loss rate, the lowest rating level loss projected
by PCM, exceeded the breakeven rates for all other classes of
notes.  Further, assets considered distressed and defaulted, at
29.8% and 22.7%, respectively, exceeded these classes' credit
enhancement levels.  Accordingly, Fitch believes that default is
probable for the class A-2 notes and inevitable for all other
classes.

Glacier II is a structured finance collateralized debt obligation
that closed on October 12, 2004.  On Aug. 7, 2009 collateral
management responsibilities were transferred to Aventine Hill
Capital, LLC, from Terwin Money Management LLC.  The portfolio is
composed primarily of residential mortgage-backed securities
75.8%, commercial mortgage-backed securities 16.9%, CDOs 4.7%,
real estate investment trusts 1.3%, and asset-backed securities
(ABS) 1.3%.

Fitch has affirmed, downgraded, or assigned a Loss Severity (LS)
rating and Outlook, as indicated:

Glacier Funding II, Ltd./Corp.:

  -- $105,683,695 class A-1 notes downgrade to 'BBB/LS3' from 'AA-
     '; Outlook Negative;

  -- $70,000,000 class A-2 notes downgraded to 'CC' from 'BBB-';

  -- $65,750,000 class B notes downgraded to 'C' from 'CCC';

  -- $20,485,741 class C notes affirmed at 'C';

  -- $4,944,831 class D notes affirmed at 'C'.


GS MORTGAGE: Fitch Downgrades Ratings on 2005-GG4 Certificates
--------------------------------------------------------------
Fitch Ratings has downgraded, removed from Rating Watch Negative,
and assigned Rating Outlooks and Loss Severity ratings to certain
classes of commercial mortgage pass-through certificates from GS
Mortgage Securities Corporation II series 2005-GG4.  A detailed
list of rating actions follows at the end of this release.

The downgrades are the result of loss expectations and reflect
Fitch's prospective views regarding commercial real estate market
value and cash flow declines.  Fitch forecasts potential losses of
5.4% for this transaction, should market conditions not recover.
Today's rating actions are based on losses of 5.2%, including 100%
of the losses associated with term defaults and any losses
associated with maturities within the next five years.  Given the
significant term to maturity, Fitch's actions account for 25% of
the losses associated with maturities beyond five years.  The
bonds with Negative Outlooks indicate classes that may be
downgraded in the future.

To determine potential defaults for each loan, Fitch assumed cash
flow would decline by 10% from year-end 2008.  That is consistent
with the analysis used in its review of recent vintage
transactions whereby cash flow was assumed to decline 15% from
year-end 2007 projected over a three-year period.  If the stressed
cash flow would cause the loan to fall below 0.95 times DSCR,
Fitch assumed the loan would default during the term.  To
determine losses, Fitch used the above stressed cash flow and
applied a market cap rate by property type, ranging between 7.5%
and 9.5%, to derive a value.  If the loan balance at default is
less than Fitch's derived value, the loan would realize that
amount of loss.  These loss estimates were reviewed in more detail
for loans representing 43.4% of the pool and, in certain cases,
revised based on additional information and/or property
characteristics.  Loss expectations attributed to loans reviewed
in detail represent approximately 95% of the recognized losses.

Approximately 21.8% of the mortgages mature within the next five
years: 12.6% in 2010, 7.9% in 2012 and 0.4% in 2013 and 0.9% in
2014.  In 2015, 69.6% of the pool is scheduled to mature.

Fitch identified 22 Loans of Concern (20%) within the pool, seven
of which (6.2%) are specially serviced.  Of the specially serviced
loans, two (1.1%) are current.  Two of the specially serviced
loans are within the transaction's top 15 loans (37.3%) by unpaid
principal balance.

Six of the Loans of Concern (11.4%) within the top 15 loans are
assumed to default during the term, with loss severities ranging
from 20% to 40%.  Fitch expects that the remaining nine of the top
15 loans may default at maturity based on an insufficient accrued
equity position as calculated in Fitch's refinance test.  A loan
would pass the refinance test if the stressed cash flow would
achieve a 1.25x DSCR as calculated based on a 30 year amortization
schedule and an 8% coupon.

The largest contributors to loss are: Astor Crowne Plaza (2.1%),
King's Shops (1.9%) and The District at Green Valley Ranch (1.8%).

The Astor Crown Plaza loan is collateralized by a 707 room full-
service hotel located in New Orleans, LA.  The property sustained
minor damage from Hurricane Katrina in September 2005 and was
transferred to the special servicer.  The loan was briefly
transferred back to the master servicer in early 2009 prior to
defaulting in June 2009 as a result of the economic downturn.  The
hotel completed a property improvement plan in 2008.  As of YE
2008 Occupancy, ADR and RevPAR were 46.8%, $131.58 and $61.58,
respectively, compared to 71.4%, $127.22 and $90.80 at issuance.

The King's Shops loan is collateralized by a 73,500 square foot
retail center located in Waikoloa, HI.  Major tenants include
Macy's (14% of net rentable area [NRA]), Blazin Steaks (8% NRA)
and Roy's Waikoloa Bar & Grill (7% NRA).  As of June 30, 2009 the
servicer reported DSCR and occupancy were 1.18x and 89.9%,
respectively, compared to 1.51x and 100% at issuance.  Tenant
sales as of year-end 2008 had declined approximately 30% due
primarily to a decline in tourism in the area.  Fitch considers it
likely that the loan will default at its upcoming maturity date in
February 2010.

The District at Green Valley Ranch is collateralized by a 212,500
SF anchored retail center located in Henderson, NV.  The loan
transferred to the special servicer in November 2009 due to
imminent default.  The property has experienced declining
occupancy and increased expenses since issuance as a result of the
economic decline which had an outsize impact on Las Vegas and the
surrounding area.  Major tenants include REI (10% NRA), Pottery
Barn (6% NRA) and Anthropologie (5% NRA).  As of June 30, 2009 the
servicer reported DSCR and occupancy were 0.96x and 87.9%,
respectively, compared to 1.29x and 97% at issuance.

Fitch has downgraded, removed from Rating Watch Negative, and
assigned Rating Outlooks and Loss Severity ratings to these
classes as indicated:

  -- $300.1 million class A-J to 'AA/LS3' from 'AAA'; Outlook
     Stable;

  -- $65 million class B to 'A/LS5' from 'AA'; Outlook Stable;

  -- $35 million class C to 'A/LS5' from 'AA-'; Outlook Stable;

  -- $75 million class D to 'BB/LS5' from 'A'; Outlook Stable;

  -- $40 million class E to 'BB/LS5' from 'A-'; Outlook Stable;

  -- $55 million class F to 'BB/LS5' from 'BBB+'; Outlook Stable;

  -- $45 million class G to 'B/LS5' from 'BBB'; Outlook Negative;

  -- $40 million class H to 'B-/LS5' from 'BBB-'; Outlook
     Negative.

  -- $20 million class J to 'B-/LS5' from 'BB'; Outlook Negative;

  -- $20 million class K to 'B-/LS5' from 'BB-'; Outlook Negative;

  -- $20 million class L to 'B-/LS5' from 'B+'; Outlook Negative;

  -- $10 million class M to 'B-/LS5' from 'B'; Outlook Negative;

  -- $10 million class N to 'CCC/RR6' from 'B-'.

Fitch has revised the Recovery Rating on this class as indicated:

  -- $10 million class O to 'CCC/RR6' from 'CCC/RR1'.

Fitch has affirmed these classes and assigned LS ratings as
indicated:

  -- $57.9 million class A-1 at 'AAA/LS2'; Outlook Stable;
  -- $28.9 million class A-1P at 'AAA/LS2'; Outlook Stable;
  -- $102.4 million class A-DP at 'AAA/LS2'; Outlook Stable;
  -- $349.9 million class A-2 at 'AAA/LS2'; Outlook Stable;
  -- $288.7 million class A-3 at 'AAA/LS2'; Outlook Stable;
  -- $207.3 million class A-ABA at 'AAA/LS2'; Outlook Stable;
  -- $29.6 million class A-ABB at 'AAA/LS2'; Outlook Stable;
  -- $500 million class A-4 at 'AAA/LS2'; Outlook Stable;
  -- $1.2 billion class A-4A at 'AAA/LS2'; Outlook Stable;
  -- $167.4 million class A-4B at 'AAA/LS2'; Outlook Stable;
  -- $169 million class A-1A at 'AAA/LS2'; Outlook Stable;
  -- Interest-only class X-P at 'AAA'; Outlook Stable;
  -- Interest-only class X-C at 'AAA'; Outlook Stable.

Fitch does not rate the $54.4 million class P.


GSMPS PASS-THROUGH: Moody's Cuts Ratings on Six 2004-2R Certs.
--------------------------------------------------------------
Moody's Investors Service has downgraded the ratings on six
certificates issued by GSMPS Pass-Through Trust 2004-2R.  The
certificates in the resecuritization are backed by several
securities, which in turn are backed by residential mortgage
loans.  These rating actions have been triggered by changes in
performance and/or Moody's ratings on the underlying residential
mortgage-backed securities (underlying securities).  The ratings
on the certificates in the resecuritization are based on:

(i) The updated expected loss of the pool of loans backing the
    underlying securities portfolio and the updated ratings on the
    underlying securities portfolio

(ii) The available credit enhancement on the underlying
     securities, and

(iii) The structure of the resecuritization transaction.

(1) Moody's first updated its loss assumptions on the underlying
    pool of mortgage loans (backing the underlying securities) and
    then arrived at updated ratings on the underlying securities.

Certain resecuritizations may contain underlying securities that
were not originally rated by Moody's.  In this case, lifetime
roll-rates (probabilities of transition to default) were applied
to the current delinquency pipeline buckets to calculate a
pipeline default rate.  This value was then multiplied by a
replication factor to account for additional loans that are
expected to default over the remaining life of the deal.  The
replication factor differed for each deal based on pool factor and
current delinquency pipeline (higher pool factors and lower
delinquency pipelines resulted in higher replication factors, for
example).  The final expected default number was then multiplied
by an expected loss severity (based on vintage and product type -
older vintages from better performing deals had lower expected
severities) to arrive at an estimated expected loss.  In addition,
expected losses for deals with 50 or fewer loans remaining (these
deals referred to as "low pool factor") were subject to additional
stresses for replication factors and severities to account for
increased volatility.  An implicit rating was determined by
comparing current available credit enhancement for the non-rated
tranche to the estimated expected loss for the deal.

The ratings on the underlying securities are then used to derive a
weighted average portfolio rating based on a weighted average
rating factor.  To determine the portfolio WARF, Moody's assigns
the ratings on the underlying securities a Rating Factor based on
Moody's published 10-yr idealized loss expectations.  Weights are
assigned to each Rating Factor based on the contribution (by
outstanding pledged balance) of the underlying security to the
resecuritized transaction.

(2) Second, Moody's determines the weighted average credit
    enhancement available to the portfolio security by evaluating
    the loss coverage level consistent with the ratings on the
    underlying securities and the underlying mortgage pool losses
    and weighting them based on the outstanding pledged balance of
    the underlying securities.

(3) Finally, the ratings on the bonds issued in the
    resecuritization are determined after taking into
    consideration additional structural aspects of the
    resecuritization.  For transactions where only a single
    tranche is issued, the weighted average portfolio rating (as
    determined in step 1 above) is the rating assigned to the
    tranche.  Where multiple securities are issued, the loss
    allocation and cash flow priority are taken into
    consideration.  For instance where the certificates in the
    resecuritization are tranched into a super senior tranche and
    a support tranche, the support tranche is notched down to
    reflect a higher severity of loss to that tranche.  The rating
    on the super senior tranche is determined based on the total
    credit enhancement available i.e. the credit enhancement
    assessed in step (2) and the additional enhancement from the
    support tranche.

The probability of default for the junior-most certificate in the
resecuritization is the same as the probability of default for the
lowest rated underlying certificate.  However, Moody's anticipates
a higher loss severity on the junior-most class due to its
subordinate position (both in terms of principal distribution and
loss allocation) and smaller size (when compared to underlying
certificate).  Therefore, the ratings on junior certificates in
the resecuritization are lower than the portfolio rating on the
combined underlying bonds.

Because the ratings on the certificates in the resecuritization
are linked to the ratings on the underlying certificates and their
mortgage pool performance, any rating action on the underlying
certificates may trigger a further review of the ratings on the
certificates in the resecuritization.  The ratings on the
certificates in the resecuritization address the ultimate payment
of promised interest and principal and do not address any other
amounts that may be payable on the certificates.

Complete Rating Actions are:

Issuer: GSMPS Pass-Through Trust 2004-2R

  -- Cl. A, Downgraded to A1; previously on April 28, 2004
     Assigned Aaa

  -- Cl. B-1, Downgraded to Ba1; previously on April 28, 2004
     Assigned Aa2

  -- Cl. B-2, Downgraded to Caa1; previously on April 28, 2004
     Assigned A2

  -- Cl. B-3, Downgraded to C; previously on April 28, 2004
     Assigned Baa2

  -- Cl. B-4, Downgraded to C; previously on April 28, 2004
     Assigned Ba2

  -- Cl. B-5, Downgraded to C; previously on April 28, 2004
     Assigned B2


JP MORGAN: Fitch Takes Various Rating Actions on 2005-LDP2 Notes
----------------------------------------------------------------
Fitch Ratings takes various rating actions on all rated classes of
J.P. Morgan Chase Commercial Mortgage Securities Corp., Series
2005-LDP2.

The downgrades are the result of loss expectations and reflect
Fitch's prospective views regarding commercial real estate market
value and cash flow declines.  Fitch forecasts potential losses of
4.9% for this transaction, should market conditions not recover.
The rating actions are based on losses of 4.5%, including 100% of
the losses associated with term defaults and any losses associated
with maturities within the next five years.  Fitch's actions only
account for 25% of the losses associated with maturities beyond
five years.  The bonds with Negative Outlooks indicate classes
that may be downgraded in the future should full potential losses
be realized.

To determine potential defaults for each loan Fitch assumed cash
flow would decline by 10% from year-end 2008.  This is consistent
with the analysis used in its review of recent vintage
transactions whereby cash flow was assumed to decline 15% from
year-end 2007 projected over a three-year period.  If the stressed
cash flow would cause the loan to fall below 0.95 times, Fitch
assumed the loan would default during the term.  To determine
losses, Fitch used the above stressed cash flow and applied a
market cap rate by property type, ranging between 7.5% and 9.5%,
to derive a value.  If the loan balance at default is less than
the stressed cash flow the loan would realize that loss.  These
loss estimates were reviewed in more detail for loans representing
43.4% of the pool and, in certain cases, revised based on
additional information and/or property characteristics.

Approximately 90% of the mortgages mature within the next five
years: 10.3% in 2010, 0.2% in 2011 and 19.9% in 2012, 3.1% in
2013, and 56.4% in 2015.  Fitch identified 53 Loans of Concern
(12.4%) within the pool, 11 of which (3.2%) are specially
serviced.  Of the specially serviced loans, two (0.5%) are
current.

Losses are expected on five (8.7%) of the loans within the Top 15:
three (4%) of these loans are expected to default during the term,
while losses on the remaining two loans (4.7%) are expected at
maturity.  Loss severities associated with these loans range from
3% to 36%.  The largest contributors to loss are: Cross Creek
Shopping Center (1.6%), Bently Green/Sandpiper - Milestone (1.6%),
and Ashwood-Southfield Portfolio (1.3%).

Cross Creek Shopping Center is secured by a 363,333 square foot
anchored retail center in Memphis, TN, approximately 20 miles
southeast of downtown Memphis.  The property is represented by a
strong national tenant base, including Home Depot (rated 'BBB+' by
Fitch) (28.3%), Kroger (rated 'BBB') (17.6%), Babies R Us (11.6%),
and Bed, Bath & Beyond (9.6%).  These tenants have leases that
expire in 2017, 2016, 2012, and 2010, respectively.  Property
occupancy has declined to 90% as of second quarter-2009 (2Q'09)
from 100% at origination, which has resulted in a decline of the
DSCR from 1.24x at year-end 2008 to 1.09x as of 2Q'09.  In
addition, approximately 13.5% and 8.5% of the NRA will expire in
2011 and 2012, respectively.  Fitch expects that the loan has a
higher probability of defaulting during the term due to the
decline in occupancy from origination, location within a market
which continues to feel the systemic effects of the weak economy,
and cash flow that would be unable to service the debt should
continued declines to income occur.

Bentley Green/Sandpiper - Milestone consists of an 820-unit
apartment complex in Jacksonville, FL.  Property performance in
2007 and 2008 decreased from issuance as a result of the poor
economy and its effect on rental demand in the Jacksonville
region.  The Jacksonville multifamily market as of 2Q'09 reported
a vacancy of 16.9% and an average asking rent of $761/unit.  The
subject's average in-place rent of $770/unit is in line with the
market rates.  The sponsor has been successful in improving
occupancy throughout 2009.  Occupancy as of 2Q'09 increased to
92%, from 85% at year-end 2008.  Fitch expects that the loan may
default at maturity as cash flow is not expected to increase to a
level that would meet Fitch's refinance criteria.

Ashwood-Southfield Portfolio consists of a 334,086 sf, two-
property office portfolio, located in Atlanta, GA, and Southfield,
MI.  Both markets have been particularly hard hit by the
recession.  Atlanta and Detroit have experienced a significant
increase in overall office vacancies and an erosion of market
rents.  The portfolio's Atlanta property is in the North Atlanta
submarket, which is reporting a vacancy of 27% and asking rents of
$17.30 psf as of 2Q'09.  The Detroit property is located in the
Farmington Hills submarket, which is reporting a vacancy of 18%
and asking rents of $16.59 psf.  The portfolio was 91% occupied as
of 2Q'09 with an average in-place rent of $16.37 psf.  Fitch
expects the loan has a higher probability of defaulting during the
term due to the poor market fundamentals the portfolio is
subjected to, in addition to future tenant rollover.

Fitch has downgraded, removed from Rating Watch Negative, and
assigned Loss Severity Ratings and Outlooks to these classes as
indicated:

  -- $216 million class A-J to 'AA/LS3' from 'AAA'; Outlook
     Stable;

  -- $18.6 million class B to 'AA/LS5' from 'AA+'; Outlook
     Negative;

  -- $41 million class C to 'A/LS5' from 'AA'; Outlook Negative;

  -- $26.1 million class D to 'BBB/LS5' from 'AA-'; Outlook
     Negative;

  -- $26.1 million class E to 'BBB/LS5' from 'A+'; Outlook
     Negative;

  -- $29.8 million class F to 'BB/LS5' from 'A'; Outlook Negative;

  -- $26.1 million class G to 'BB/LS5' from 'A-'; Outlook
     Negative;

  -- $44.7 million class H to 'B/LS5' from 'BBB+'; Outlook
     Negative;

  -- $29.8 million class J to 'B-/LS5' from 'BBB'; Outlook
     Negative;

  -- $37.2 million class K to 'B-/LS5' from 'BBB-'; Outlook
     Negative.

  -- $11.2 million class L to 'B-/LS5' from 'BB'; Outlook
     Negative;

  -- $14.9 million class M to 'B-/LS5' from 'BB-'; Outlook
     Negative;

  -- $11.2 million class N to 'B-/LS5' from 'B+'; Outlook
     Negative;

  -- $7.4 million class O to 'B-/LS5' from 'B'; Outlook Negative.

In addition, Fitch has affirmed this class, removed from Rating
Watch Negative, and assigned an LS Rating and Outlook:

  -- $7.4 million class P at 'B-/LS5'; Outlook Negative;.

Fitch also has affirmed these classes and assigned LS ratings,
Outlooks and Recovery Ratings as indicated:

  -- $542.1 million class A-1A at 'AAA/LS1'; Outlook Stable;
  -- $250 million class A-2 at 'AAA/LS1'; Outlook Stable;
  -- $367.4 million class A-3 at 'AAA/LS1'; Outlook Stable;
  -- $122.7 million class A-3A at 'AAA/LS1'; Outlook Stable;
  -- $561.3 million class A-4 at 'AAA/LS1'; Outlook Stable;
  -- $123.4 million class A-SB at 'AAA/LS1'; Outlook Stable;
  -- $247.9 million class A-M at 'AAA/LS3'; Outlook Stable;
  -- $50 million class A-MFL at 'AAA/LS3'; Outlook Stable;
  -- Interest-only class X-1 at 'AAA'; Outlook Stable;
  -- Interest-only class X-2 at 'AAA'; Outlook Stable;
  -- $11.2 million class Q at 'CCC/RR1'.

Class A-1 has paid in full.  Fitch does not rate the $29.4 million
class NR.


JP MORGAN: Moody's Affirms Ratings on Ten 2006-LDP8 Certificates
----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of ten classes and
downgraded 14 classes of J.P. Morgan Chase Commercial Mortgage
Securities Corp., Commercial Mortgage Pass-Through Certificates,
Series 2006-LDP8.  The downgrades are due to higher expected
losses for the pool resulting from anticipated losses from loans
in special servicing.

The affirmations are due to key rating parameters, including
Moody's loan to value ratio, stressed debt service coverage ratio
and Herfindahl Index, remaining within acceptable ranges.
However, the pool is highly concentrated and loans representing
74% of the pool have a Moody's stressed DSCR below 1.00X.  There
is a high probability of default associated with several of the
pool's larger highly levered loans.  If one or two of these loans
were to default with a loss estimate in excess of 40% of their
outstanding balance, the Class A-M would likely be downgraded by
one to three notches.

On August 11, 2009 Moody's placed 14 classes on review for
possible downgrade due to the credit uncertainty surrounding
Maguire Properties Inc., the sponsor of the Gas Company Tower Loan
(8% of the outstanding loan balance).  This action concludes that
review.  The rating action is the result of Moody's on-going
surveillance of commercial mortgage backed securities
transactions.

As of the October 15, 2009 distribution date, the transaction's
aggregate certificate balance has decreased by approximately 1% to
$3.0 billion from $3.1 billion at securitization.  The
Certificates are collateralized by 153 mortgage loans ranging in
size from less than 1% to 13% of the pool, with the top 10 loans
representing 62% of the pool.

Thirty-three loans, representing 12% 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 experienced any losses since securitization.
Currently, eight loans, representing 8% of the pool, are in
special servicing.  The largest specially serviced loan is the
Tyson Galleria loan ($173.1 million -- 5.7% of the pool), which is
secured by the borrower's interest in an 821,000 square foot
regional mall located in McLean, Virginia.  The loan is owned by
an affiliate of General Growth Properties, Inc. and was
transferred to special servicing due to GGP's bankruptcy filing.
The property is included in the bankruptcy filing.  Moody's does
not predict a loss for this loan.  Of the remaining seven
specially serviced loans, four are either real estate owned or in
the process of foreclosure.  Moody's estimates an aggregate
$35.1 million loss for seven of the specially serviced loans (44%
loss severity on average).

Moody's was provided with full-year 2008 operating results for 96%
of the pool.  Moody's weighted average LTV ratio is 108% compared
to 132% at Moody's prior review in February 2009.  Moody's prior
review was part of the first quarter 2009 ratings sweep of 2006-
2009 vintage CMBS transactions.

Moody's stressed DSCR is 0.90X compared to 0.80X at last review.
Moody's stressed DSCR is based on Moody's net cash flow and a
9.25% stressed rate applied to the loan balance.

Moody's uses a variation of the Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple-notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 20, the same as at last full review.

The Tysons Galleria Loan ($173.1 million - 5.7% of the pool),
previously had an investment grade underlying rating but is now
analyzed as part of the conduit pool because of increased
leverage.  The loan, which is a pari passu interest in a $254.0
million first mortgage loan, is secured by the borrower's
leasehold interest in an 821,000 square foot regional mall located
in McLean, Virginia.  The property is a dominant mall within its
trade area and is anchored by Neiman Marcus, Saks Fifth Avenue and
Macy's.  The center was 99% leased as of December 2008, the same
as at last review.  In-line tenant sales were $793 per square foot
for 2008 compared to $838 at securitization.  The loan sponsor is
an affiliate of GGP and the loan was transferred to special
servicing in April 2009 due to GGP's bankruptcy filing.  Although
property performance has been stable, the property has not
achieved the increased cash flow that was projected at
securitization.  Moody's LTV and stressed DSCR are 90% and 0.87X,
respectively, compared to 67% and 1.17X at last review.

The top four conduit loans represent 38% of the pool.  The largest
conduit loan is the Park La Brea Apartments Loan ($387.5 million -
12.8% of the pool), which represents a pari pasu interest in a
$775.0 million first mortgage loan.  The loan is secured by a
4,238-unit multifamily property located in Hollywood, California.
The property was 96% occupied as of December 2008.  The loan is
interest-only for the entire term.  Moody's LTV and stressed DSCR
are 101% and 0.80X, respectively, compared to 132% and 0.82X at
last review.

The second largest conduit loan is the 53 State Street Loan
($280.0 million -- 9.2% of the pool), which is secured by a
1.1 million square foot Class A office building located in the
financial office submarket in Boston, Massachusetts.  The property
was 90% occupied as of June 2009.  The largest tenants include
Goodwin Proctor (34% NRA; lease expiration 2011-2014), Hill
Holiday (11.3%; lease expiration January 2018) and Citizens Bank
(10.2%; lease expiration July 2010).  The loan is interest-only
for the entire term.  Moody's LTV and stressed DSCR are 111% and
0.83X, respectively, compared to 117% and 0.83X at last review.

The third largest conduit loan is the RREEF Silicon Valley Office
Portfolio Loan ($250.0 million -- 8.2% of the pool), which
represents a pari passu interest in a $700.0 million first
mortgage loan.  The loan is secured by 18 office/R&D properties
located in the Silicon Valley area of California.  The loan is
interest-only for the entire term.  Moody's LTV and stressed DSCR
are 121% and 0.85X, respectively, compared to 152% and 0.71X at
last review.

The fourth largest conduit loan is the Gas Company Tower loan
($229.0 million -- 7.6% of the pool), which represents a pari pasu
interest in a $458.0 million first mortgage loan.  The loan is
secured by Class A office building located in downtown Los
Angeles, California.  The property was 95% occupied as of June
2009, essentially the same as at securitization.  The largest
tenant is Southern California Gas Company, which occupies 43% of
the premises through November 2011.  The sponsor is Maguire.
Although performance has been stable, Moody's is concerned about
lease rollover exposure within the next three years, given the
softness of the Los Angeles office market and Maquire's current
financial issues.  Moody's LTV and stressed DSCR are 156% and
0.61X, respectively, compared to 137% and 0.71X at last review.

Moody's rating action is:

  -- Class A-1, $13,843,313, affirmed at Aaa; previously assigned
     at Aaa on 10/2/2006

  -- Class A-2, $207,310,000, affirmed at Aaa; previously assigned
     at Aaa on 10/2/2006

  -- Class A-3FL, $150,000,000, affirmed at Aaa; previously
     assigned at Aaa on 10/2/2006

  -- Class A-3A, $50,000,000, affirmed at Aaa, previously assigned
     at Aaa on 10/2/2006

  -- Class A-3B, $184,430,000, affirmed at Aaa, previously
     assigned at Aaa on 10/2/2006

  -- Class A-4, $856,221,000, affirmed at Aaa, previously assigned
     at Aaa on 10/2/2006

  -- Class A-SB, $69,145,000, affirmed at Aaa, previously assigned
     at Aaa on 10/2/2006

  -- Class A-1A, $581,020,672, affirmed at Aaa, previously
     assigned at Aaa on 10/2/2006

  -- Class A-M, $306,603,000, affirmed at Aaa, previously assigned
     at Aaa on 10/2/2006

  -- Class X, Notional, affirmed at Aaa; previously assigned at
     Aaa on 10/2/2006

  -- Class A-J, $260,612,000, downgraded to A3 from A1; previously
     placed on review for possible downgrade on 8/11/2009

  -- Class B, $53,656,000, downgraded to Baa2 from A3; previously
     placed on review for possible downgrade on 8/11/2009

  -- Class C, $22,995,000, downgraded to Baa3 from Baa1;
     previously placed on review for possible downgrade on
     8/11/2009

  -- Class D, $42,158,000, downgraded to Ba2 from Baa3; previously
     placed on review for possible downgrade on 8/11/2009

  -- Class E, $34,492,000, downgraded to Ba3 from Ba1, previously
     placed on review for possible downgrade on 8/11/2009

  -- Class F, $38,326,000, downgraded to B2 from Ba3, previously
     placed on review for possible downgrade on 8/11/2009

  -- Class G, $30,660,000, downgraded to Caa1 from B2; previously
     placed on review for possible downgrade on 8/11/2009

  -- Class H, $38,325,000, downgraded to Caa2 from B3; previously
     placed on review for possible downgrade on 8/11/2009

  -- Class J, $11,498,000, downgraded to Caa3 from Caa1;
     previously placed on review for possible downgrade on
     8/11/2009

  -- Class K, $7,665,000, downgraded to Caa3 from Caa1; previously
     placed on review for possible downgrade on 8/11/2009

  -- Class L, $11,498,000, downgraded to Ca from Caa2; previously
     placed on review for possible downgrade on 8/11/2009

  -- Class M, $3,832,000, downgraded to Ca from Caa2; previously
     placed on review for possible downgrade on 8/11/2009

  -- Class N, $11,498,000, downgraded to Ca from Caa3; previously
     placed on review for possible downgrade on 8/11/2009

  -- Class P, $11,497,000, downgraded to Ca from Caa3; previously
     placed on review for possible downgrade on 8/11/2009


L2L EDUCATION: Moody's Reviews Ratings on Four 2006-1 Tranches
--------------------------------------------------------------
Moody's has placed on review for possible downgrade four tranches
issued by L2L Education Loan Trust 2006-1.  The transaction is
sponsored, serviced and administered by EduCap Inc.  The
underlying collateral consists of a pool of private student loans
originated by EduCap, Inc.  The loans in the pool are not
guaranteed by either the Department of Education or a private
guarantor.

The review of the notes was driven by the deterioration in
performance of the underlying collateral pool.  Cumulative net
losses to date, defined as accounts 120 days past due or greater,
have already reached Moody's original loss expectations.
Cumulative net losses, as a percent of the original collateral
pool balance (adjusted for cumulative loans added during the
acquisition period and capitalized interest as of the reporting
period ended September 30, 2009) were 12.2%.  In comparison,
Moody's original lifetime net losses were expected in the range of
12.0% to 13.0%.

During the review period, Moody's will assess whether the
available credit enhancement is sufficient to support the current
ratings of the affected tranches in light of Moody's estimation of
future collateral losses.  In finalizing the ratings, Moody's
analysis will include the estimation of lifetime expected gross
defaults, recoveries, the total available credit enhancement such
as the reserve account, overcollateralization, subordination and
excess spread, and the structural protections built into the
transaction.

The complete actions are:

Issuer: L2L Education Loan Trust 2006-1

  -- Cl. A-2, Aaa Placed Under Review for Possible Downgrade;
     previously on Dec 14, 2006 Assigned Aaa

  -- Cl. A-3, Aaa Placed Under Review for Possible Downgrade;
     previously on Dec 14, 2006 Assigned Aaa

  -- Cl. B, A3 Placed Under Review for Possible Downgrade;
     previously on Dec 19, 2007 Downgraded to A3

  -- Cl. C, Ba2 Placed Under Review for Possible Downgrade;
     previously on Dec 5, 2008 Downgraded to Ba2


LB-UBS COMMERCIAL: S&P Downgrades Ratings on 19 2006-C3 Securities
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 19
classes of commercial mortgage-backed securities from LB-UBS
Commercial Mortgage Trust 2006-C3 and removed them from
CreditWatch with negative implications.  In addition, S&P affirmed
its ratings on 10 classes, including four raked classes, from the
same transaction.

The downgrades follow S&P's analysis of the transaction using its
U.S. conduit and fusion CMBS criteria, which was the primary
driver of S&P's rating actions.  The downgrades of the subordinate
and mezzanine classes also reflect credit support erosion S&P
anticipate will occur upon the eventual resolution of several
specially serviced loans.

S&P's analysis included a review of the credit characteristics of
all of the loans in the pool.  Using servicer-provided financial
information, S&P calculated an adjusted debt service coverage of
1.22x and a loan-to-value ratio of 124.4%.  S&P further stressed
the loans' cash flows under S&P's 'AAA' scenario to yield a
weighted average DSC of 0.81x and an LTV of 171.7%.  The implied
defaults and loss severity under the 'AAA' scenario were 83.3% and
46.6%, respectively.  All of the DSC and LTV calculations S&P
noted above exclude five ($44.7 million, 2.6%) of the seven
specially serviced loans.  S&P separately estimated losses for
these loans and included them in its 'AAA' scenario implied
default and loss figures.

The affirmations of the ratings on the pooled principal and
interest certificates reflect subordination levels that are
consistent with the outstanding ratings.  The affirmations of the
"NBT" raked certificates reflect S&P's analysis of the
Northborough Tower junior nonpooled portion of the loan.  The
raked certificates derive 100% of their cash flows from the junior
nonpooled portion of the loan.  The whole loan is secured by a
207,908-sq.-ft. office property in Houston, Texas.  As of the
trailing six months ended June 30, 2009, the reported DSC was
1.84x and occupancy was 100%.

S&P affirmed its ratings on the class X-CL and X-CP interest-only
certificates based on its current criteria.  S&P published a
request for comment proposing changes to its IO criteria on
June 1, 2009.  After S&P finalize its criteria review, S&P may
revise its IO criteria, which may affect outstanding ratings,
including the rating on the IO certificates that S&P affirmed.

                      Credit Considerations

As of the October 2009 remittance report, six loans
($102.8 million, 6.0%) in the pool were with the special servicer,
CWCapital Asset Management LLC, including one of the top 10 loans.
Four of the specially serviced loans are more than 90 days
delinquent ($42.6 million, 2.5%) and have appraisal reduction
amounts in effect totaling $18.5 million.

The largest loan with CWCapital and the eighth-largest loan in the
pool is the Time Hotel loan, which has a total exposure of
$55.3 million (3.2%).  The loan was transferred to the special
servicer on Aug. 26, 2009, due to imminent default.  The loan is
less than 30 days delinquent and is secured by a 193-room hotel in
New York City.  For the trailing six months ended June 30, 2009,
the reported DSC was negative, down from a 2.11x DSC for year-end
008.  The borrower has requested a loan modification.

The remaining specially serviced loans have balances that
individually represent less than 0.9% of the total pool balance.

In addition, S&P deemed the Best Western - Amsterdam loan
$2.1 million, 0.1%) to be credit-impaired.  This loan was
transferred to the special servicer after the October remittance
report due to imminent monetary default.  The loan is 60 days
delinquent, and the reported DSC for year-end 2008 was negative.
The loan is secured by a 125-room limited-service hotel built in
1973 in Amsterdam, N.Y.

                       Transaction Summary

As of the October 2009 remittance report, the collateral pool
consisted of 123 loans with an aggregate trust balance of
$1.71 billion, which represents approximately 98.2% of the trust
balance at issuance.  No loans have paid off or have been
liquidated since issuance.  The master servicer for the
transaction, Wachovia Bank N.A. (Wachovia), provided financial
information for 98.9% of the pool; 95.3% of the financial
information was full-year 2008 data or interim-2009 data.  S&P
calculated a weighted average DSC of 1.33x for the pool based on
the reported figures.  S&P's adjusted DSC and LTV were 1.22x and
124.4%, respectively.  S&P's adjusted DSC and LTV figures exclude
five ($44.7 million, 2.6%) of the seven specially serviced loans;
S&P separately estimated losses for these loans.  Wachovia
provided DSC figures for all five of these loans, and based on its
figures, S&P calculated a weighted average DSC of 0.91x.  Thirty-
two loans (29.9%) are on Wachovia's watchlist, including four of
the top 10 loans.  Twenty-eight loans ($388.1 million, 22.7%) have
a reported DSC of less than 1.10x, and 19 of these loans
($174.4 million, 10.2%) have a reported DSC of less than 1.0x.

                    Summary of Top 10 Loans

The top 10 exposures have an aggregate outstanding balance of
$759.6 million (46.6%).  Using servicer-reported numbers, S&P
calculated a weighted average DSC of 1.33x for the top 10 loans.
Four of the top 10 loans ($351.7 million, 20.5%) appear on
Wachovia's watchlist and one ($55.0 million, 3.2%) is with
CWCapital, as S&P discussed in the credit considerations section
above.  S&P's adjusted DSC and LTV for the top 10 loans are 1.11x
and 146.4%, respectively.  The two largest loans on Wachovia's
watchlist are discussed below.

The Station Place II loan is the second-largest loan in the pool
and the largest loan on Wachovia's watchlist.  The loan is on the
watchlist due to low DSC.  The loan is current and has a trust
balance of $102.0 million (6.0%).  The loan is secured by a
362,069-sq.-ft. office building in Washington, D.C., which is 100%
occupied by the U.S. Securities and Exchange Commission.  For the
trailing six months ended June 30, 2009, the reported DSC was
0.69x, down from a 1.08x DSC for year-end 2008; occupancy remained
unchanged at 100%.  The decline in DSC is due to increased real
estate taxes at the property as a result of a new 2008 assessment,
which was 86% higher than in 2007.  The borrower and the tenant
have agreed upon modifications to the SEC's lease.  One of the
lease modifications is that beginning in tax-year 2010, the tenant
will pay its share of any increase in real estate taxes.

The 200 South Wacker Drive loan is the third-largest loan in the
pool and the second-largest loan on Wachovia's watchlist.  The
loan is on the watchlist due to low DSC.  The loan is current and
has a trust balance of $95.5 million (5.6%).  The loan is secured
by a 758,961-sq.-ft. office building in Chicago's West Loop
submarket.  For the trailing six months ended June 30, 2009, the
reported DSC was 1.12x and occupancy was 81%, up from a DSC of
0.89x and 84.6% occupancy as of year-end 2008.  However, Boston
Consulting Group, which occupies 12% of the net rentable area ,
has given notice that it will vacate the property upon its
Jan. 31, 2010, lease expiration.

Standard & Poor's stressed the loans in the pool according to its
conduit/fusion criteria.  The resultant credit enhancement levels
are consistent with the lowered and affirmed ratings.

      Ratings Lowered And Removed From Creditwatch Negative

            LB-UBS Commercial Mortgage Trust 2006-C3
         Commercial mortgage pass-through certificates

                Rating
                ------
     Class     To     From            Credit enhancement (%)
     -----     --     ----            ----------------------
     A-4       A       AAA/Watch Neg                    30.55
     A-1A      A       AAA/Watch Neg                    30.55
     A-M       BBB-    AAA/Watch Neg                    20.37
     A-J       BB      AAA/Watch Neg                    14.13
     B         BB-     AA+/Watch Neg                    13.24
     C         B+      AA/Watch Neg                     11.84
     D         B+      AA-/Watch Neg                    10.82
     E         B+      A+/Watch Neg                     10.06
     F         B+      A/Watch Neg                       8.78
     G         B       A-/Watch Neg                      7.38
     H         B       BBB+/Watch Neg                    6.36
     J         B-      BBB/Watch Neg                     5.09
     K         B-      BBB-/Watch Neg                    3.95
     L         B-      BB+/Watch Neg                     3.44
     M         CCC+    BB/Watch Neg                      2.93
     N         CCC+    BB-/Watch Neg                     2.42
     P         CCC     B+/Watch Neg                      2.04
     Q         CCC-    B/Watch Neg                       1.65
     S         CCC-    B-/Watch Neg                      1.40

                        Ratings Affirmed

             LB-UBS Commercial Mortgage Trust 2006-C3
          Commercial mortgage pass-through certificates

            Class     Rating    Credit enhancement (%)
            -----     ------    ----------------------
            A-1       AAA                        30.55
            A-2       AAA                        30.55
            A-3       AAA                        30.55
            A-AB      AAA                        30.55
            X-CL      AAA                          N/A
            X-CP      AAA                          N/A
            NBT-1     BBB                          N/A
            NBT-2     BB                           N/A
            NBT-3     B                            N/A
            NBT-4     B-                           N/A

                       N/A - Not applicable.


LENOX STREET: Moody's Downgrades Ratings on Nine 2007-1 Notes
-------------------------------------------------------------
Moody's Investors Service downgraded nine classes of Notes issued
by Lenox Street 2007-1, Ltd.  The downgrades are due to
deterioration in the credit quality of the underlying collateral
portfolio and the triggering of an Event of Default by a failure
in the Default Par Value Coverage Ratio resulting from rating
downgrades of the underlying collateral.  Moody's also placed
Class A through Class F on review for possible further downgrade
due to the uncertainty about the potential remedies the Trustee
may seek upon direction by a Majority of the Controlling Class.

Lenox Street 2007-1, Ltd., is a revolving commercial real estate
collateralized debt obligation transaction backed by a portfolio
of CMBS (20% of the pool) and synthetic assets (80% of the pool).
The aggregate collateral balance of the pool has decreased to
$999.6 million from $1.0 billion at issuance, due to approximately
$0.6 million in pay-down to the Class G, H and I Notes.  The pay-
down was a result of a provision that 20% of excess interest of
the deal goes to pay the Class G, H and J Notes pro rata in each
payment period.

One CMBS security, one CRE CDO security and one synthetic asset
totaling approximately $25.0 million (2.5% of the pool) were
listed as defaulted.  Moody's currently estimates $20.0 million in
expected losses to the Notes due to losses on the defaulted assets
(80% loss severity on average).

Moody's has identified these parameters as key indicators of the
expected loss within CRE CDO transactions: weighted average rating
factor, weighted average life, weighted average recovery rate, and
Moody's asset correlation.  These parameters are modeled as actual
parameters for static deals and as covenants for managed deals.

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the entire
pool and the results will be reflected in a future Trustee Report.
The bottom-dollar WARF is a measure of the default probability
within a collateral pool.  Moody's modeled a bottom-dollar WARF,
excluding defaulted loans, of 4,088 compared to 2,941 at last
review.  The distribution of current ratings and credit estimates
is: Baa1-Baa3 (4.4% compared to 19.8% at last review), Ba1-Ba3
(14.2% compared to 12.1% at last review), B1-B3 (49.6% compared to
46.5% at last review), Caa1-NR (31.8% compared to 21.6% at last
review).

WAL acts to adjust the credit exposure of the collateral pool.
Moody's modeled to the actual WAL of 7 years, compared to the
covenanted WAL of 9 years at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool.  Moody's modeled a fixed WARR,
excluding defaulted loans, of 4.9% compared to 7.6% at last
review.

MAC is a single factor that describes the pair-wise asset
correlations among the instruments within the collateral pool
(i.e. the measure of diversity).  Moody's modeled a MAC, excluding
defaulted loans, of 51.4% compared to 51.5% at last review.

All collateral and reference obligations are now rated at Baa3
or lower, which has resulted in over $277.1 million in par
value haircuts, which have been factored into the calculations
of both the Overcollateralization Test and Default Par Value
Coverage Ratio.  As of October 26, 2009, the Trustee reports
that the transaction is currently failing its Class A/B
Overcollateralization Test (80.29% actual versus a trigger of
109.96%), Class E/F Overcollateralization Test (100.46% actual
versus a trigger of 101.00%) as well as its Default Par Value
Coverage Ratio (98.78% actual versus a trigger of 100.00%).  Due
to the failure of the transaction's Overcollateralization Test,
the interest due on the Class C, Class D, Class E, Class F, Class
G, Class H, and Class J Notes is being treated as deferred
interest payable-in-kind.

Per Section 5.1(j) of the Indenture, EOD has been triggered as a
result of the Default Par Value Coverage Ratio dropped below 100%.
During the occurrence and continuance of an Event of Default, a
Majority of the Controlling Class to the transaction may direct
the Trustee to take particular actions with respect to all or a
portion of the collateral or reference obligations or rights of
interest therein, including liquidation (in the case of Synthetic
Assets entered into pursuant to the Synthetic Asset Agreement,
designate an "Early Termination Date" under such Synthetic Asset
Agreement).  Moody's notes that the transaction is exposed to a
significant concentration of CMBS assets, the majority of which
have low investment grade and below investment grade ratings.  It
is also exposed to CRE CDOs with below investment grade ratings.
Both types of assets have shown depressed market valuations
recently and thus may result in significant losses to the
transaction from any sale of cash collateral and/or any early
termination of credit default swap contracts.

Moody's review incorporated updated asset correlation assumptions
for the commercial real estate sector consistent with one of
Moody's CDO rating models, CDOROM v2.5, which was released on
April 3, 2009.  These correlations were updated in light of the
systemic seizure of credit markets and to reflect higher inter-
and intra-industry asset correlations.  The updated asset
correlations, depending on vintage and issuer diversity, used for
CUSIP collateral (i.e. CMBS, CRE CDOs or REIT debt) within CRE
CDOs range from 30% to 60%, compared to 15% to 35% previously.

The cash flow model, CDOEdge v3.2, was used to analyze the cash
flow waterfall and its effect on the capital structure of the
deal.

The rating action is:

  -- Cl. A, Downgraded to B1 and remains on Review for Possible
     Downgrade; previously on August 14, 2009 Baa1 Placed Under
     Review for Possible Downgrade

  -- Cl. B, Downgraded to B3 and remains on Review for Possible
     Downgrade; previously on August 14, 2009 Baa3 Placed Under
     Review for Possible Downgrade

  -- Cl. C, Downgraded to Caa2 and remains on Review for Possible
     Downgrade; previously on August 14, 2009 Ba2 Placed Under
     Review for Possible Downgrade

  -- Cl. D, Downgraded to Caa2 and remains on Review for Possible
     Downgrade; previously on August 14, 2009 Ba3 Placed Under
     Review for Possible Downgrade

  -- Cl. E, Downgraded to Caa3 and remains on Review for Possible
     Downgrade; previously on August 14, 2009 Ba3 Placed Under
     Review for Possible Downgrade

  -- Cl. F, Downgraded to Caa3 and remains on Review for Possible
     Downgrade; previously on August 14, 2009 B1 Placed Under
     Review for Possible Downgrade

  -- Cl. G, Downgraded to Ca; previously on August 14, 2009 B2
     Placed Under Review for Possible Downgrade

  -- Cl. H, Downgraded to Ca; previously on August 14, 2009 B2
     Placed Under Review for Possible Downgrade

  -- Cl. J, Downgraded to C; previously on August 14, 2009 B2
     Placed Under Review for Possible Downgrade

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 both on a monthly basis through a
review of the available Trustee Reports and a periodic basis
through a full review.  Moody's prior review is summarized in a
press release dated March 19, 2009.


LONGSHORE CDO: S&P Downgrades Ratings on Six Classes to 'D'
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings to 'D' on
six classes of notes issued by Longshore CDO Funding 2006-2 Ltd.,
a cash flow collateralized debt obligation transaction backed
predominantly by senior tranches of residential mortgage-backed
securities.

The downgrades are consistent with the criteria S&P use to assess
ratings on CDO transactions subject to acceleration or liquidation
following an event of default.  Longshore CDO Funding 2006-2 Ltd.
triggered an EOD on May 28, 2008; following the EOD, the
controlling noteholders elected to liquidate the collateral
assets.

S&P has received notice from the trustee stating that the
liquidation of the portfolio assets is complete and that the
available proceeds were insufficient to pay the noteholders in
full.

                         Rating Actions

                Longshore CDO Funding 2006-2 Ltd.

                                  Rating
                                  ------
                    Class      To       From
                    -----      --       ----
                    A-1        D        CC
                    A-2        D        CC
                    B          D        CC
                    C-1        D        CC
                    C-2        D        CC
                    D          D        CC


MASTR ADJUSTABLE: Moody's Downgrades Ratings on Nine 2002-3 Notes
-----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of nine
classes of notes issued by MASTR Adjustable Rate Mortgages Trust
2002-3.  The downgrades are a result of continued performance
deterioration of the remaining loans in the pool (19 loans
remaining) and the depletion of credit support due to the high
loss severity experienced on the loan liquidated in the last
reporting period.

The ratings are based on the methodology applied to all
transactions with small pool factors.  Moody's defines low pool
factor deals as those that meet one of these two criteria: (1) the
outstanding collateral balance is less than $1 million, and the
pool factor is less than 5% or (2) the pool has fewer than 50
loans remaining.

Moody's uses the following methodology to estimate losses on low
pool factor deals.

First, gross defaults are determined by applying assumed lifetime
roll-rates (probabilities of transition to default) to the
transactions' current delinquency buckets ("delinquency pipeline")
and a pipeline multiplier.  The pipeline multiplier accounts for
further possible defaults that might arise from borrowers that are
current.  The pipeline multiplier differs for each deal based on
the number of loans remaining in the pool -- greater the number of
loans remaining the higher the multiplier.  The estimated defaults
are subject to a floor -- a minimum default.  The minimum default
also differs based on the number loans remaining in the pool.  The
fewer the number of loans remaining in the pool the higher the
minimum default since each loan represents a higher percentage of
the pool.

The final default number is then multiplied by expected loss
severity to arrive atMoody's expected loss estimate.  Loss
severity also differs by transaction and is higher for more recent
vintages.

Complete rating actions are:

Issuer: MASTR Adjustable Rate Mortgages Trust 2002-3 (Loans
Remaining: 19)

  -- Cl. 1-A-1, Current Balance: $1,017,959, Downgraded to Aa1;
     previously on Sep 18, 2002 Assigned Aaa

  -- Cl. 2-A-1, Current Balance: $122,038, Downgraded to Aa1;
     previously on Sep 18, 2002 Assigned Aaa

  -- Cl. 2-A-2, IO Class, Downgraded to Aa1; previously on Sep 18,
     2002 Assigned Aaa

  -- Cl. 3-A-1, Current Balance: $469,735, Downgraded to Aa1;
     previously on Sep 18, 2002 Assigned Aaa

  -- Cl. 4-A-1, Current Balance: $4,808,977, Downgraded to Aa1;
     previously on Sep 18, 2002 Assigned Aaa

  -- Cl. B-1, Current Balance: $872,989, Downgraded to Baa2;
     previously on Jun 11, 2009 Downgraded to A1

  -- Cl. B-2, Current Balance: $340,532, Downgraded to Caa1;
     previously on Jun 11, 2009 Downgraded to Baa3

  -- Cl. B-3, Current Balance: $291,812 Downgraded to C;
     previously on Jun 11, 2009 Downgraded to Ba3

  -- Cl. B-4, Current Balance: $0, Downgraded to C; previously on
     Jun 11, 2009 Downgraded to B3


MERCURY CDO: Moody's Downgrades Ratings on Five 2004-1 Notes
------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
ratings of 5 classes of Notes issued by Mercury CDO 2004-1, Ltd.
The Notes affected by the rating action are:

  -- US$299,900,000 Class A-1NV First Priority Senior Secured Non-
     Voting Floating Rate Notes, Downgraded to B3; previously on
     March 24, 2009 Downgraded to Baa1

  -- US$100,000 Class A-1VA First Priority Senior Secured Voting
     Floating Rate Notes, Downgraded to B3; previously on
     March 24, 2009 Downgraded to Baa1

  -- US$330,000,000 Class A-1VB First Priority Senior Secured
     Voting Floating Rate Notes, Downgraded to B3; previously on
     March 24, 2009 Downgraded to Baa1

  -- US$25,000,000 Class A-2A Second Priority Senior Secured
     Floating Rate Notes, Downgraded to Ca; previously on
     March 24, 2009 Downgraded to Caa3

  -- US$31,050,000 Class A-2B Second Priority Senior Secured
     Floating Rate Notes, Downgraded to Ca; previously on
     March 24, 2009 Downgraded to Caa3

Mercury CDO 2004-1, Ltd., is a collateralized debt obligation
backed primarily by a portfolio of residential mortgage backed
securities and collateral debt obligations.

The rating downgrade actions reflect deterioration in the credit
quality of the underlying portfolio.  Credit deterioration of the
collateral pool is observed through a decline in the average
credit rating.  Moody's notes that in the case of Mercury CDO
2004-1, more than 29% of its assets have been the subject of
ratings downgrade since Moody's last review of the transaction in
March 2009.  The OC test has been failing its trigger level and
has been deteriorating.  Defaults currently total $92,405,631 as
compared to $45,738,469 as reported in the March 2009 trustee
report.

In deriving its ratings, Moody's uses the collateral instrument's
current rating-based expected loss, Moody's recovery rate table,
and the original rating of the instrument along with its average
life to infer an unadjusted default probability.  Moody's
explained that in addition to the quantitative factors that are
explicitly modeled, qualitative factors are part of the Moody's
rating committee considerations.  These qualitative factors
include but are not limited to the structural protections in the
transaction, the recent performance of the transaction in the
current market environment, how legal risks and issues are
addressed in transaction documentation, the collateral manager's
track record, and the potential for selection bias in the
portfolio.  All information available to rating committees,
including macroeconomic forecasts, input from other Moody's
analytical groups, market factors, and judgments regarding the
nature and severity of credit stress on the transactions, may
influence the final rating decision


MERRILL LYNCH: Fitch Takes Various Rating Actions on 14 Classes
---------------------------------------------------------------
Fitch Ratings takes various rating actions on 14 rated classes of
Merrill Lynch Mortgage Trust 2005-CIP1 commercial mortgage pass-
through certificates.

The downgrades are the result of loss expectations and reflect
Fitch's prospective views regarding commercial real estate market
value and cash flow declines.  Fitch forecasts potential losses of
5.4% for this transaction, should market conditions not recover.
The rating actions are based on the full losses of 5.3% as a
majority of loans mature in the next five years.  The bonds with
Negative Outlooks indicate classes that may be downgraded in the
future.

To determine potential defaults for each loan, Fitch assumed cash
flow would decline by 10% from year-end 2008.  That is consistent
with the analysis used in its review of recent vintage
transactions whereby cash flow was assumed to decline 15% from
year-end 2007 projected over a three-year period.  If the stressed
cash flow would cause the loan to fall below 0.95 times debt
service coverage ratio, Fitch assumed the loan would default
during the term.  To determine losses, Fitch used the above
stressed cash flow and applied a market cap rate by property type,
ranging between 7.5% and 9.5%, to derive a value.  If the loan
balance at default is less than Fitch's derived value, the loan
would realize that amount of loss.  These loss estimates were
reviewed in more detail for loans representing 58.5% of the non-
defeased pool and, in certain cases, revised based on additional
information and/or property characteristics.  Loss expectations
attributed to loans reviewed in detail represent approximately 95%
of the 5.3%.

Approximately 98% of the mortgages mature within the next five
years: 27% in 2010, 10.7% in 2012 and 60.3% in 2015.

Fitch identified 23 Loans of Concern (30.3%) within the pool, six
of which are specially serviced (14.0%).  Of the specially
serviced loans, two are current (10.1% of the pool).  Six of the
Fitch Loans of Concern (23.2%) are within the transaction's top 15
loans (46.3% of the pool), and four (13.2%) are specially
serviced.  Four loans (8.7%) are currently defeased, including two
top 15 loans by balance (8.2%).

Four of the top 15 loans are assumed to default during the loan
term or at maturity with losses expected.  Two loans in special
servicing are performing and remain current (10.1% of the pool)
with no losses expected.  The remaining top 15 loans may default
at maturity based on an insufficient accrued equity position as
calculated in Fitch's refinance test.  A loan would pass the
refinance test if the stressed cash flow would achieve a 1.25x
DSCR as calculated based on a 30-year amortization schedule and an
8% coupon.

Of the loans in special servicing, the largest contributors of
expected term losses are University Village (1.6% of the pool) and
Holiday Inn Mission Bay SeaWorld (1.5%).  The largest contributors
of loss by loans not in special servicing are the Highwoods
Portfolio (8% of the pool) and Equity Lifestyle Portfolio (2%).

University Village, the largest non-performing specially serviced
asset, is a 161,090 square foot retail center located in
Riverside, CA, near the University of California at Riverside
campus.  The asset transferred to special servicing in January
2009 and the special servicer is pursuing foreclosure.  The
servicer-reported occupancy as of July 2009 was 72%, a significant
decrease from 95% at issuance.  The property is located in the
Inland Empire area of Southern California, which has faced a
significant economic downturn during the recession.

Holiday Inn Mission Bay SeaWorld is a 316-key limited service
hotel located in San Diego, CA, near the SeaWorld Resort.  The
asset transferred to special servicing in May 2009 for imminent
default.  The trailing 12-month reported occupancy and revenue per
available room as of March 2009 was 53% and $45, respectively,
compared to 78% and $89, respectively, at issuance.  According to
PPR, as of third quarter 2009, RevPAR in the San Diego area is
down approximately 19% from 2008.  The property is no longer
affiliated with Holiday Inn (renamed the Mission Plaza Hotel &
Suites) and a receiver is in place at the property.

Highwoods Portfolio is secured by a pool of 31 cross-
collateralized office properties in Charlotte, NC (18 properties)
and Tampa, FL (13 properties).  The loan is schedule to mature in
August 2010.  The combined second- quarter 2009 servicer-reported
DSCR and portfolio occupancy was 1.57x and 72%, respectively.  At
issuance, occupancy was 79.9% and the property has not leased
vacant space as originally contemplated.  The June 2009 rent rolls
indicate approximately 39% of the leases expire before year-end
2011.

Equity Lifestyle Portfolio is collateralized by three manufactured
housing recreational vehicle parks with two located in upstate New
York and one located in New Hampshire.  The combined servicer-
reported YE 2008 DSCR was 0.39x and March 2009 was 0.45x,
respectively.  At issuance, the underwritten DSCR was 1.30x.  The
servicer-reported occupancy as of June 2009 was 76.1%.  As of
October 2009, a total of approximately $7.3 million remained in
the debt service reserve and the seasonality reserve.

Fitch has downgraded, removed from Rating Watch Negative, and
assigned loss severity ratings, Rating Outlooks and Recovery
Ratings these:

  -- $138.8 million class AJ to 'AA/LS3' from 'AAA'; Outlook
     Stable;

  -- $43.7 million class B to 'A/LS5' from 'AA'; Outlook Stable;

  -- $18 million class C to 'A/LS5' from 'AA-'; Outlook Stable;

  -- $38.6 million class D to 'BBB/LS5' from 'A'; Outlook
     Negative;

  -- $25.7 million class E to 'BB/LS5' from 'A-'; Outlook
     Negative;

  -- $33.4 million class F to 'B/LS5' from 'BBB+'; Outlook
     Negative;

  -- $20.6 million class G to 'B-/LS5' from 'BBB'; Outlook
     Negative;

  -- $25.7 million class H to 'B-/LS5' from 'BBB-'; Outlook
     Negative;

  -- $10.3 million class J to 'B-/LS5' from 'BB+'; Outlook
     Negative;

  -- $5.1 million class K to 'B-/LS5' from 'BB'; Outlook Negative;

  -- $7.7 million class L to 'B-/LS5' from 'BB-'; Outlook
     Negative;

  -- $7.7 million class M to 'B-/LS5' from 'B+'; Outlook Negative;

  -- $5.1 million class N to 'CCC/RR6' from 'B';

  -- $5.1 million class P to 'CCC/RR6' from 'B-'.

Fitch also affirms these classes and assigns LS ratings and
Outlooks as indicated:

  -- $16.2 million class A-1 at 'AAA/LS1'; Outlook Stable;
  -- $533.8 million class A-2 at 'AAA/LS1'; Outlook Stable;
  -- $157.9 million class A-3A at 'AAA/LS1'; Outlook Stable;
  -- $50 million class A-3B at 'AAA/LS1'; Outlook Stable;
  -- $108 million class A-SB at 'AAA/LS1'; Outlook Stable;
  -- $510.3 million class A-4 at 'AAA/LS1'; Outlook Stable;
  -- $205.7 million class AM at 'AAA/LS3'; Outlook Stable;
  -- Interest-only class XC at 'AAA'; Outlook Stable;
  -- Interest-only class XP at 'AAA'; Outlook Stable.

Fitch does not rate the $25.7 million class Q.


MERRILL LYNCH: S&P Downgrades Ratings on 24 2008-C1 Securities
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 24
classes of commercial mortgage-backed securities from Merrill
Lynch Mortgage Trust 2008-C1 and removed them from CreditWatch
with negative implications.  In addition, S&P affirmed its ratings
on five classes from the same transaction.

The downgrades follow S&P's analysis of the transaction using its
U.S. conduit and fusion CMBS criteria, which was the primary
driver of the rating actions.  S&P's analysis included a review of
the credit characteristics of all of the loans in the pool.  Using
servicer-provided financial information and excluding loans that
S&P considers credit concerns, S&P calculated an adjusted debt
service coverage of 1.31x and a loan-to-value ratio of 109.53%.
S&P further stressed the loans' cash flows under its 'AAA'
scenario to yield a weighted average DSC of 0.83x and an LTV of
156.37%.  The implied defaults and loss severity under the 'AAA'
scenario were 96.0% and 39.01%, respectively.  The DSC and LTV
calculations excluded one specially serviced loan ($9.8 million,
1%).  S&P separately estimated a loss for this specially serviced
loan and included it in its 'AAA' scenario implied default and
loss figures.

The affirmations of the principal and interest classes reflect
subordination levels that are consistent with the outstanding
ratings.  S&P affirmed the rating on the interest-only class based
on its current criteria.  S&P published a request for comment
proposing changes to the IO criteria on June 1, 2009.  After S&P
finalizes its criteria review, S&P may revise its current IO
criteria, which may affect outstanding ratings, including the
rating on the IO certificates S&P affirmed.

                       Credit Considerations

Eleven loans ($95.5 million, 10.1%) in the pool, including the
eighth-largest loan, are with the special servicer, Midland Loan
Services Inc. Ten of the 11 specially serviced loans were
transferred after the borrower, DBSI Inc., a tenant-in-common
sponsor and master tenant, filed for bankruptcy in November 2008.
S&P expects eight of the DBSI loans with the special servicer
($80.9 million, 9%) to be returned to the master servicer as
corrected mortgages once new sponsors are in place and DBSI has
been replaced as the master lessee, and once the servicer receives
any past-due and reinstatement fees.  This includes the eighth-
largest exposure in the pool ($16.0 million, 2%), which S&P
discuss in detail in the top 10 section below.  The special
servicer is also in the process of negotiating a loan modification
for another DBSI loan ($3.1 million, 0.3%).  For the remaining
DBSI loan ($9.8 million, 2%), a receiver has been appointed.

The borrower for the one non-DBSI-related specially serviced loan
($1.6 million, 0.17%) recently signed a new lease with a tenant
that will bring occupancy at the property to 100%, and S&P expects
this loan to be returned to the master servicer.

The payment status of the specially serviced loans is: three loans
are 90-plus-days delinquent ($14.5 million), two loans are 30 days
delinquent ($14.6 million), five loans are in their grace periods
($57.1 million), and one loan ($9.3 million) is current.  Three
loans have appraisal reduction amounts totalling $5.9 million.
Four loans in the pool have balances that are individually greater
than 1% of the total pool balance, including the eighth-largest
loan in the pool, which S&P discuss below.  The remaining seven
loans have balances that individually represent less than 1% of
the total pool balance.

                       Transaction Summary

As of the October 2009 remittance report, the collateral pool has
an aggregate trust balance of $944.1 million, which is
approximately 99.5% of the aggregate trust balance at issuance.
There are 92 loans in the pool, which is unchanged from issuance.
The master servicers for the transaction are Midland Loan Services
Inc., Bank of America N.A., and Wachovia National Bank N.A. The
master servicers provided financial information for 97.9% of the
loans, and 81.6% of the servicer-provided information was full-
year 2008 or interim-2009 data.  S&P calculated a weighted average
DSC of 1.34x for the loans based on the reported figures.  S&P's
adjusted DSC and LTV were 1.31x and 109.53%, respectively.  The
DSC and LTV calculations excluded one of the specially serviced
loans ($9.8 million, 1%), for which S&P separately estimated a
loss.  The DSC for this loan was 0.41x based on the servicer-
reported numbers.  Five loans ($29.1 million, 3.09%) in the pool
are delinquent, and 11 are currently with the special servicer.
The transaction has not experienced any principal losses to date.
Thirteen loans ($70.8 million, 7.5%) are on the master servicer's
watchlist.  Fourteen loans ($98.2 million, 10.4%) have reported
DSCs below 1.10x, and 11 of these loans ($78.7 million, 8%) have
reported DSCs of less than 1.0x.

                    Summary of Top 10 Loans

The top 10 loan exposures have an aggregate outstanding balance of
$487.5 million (52%).  Using servicer-reported numbers, S&P
calculated a weighted average DSC of 1.39x for the top 10 loans.
S&P's adjusted DSC and LTV for the top 10 loans were 1.33x and
107.93%, respectively.

The Landmark Towers office loan is the eighth-largest exposure in
the pool and the largest exposure with the special servicer.  The
loan has an outstanding balance of $16.0 million (2%).  The loan
was transferred to the special servicer in November 2008 due to
the bankruptcy filing of the borrower and master tenant, DBSI.
The loan is secured by a 25-story office building containing
212,959 sq. ft., with an adjacent seven-level parking garage.
The property was built in 1983 in St. Paul, Minn.  Occupancy was
89.9% based on a rent roll dated April 30, 2009; the DSC was 1.23x
for the period ended June 30, 2009.  The special servicer
anticipates that this loan will be returned to the master servicer
once a new sponsor is nominated and approved.  S&P does not expect
a loss upon the resolution of this loan.

Standard & Poor's stressed the loans with the special servicer and
the remaining loans in the pool according to its updated
conduit/fusion criteria.  The resultant credit enhancement levels
support the lowered and affirmed ratings.

      Ratings Lowered And Removed From Creditwatch Negative

               Merrill Lynch Mortgage Trust 2008-C1
          Commercial mortgage pass-through certificates

                Rating
                ------
   Class     To         From           Credit enhancement (%)
   -----     --         ----           ----------------------
   A-4       AA-        AAA/Watch Neg                   30.15
   A-1A      AA-        AAA/Watch Neg                   30.15
   A-1AF     AA-        AAA/Watch Neg                   30.15
   AM        A-         AAA/Watch Neg                   20.10
   AM-A      A-         AAA/Watch Neg                   20.10
   AM-AF     A-         AAA/Watch Neg                   20.10
   AJ        BBB        AAA/Watch Neg                   14.19
   AJ-A      BBB        AAA/Watch Neg                   14.19
   AJ-AF     BBB        AAA/Watch Neg                   14.19
   B         BBB-       AA+/Watch Neg                   13.06
   C         BB+        AA/Watch Neg                    11.81
   D         BB         AA-/Watch Neg                   10.93
   E         BB-        A+/Watch Neg                    10.05
   F         B+         A/Watch Neg                      9.04
   G         B+         A-/Watch Neg                     8.04
   H         B+         BBB+/Watch Neg                   6.91
   J         B+         BBB/Watch Neg                    5.65
   K         B          BBB-/Watch Neg                   4.52
   L         B          BB+/Watch Neg                    3.64
   M         B-         BB/Watch Neg                     3.27
   N         B-         BB-/Watch Neg                    2.89
   P         B-         B+/Watch Neg                     2.51
   Q         B-         B/Watch Neg                      2.26
   S         CCC+       B-/Watch Neg                     1.88

                         Ratings Affirmed

               Merrill Lynch Mortgage Trust 2008-C1
          Commercial mortgage pass-through certificates

             Class   Rating    Credit enhancement (%)
             -----   ------    ----------------------
             A-1     AAA                        30.15
             A-2     AAA                        30.15
             A-3     AAA                        30.15
             A-SB    AAA                        30.15
             X       AAA                          N/A

                      N/A - Not applicable.


MERRILL LYNCH: S&P Downgrades Ratings on 2008-LAQ Certificates
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its 'AAA' ratings on
three classes of commercial mortgage pass-through certificates
from Merrill Lynch Floating Trust's series 2008-LAQ and removed
them from CreditWatch with negative implications.

The downgrades follow S&P's continued analysis of the hotel
properties that serve as collateral for the sole mortgage loan in
this transaction.  These hotel properties have, in S&P's opinion,
experienced significant operating performance declines since
issuance.  S&P believes that the decline is primarily due to a
reduction in business and leisure travel.  The downgrades reflect
a significant decline in revenue per available room from S&P's
expectations at issuance.  The resulting net cash flow declines
have prompted us to revise S&P's stressed valuation downward by
33% since issuance, resulting in S&P's calculation of an 80% loan-
to-value.

S&P based its analysis, in part, on a review of the borrower's
operating statements for the trailing 12 months ended Sept. 30,
2009, the 12 months ended Dec. 31, 2008, and its 2009 budgets.
S&P's analysis factored in the borrower's reported 17% decline in
RevPAR for the portfolio for the TTM, compared with the levels S&P
assessed at issuance.  According to Smith Travel Research, the
midscale without food & beverage segment of the hotel industry
posted a 15% decline in RevPAR in the first nine months of 2009
compared with the same period in 2008, whereas the general U.S.
hotel industry reported an 18% decline in RevPAR for the same
period.  The master servicer, Bank of America N.A., reported a
debt service coverage for the portfolio of 3.32x for year-end 2008
and reported 59% occupancy as of September 2009.

As of the Nov. 9, 2009, trustee remittance report, the interest-
only mortgage loan has a whole-loan balance of $2.35 billion that
consists of 28 in-trust senior notes totaling $1.438 billion and
two nontrust junior notes totaling $911.6 million.  In addition,
the equity interests in the borrower of the whole loan secure five
mezzanine loans totaling $750.0 million that do not serve as
collateral for the trust.

This loan is secured by 355 limited-service hotel properties
totaling 44,110 rooms in 35 states in the U.S.  The collateral
properties operated under one of three flags: La Quinta Inn, La
Quinta Inn & Suites, and Baymont Inn and Suites.  The loan matures
on July 6, 2010, and has two one-year extension options remaining.
The loan has property release provisions provided certain
conditions are met, which include a payment of a release price
that is 100%-120% of the applicable released amount for the
mortgaged property.  To date, no properties have been released.

      Ratings Lowered And Removed From Creditwatch Negative

                  Merrill Lynch Floating Trust
  Commercial mortgage pass-through certificates series 2008-LAQ

                             Rating
                             ------
           Class     To                   From
           -----     --                   ----
           A-1       AA+                  AAA/Watch Neg
           A-2       BBB-                 AAA/Watch Neg
           A-3       BB+                  AAA/Watch Neg


MICHIGAN STATE HOSPITAL: Fitch Keeps BB+ Rating on $32.38MM Bonds
-----------------------------------------------------------------
Fitch Ratings affirms the 'BB+' rating on approximately
$32.38 million Michigan State Hospital Finance Authority revenue
and refunding bonds series 2005 (Presbyterian Villages of Michigan
Obligated Group).  The Rating Outlook is Stable.

The rating affirmation at 'BB+' reflects Presbyterian Villages of
Michigan's but stable liquidity, tighter expense control to offset
lower investment income, solid overall occupancy, and adequate
debt service coverage.  On Sept. 30, 2009, PVM's level of
unrestricted cash and investments improved to $12.1 million as
compared to $9.4 million on Dec. 31, 2008.  As a result liquidity
indicators improved with days cash on hand growing to 138 from
104, a cushion ratio of 5.2 times versus 4.1x and cash to debt
improving to 39% from 30%.  Due to tougher economic conditions,
income from contributions and investments in 2009 is expected to
be substantially lower compared to the average received over the
last four years ($916,000 through Sept. 30 versus $2.7 million
from 2005-2008).  In response, PVM has implemented various expense
reductions (including wage and benefits) and restructured
management at the Village of Redford in an effort to improve
operating profitability.  Aggregate occupancy in the assisted
living and nursing units has been stable in 2009 at 87% and 93%,
respectively, while occupancy in the independent living units has
slipped to 84% in 2009 from 92% in the year earlier period.
However, the decline in ILU occupancy has been confined primarily
to the Village of Westland campus and management has successfully
maintained profitability at that campus.

PVM's historical coverage of maximum annual debt service (MADS)
has been very stable at 1.6x, 1.7x and 1.7x in 2006, 2007 and
2008, respectively.  Through the nine-month interim period, debt
service coverage has slipped to 1.2x due primarily to realized
losses on investments taken in March 2009.  With improved
investment performance and expected development fees earned in the
fourth quarter, management is forecasting debt service coverage
for fiscal 2009 to be around 1.5x.  Fitch views PVM's historical
debt service coverage as adequate, reflecting the corporation's
rental contract type and the moderate income level of its market.

The Stable Outlook reflects Fitch's belief that PVM has taken
appropriate actions to improve operating profitability and offset
the impact of lower investment income and philanthropic
contributions.  Fitch believes that for the time being maintenance
of the rating will be contingent on effective expense control and
improving the payor mix in the nursing beds rather than increased
occupancy and/or increased philanthropy given the difficult
economic environment of southeast Michigan.

Headquartered in Southfield, MI, the PVM Obligated Group consists
of three rental continuing care retirement communities located in
Redford, Westland and Chesterfield Township, MI.  Currently, the
Obligated Group's three campuses total 328 independent rental
apartments (of which 313 are operational), 269 assisted living
units, and 178 skilled nursing beds.  In addition, PVM owns or
manages approximately 1,200 independent living and 28 assisted
living units through non-obligated entities.  PVM has covenanted
to provide annual audited financial statements and quarterly
unaudited financials to the to the Municipal Securities Rulemaking
Board's EMMA system.  Fitch notes that PVM's disclosure practices
have been excellent.


MMA FINANCIAL: Moody's Cuts Ratings on Various Funds to 'Ba2'
-------------------------------------------------------------
Moody's Investors Service has downgraded the underlying ratings of
the MMA Financial Guaranteed Affordable Housing Fund 2005-2A, LLC,
MMA Financial Guaranteed Affordable Housing Fund 2005-2B, MMA
Financial Guaranteed Affordable Housing Fund 2005-2C, and MMA
Financial Guaranteed Affordable Housing Fund 2005-2D to Ba2 from
A2.  The rating outlook on the Funds is negative.  The Funds'
enhanced A2 ratings are not affected by this rating action.

This rating action is primarily due to the adverse market
conditions which have substantially weakened the tax credit
syndication sector.  The demand for tax credits over the past
years has significantly diminished, resulting in fewer corporate
tax credit investors, and challenges in the real estate and credit
markets have weakened the positions of the syndicators.
Furthermore, some individual properties within the Funds are
underperforming, primarily due to low debt service coverage
levels, exacerbated by the soft real estate in many markets.
While the Funds' historical performance was adequate, Moody's
believes that there is a higher risk associated with tax credit
financings due to the current adverse market environment.

The last rating action was on March 31, 2009, when the enhanced
ratings of the Funds were downgraded to A2 from Aa1 and outlook
revised to stable.


MMA FINANCIAL: Moody's Downgrades Ratings on Funds to 'Ba3'
-----------------------------------------------------------
Moody's Investors Service has downgraded the underlying rating of
the MMA Financial Guaranteed Affordable Housing Fund 2005-3A, LLC,
MMA Financial Guaranteed Affordable Housing Fund 2005-3B, MMA
Financial Guaranteed Affordable Housing Fund 2005-3C, and MMA
Financial Guaranteed Affordable Housing Fund 2005-3D to Ba3 from
A2.  The rating outlook on the Funds is negative.  The Funds'
enhanced A2 ratings are not affected by this rating action.

This rating action is primarily due to the adverse market
conditions which have substantially weakened the tax credit
syndication sector.  The demand for tax credits over the past
years has significantly diminished, resulting in fewer corporate
tax credit investors, and challenges in the real estate and credit
markets have weakened the positions of the syndicators.
Furthermore, some individual properties within the Funds are
underperforming, primarily due to low debt service coverage
levels, exacerbated by the soft real estate in many markets.
While the Funds' historical performance was adequate, Moody's
believes that there is a higher risk associated with tax credit
financings due to the current adverse market environment.

The last rating action was on March 31, 2009, when the enhanced
ratings of the Funds were downgraded to A2 from Aa1 and outlook
revised to stable.


MONTANA RE: S&P Assigns 'BB-' Rating on Class A Notes
-----------------------------------------------------
Standard & Poor's Ratings Services said it assigned it ratings to
the Class A notes exposed to losses from U.S. hurricanes and to
the Class B notes exposed to losses from U.S. hurricanes and
earthquakes in the covered area issued by Montana Re Ltd. S&P has
rated the Class A notes 'BB-' and the Class B notes 'B-'.

Montana Re is a special-purpose Cayman Islands exempted company
licensed as a Class B insurer in the Cayman Islands.  All of its
issued and outstanding share capital will be held under a
declaration of trust for certain charitable purposes by HSBC Bank
(Cayman) Ltd., as share trustee.

Flagstone Reassurance Suisses will be the reinsurance company
ceding the covered risks to Montana Re.  Standard & Poor's does
not maintain an interactive rating on Flagstone Re.  However,
because covered losses are linked to industry losses as calculated
by the Property Claims Services, there is no reliance on Flagstone
Re's underwriting capabilities.  In addition, Flagstone Re will
prepay the quarterly reinsurance premium for as long as it does
not have a financial strength rating from Standard & Poor's, which
mitigates any credit exposure noteholders would have to it.

                          Ratings List

                         Montana Re Ltd.

            Series 2009-1 Class A notes            BB-
            Series 2009-1 Class B notes            B-


MORGAN STANLEY: Fitch Takes Rating Actions on 2005-IQ9 Certs.
-------------------------------------------------------------
Fitch Ratings takes various rating actions on Morgan Stanley
Capital I trust 2005-IQ9, commercial mortgage pass-through
certificates.  A detailed list of rating actions follows at the
end of this press release.

The downgrades are the result of Fitch's loss expectations and its
prospective views regarding cash flow declines and commercial real
estate market values.  Fitch forecasts potential losses of 2.7%
for this transaction, should market conditions not recover.
Today's rating actions are based on the full losses of 2.7% as a
majority of loans mature in the next five years.  The bonds with
Negative Outlooks indicate classes that may be downgraded in the
future.

To determine potential defaults for each loan, Fitch assumed cash
flow would decline by 10% from year-end 2008.  That is consistent
with the analysis used in its review of recent vintage
transactions whereby cash flow was assumed to decline 15% from
year-end 2007 projected over a three year period.  If the stressed
cash flow would cause the loan to fall below 0.95 times debt
service coverage ratio, Fitch assumed the loan would default
during the term.  To determine losses, Fitch used the above
stressed cash flow and applied a market cap rate by property type,
ranging between 7.5% and 9.5%, to derive a value.  If the loan
balance at default is less than Fitch's derived value, the loan
would realize that amount of loss.  These loss estimates were
reviewed in more detail for loans representing 62.7% of the pool
and, in certain cases, revised based on additional information
and/or property characteristics.  Loss expectations attributed to
loans reviewed in detail represent approximately 71% of the 2.7%.

Approximately 82.7% of the mortgages mature within the next five
years: 6.5% in 2010, 11.7% in 2011 and 1.9% in 2012, 5.5% in 2013,
44.9% in 2014 and 11.5% in 2015.

Fitch identified 40 Loans of Concern (18.8%) within the pool,
eight of which (10.0%) are specially serviced.  Of the specially
serviced loans, two (7.9% of the pool) are current.  Two of the
Fitch Loans of Concern (8.7%) are within the transaction's top 15
loans, and one (7.8%) is specially serviced.

Fitch's analysis did not result in loss expectations for the top
15 loans.  None of the top 15 loans are assumed to default during
the loan term, as the stressed cash flow for each loan exceeds
0.95x DSCR.  Fitch expects that 14 of the top 15 loans may default
at maturity based on an insufficient accrued equity position as
calculated in Fitch's refinance test; however, Fitch's analysis
did not result in a loss based on its derived values being higher
than the current loan amounts.  A loan would pass the refinance
test if the stressed cash flow would achieve a 1.25x DSCR as
calculated based on a 30 year amortization schedule and an 8%
coupon.

The largest contributors to loss, are the specially serviced
loans, are: Okeechobee Industrial Park (0.7%), Bermuda Run (0.6%),
and Mariemont Promenade (0.3%).

Okeechobee Industrial Park transferred to the special servicer in
June 2009 after the borrower failed to make that months payment.
The loan is collateralized by a light industrial facility located
in West Palm Beach, Florida, consisting of 11 buildings.  Two main
factors led to the default; decline in occupancy and lower market
rent rates.  When the current borrower assumed the loan, occupancy
was 72% it has since fallen to 57%.  In addition, according to the
borrower many tenants are delinquent in rent payments; only 45% of
tenants in place are current.

The Bermuda Run loan is secured by a 165 unit/532 bed student
housing project located in Statesboro, GA, home of Georgia
Southern University.  The property transferred to the special
servicer December 2008.  The market has become oversaturated with
newer properties offering greater amenities.  The borrower turned
the property over to the lender.  The special servicer worked with
the borrower to transition control to a receiver and the receiver
was appointed in March 2009.  The receiver provided a takeover
package and has made some recommendations to help make the
property more competitive.

The Mariemont Promenade loan is collateralized by a 49,442 square
foot strip center in Mariemont, Ohio.  A hill behind the property
collapsed causing several tenants to vacate.  Ongoing issues with
the neighboring condo association are preventing the repairs from
being completed.  The borrower was unable to remediate the
situation and a receiver was put in place.

Fitch has downgraded, removed from Rating Watch Negative, assigned
Loss Severity ratings and Rating Outlooks to these classes as
indicated:

  -- $130.2 million class A-J to 'AA/LS3' from 'AAA'; Outlook
     Stable;

  -- $32.6 million class B to 'A/LS4' from 'AA'; Outlook Stable;

  -- $15.3 million class F to 'BB/LS5' from 'BBB-'; Outlook
     Stable;

  -- $17.2 million class H to 'B/LS5' from 'BB-'; Outlook
     Negative;

  -- $5.7 million class J to 'B/LS5' from 'B+'; Outlook Negative;

  -- $7.7 million class K to 'B-'from 'B'; Outlook Negative.

Fitch also affirms these classes and assigns LS ratings, Rating
Outlooks and Recovery Ratings as indicated:

  -- $249.7 million class A-1A at 'AAA/LS1'; Outlook Stable;
  -- $110.3 million class A-2 at 'AAA/LS1'; Outlook Stable;
  -- $194.7 million class A-3 at 'AAA/LS1'; Outlook Stable;
  -- $94.4 million class A-4 at 'AAA/LS1'; Outlook Stable;
  -- $43.8 million class A-AB at 'AAA/LS1'; Outlook Stable;
  -- $446.2 million class A-5 at 'AAA/LS1'; Outlook Stable;
  -- Interest-only class X-1 at 'AAA'; Outlook Stable;
  -- Interest-only class X-2 at 'AAA'; Outlook Stable;
  -- Interest-only class X-Y at 'AAA'; Outlook Stable;
  -- $11.5 million class C at 'A/LS5'; Outlook Negative;
  -- $26.8 million class D at 'BBB+/LS5'; Outlook Stable;
  -- $15.3 million class E at 'BBB/LS5'; Outlook Negative;
  -- $11.5 million class G at 'BB/LS5'; Outlook Negative;
  -- $5.7 million class L at 'B-/LS5'; Outlook Negative;
  -- $5.7 million class M at 'CCC/RR1';
  -- $3.8 million class N at 'CCC/RR1';
  -- $5.7 million class O at 'CC/RR4'.

Class A-1 has paid in full.  Fitch does not rate the $11.5 million
class P.


MORGAN STANLEY: Moody's Affirms Ratings on Eight 2004-TOP13 Certs.
------------------------------------------------------------------
Moody's Investors Service affirmed the ratings of eight classes,
confirmed six classes and downgraded four classes of Morgan
Stanley Capital I Trust 2004-TOP13, Commercial Mortgage Pass-
Through Certificates, Series 2004-TOP13.  The downgrades are due
to higher expected losses for the pool resulting from increased
credit quality dispersion.  The affirmations and confirmations are
due to the increase in defeasance and amortization, as well as the
maintenance or improvement in two key rating parameters for the
pool -- Moody's loan to value ratio and stressed debt service
coverage ratio -- despite a decline in pool diversity as evidenced
by the Herfindahl Index score.

On August 11, 2009, Moody's placed ten classes on review for
possible downgrade due to credit concerns regarding surrounding
Maguire Properties Inc., the sponsor of the U.S. Bank Tower Loan
(6.8% of the outstanding deal balance).  Despite the near-term
expected loss of two major tenants at the property, the asset is
still generating sufficient income to cover debt service; however,
Moody's remains concerned about the availability of funds for
future leasing costs.  This action concludes that review.  The
rating action is the result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.

As of the October 13, 2009 distribution date, the transaction's
aggregate certificate balance has decreased by approximately 22%
to $950 million from $1.21 billion at securitization.  The
Certificates are collateralized by 160 mortgage loans ranging in
size from less than 1% to 9% of the pool, with the top ten loans
representing 35% of the pool.  The pool contains four loans,
representing 15% of the pool, with investment grade underlying
ratings.  At last review, the Lakeland Square Mall ($54.4 million
-- 5.7%) also had an underlying rating.  However, because of a
decline in performance, the loan is now analyzed as part of the
conduit because of its increased leverage.  Fourteen loans,
representing 17% of the pool, have defeased and are now
collateralized by U.S. Government securities compared to 8%
atMoody's last review.

Eighteen loans, representing 20% 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 experienced any losses since securitization and
there are currently no loans in special servicing.  There are
several loans in their respective grace periods, but no loans are
currently delinquent.

Moody's was provided with full-year 2008 operating results for 98%
of the pool.  Moody's weighted average LTV ratio is 73% compared
to 72% at Moody's prior full review.  Although the overall pool
LTV has remained similar since last review, the conduit pool has
still experienced increased credit quality dispersion.  Based on
Moody's analysis, 14% of the pool has a LTV greater than 100%
compared to 5% at last review.

Moody's stressed DSCR is 1.68X compared to 1.55X at last review.
Moody's stressed DSCR is based on Moody's net cash flow and a
9.25% stressed rate applied to the loan balance.

Moody's uses a variation of the Herfindahl Index to measure
diversity of loan size, where a higher number represents greater
diversity.  Loan concentration has an important bearing on
potential rating volatility, including the risk of multiple-notch
downgrades under adverse circumstances.  The credit neutral Herf
score is 40.  The pool has a Herf of 38, excluding defeased loans
and loans with underlying ratings, compared to 57 at last review.

The largest loan with an underlying rating is the GIC Office
Portfolio Loan ($89.2 million - 9.4% of the pool), which is a 13%
pari passu interest in a $693.8 million first mortgage loan.  The
loan is secured by 12 office properties totaling 6.4 million
square feet of net rentable area and located in seven states.  The
highest geographic concentrations are Chicago (39% of the NRA),
suburban Philadelphia (17%), and San Francisco (12%).  As of
December 2008, the portfolio was 92% occupied, essentially the
same as at last review.  The Chicago concentration is comprised of
two buildings: the AT&T Corporate Center (1.5 million SF; 24% of
the NRA) and the USG Building (928,000 SF; 14%).  The performance
of these properties has declined significantly since last review
due to the weakness of the Chicago office market.  The portfolio's
largest tenant, AT&T (10% of the NRA), vacated the premises at its
March 31, 2009 lease expiration.  According to the master
servicer, a large portion of the space has been re-leased.  The
portfolio's reported 2008 year-end NOI was 6% lower than at
securitization due to lower rental revenues and increased
operating expenses and is expected to decline further in 2009 due
to AT&T's lease expiration.  The loan sponsor is Prime Plus
Investments, Inc., a private REIT wholly owned by the Government
of Singapore Investment Corporation (Realty) Pte Ltd. Moody's
current underlying rating and stressed DSCR are Baa2 and 1.44X,
respectively, compared to A2 and 1.55X at last review.

The second largest loan with an underlying rating is the Gallup
Headquarters Loan ($30.3 million - 2.6% of the pool), which is
secured by a 296,000 square foot office building located in Omaha,
Nebraska.  The property is 100% leased to Gallup, Inc., under a
triple net lease that expires in October 2018.  The lease
expiration is coterminous with the loan maturity.  The loan is
fully amortizing and has amortized by approximately 14% since last
review.  Performance has improved since securitization due to
rental escalations and amortization.  Moody's current underlying
rating and stressed DSCR are A2 and 2.15X, respectively, compared
to Baa1 and 1.30X at last review.

The third largest loan with an underlying rating is the Hudson
Mall Loan ($15.5 million -- 1.6%), which is secured by a 377,000
SF retail center located in Jersey City, New Jersey.  The property
was 96% occupied as of December 2008.  Moody's has stressed the
property's cash flow due to concerns about the future performance
of retail properties in the current negative economic environment.
Moody's current underlying rating and stressed DSCR are A2 and
1.80X, compared to A2 and 1.71X at last review.

The fourth largest loan with an underlying rating is the
Renaissance Manor Loan ($11.8 million - 1.0% of the pool), which
is secured by a 184-unit multifamily property located in North
Brunswick, New Jersey.  The property was 97% as of December 2008.
The property has experienced higher operating expenses in past
years, primarily due to increased property taxes.  Due to these
higher expenses, Moody's current underlying rating and stressed
DSCR are Baa3 and 1.43X, compared to A2 and 1.64X at last review.

The loan that previously had an underlying rating is the Lakeland
Square Mall Loan ($54.4 million - 5.7% of the pool), which is
secured by the borrower's interest in an 899,000 SF regional mall
located in Lakeland, Florida.  The center is anchored by JCPenney,
two Dillard's stores and Macy's.  JCPenny is the only anchor that
is part of the collateral, and it has a lease expiration of
November 2010.  As of December 2008, the center was 92% occupied,
compared to 97% at securitization.  The mall shop space was 74%
occupied as of this same date.  The loan sponsors are General
Growth Properties, Inc. and NYS Common Retirement Fund.  Moody's
LTV and stressed DSCR are 91% and 1.09X, respectively, compared to
73% and 1.27X at last review.

The three largest conduit loans comprise 12% of the pool.  The
largest conduit loan is the U.S. Bank Tower Loan ($65.0 million --
6.8% of the pool), which represents a pari passu interest in a
$260 million first mortgage loan.  The loan is secured by a
1.4 million SF office tower and accompanying parking garage in
downtown Los Angeles, California.  The loan sponsor is Maguire.
The property was 88% occupied as of year-end 2008.  The property's
largest tenant, Latham & Watkins (20% of NRA) has provided notice
to the borrower that it intends to vacate the premises at its
December 2009 lease expiration.  Furthermore, the lease for the
second largest tenant, Sempra Energy (16% of the NRA) expires in
June 2010.  Sempra has already vacated a sizable portion of its
space although it has sublet much of it.  Even with the
anticipated decline in cash flow when these two tenants vacate,
Moody's projects that the property will still generate cash flow
in excess of debt service.  However, given the softness in the Los
Angeles office market, new tenants will likely be paying lower
rents than currently in place.  In addition, due to Maguire's
current financial issues, Moody's is concerned about the
availability of funds for leasing costs.  The servicer has
indicated that Maguire has experienced some success in re-leasing
a portion of the Latham & Watkins space.  The loan is interest-
only for the entire term.  Moody's LTV and stressed DSCR are 103%
and 0.97X, respectively, compared to 73% and 1.29X at last review.

The second largest conduit loan is the Galleria Plaza Shopping
Center Loan ($26.9 million -- 2.8% of the pool), which is secured
by a 168,000 SF shopping center located in Dallas, Texas.  The
center was 71% leased as of December 2008 compared to 100% at last
review.  The property lost its two largest tenants since last
review, Circuit City and Linens 'n Things, but it was able to re-
lease a portion of the vacated space.  The loan has amortized 6%
since last review.  Moody's LTV and stressed DSCR are 94% and
1.08X, respectively, compared to 92% and 1.05X at last review.

The third largest conduit loan is 1101 15th Street NW Loan
($19.3 million -- 2.0% of the pool), which is secured by a 164,000
square foot office building in located in Washington DC.  The
property was 81% occupied as of December 2008 compared to 100% at
securitization.  There is a diverse tenant mix with staggered
lease expiration dates in this building.  Performance has declined
due to lower occupancy.  Moody's LTV and stressed DSCR are 78% and
1.24X, respectively, compared to 63% and 1.51X at last review.

Moody's rating action is:

  -- Class A-2, $86,577,894, affirmed at Aaa, previously on
     2/6/2004 assigned Aaa

  -- Class A-3, $364,878,000, affirmed at Aaa, previously on
     2/6/2004 assigned Aaa

  -- Class A-4, $127,000,000, affirmed at Aaa, previously on
     2/6/2004 assigned Aaa

  -- Class X-1, Notional, affirmed at Aaa, previously on 2/6/2004
     assigned Aaa

  -- Class X-2, Notional, affirmed at Aaa, previously on 2/6/2004
     assigned Aaa

  -- Class B, $31,789,000, affirmed at Aa1, previously on 2/6/2004
     assigned Aaa

  -- Class C, $12,110,000, affirmed at Aa2, previously on 2/6/2004
     assigned Aaa

  -- Class D, $24,220,000, affirmed at A2, previously on 2/6/2004
     assigned Aaa

  -- Class E, $12,109,000, confirmed at A3, previously placed on
     review for possible downgrade on 8/11/2009

  -- Class F, $9,083,000, confirmed at Baa1, previously placed on
     review for possible downgrade on 8/11/2009

  -- Class G, $10,596,000, confirmed at Baa2, previously placed on
     review for possible downgrade on 8/11/2009

  -- Class H, $9,082,000, confirmed at Baa3, previously placed on
     review for possible downgrade on 8/11/2009

  -- Class J, $ 9,083,000, confirmed at Ba1, previously placed on
     review for possible downgrade on 8/11/2009

  -- Class K, $3,027,000, confirmed at Ba2, previously placed on
     review for possible downgrade on 8/11/2009

  -- Class L, $3,028,000, downgraded to B1 from Ba3, previously
     placed on review for possible downgrade on 8/11/2009

  -- Class M, $3,027,000, downgraded to B2 from B1, previously
     placed on review for possible downgrade on 8/11/2009

  -- Class N, $4,542,000, downgraded to Caa1 from B2, previously
     placed on review for possible downgrade on 8/11/2009

  -- Class O, $3,027,000, downgraded to Caa2 from B3, previously
     placed on review for possible downgrade on 8/11/2009


NORTHLAKE CDO: Fitch Downgrades Ratings on Three Classes of Notes
-----------------------------------------------------------------
Fitch Ratings has downgraded three classes and affirmed two
classes of notes issued by Northlake CDO I, Ltd./Corp. as a result
of continued credit deterioration in the portfolio since Fitch's
last rating action in September 2008.  Approximately 52.8% of the
portfolio has been downgraded since the last review.  The details
of the rating action follow at the end of this press release.

The downgrades to the portfolio have left approximately 56.7% of
the portfolio with a Fitch derived rating below investment grade
and 40.5% with a rating in the 'CCC' rating category or lower,
compared to 39.7% and 27.1%, respectively at last review.
Defaulted securities, as defined in the transaction's governing
documents, now comprise 27.5% of the portfolio, compared to 13.7%
at last review.

This review was conducted under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Portfolio Credit Model for projecting future default levels
for the underlying portfolio.

Fitch considered the PCM rating loss rates and the extent of
principal proceeds that will be needed to pay accrued interest to
the class I-MM, class I-A and class II notes over the life of the
transaction to determine an appropriate rating for the class A-IMM
notes.  In Fitch's opinion, the class A-1MM notes would still have
a limited margin of safety from default based on the portfolio's
credit quality; however, the amount of credit enhancement erosion
expected from principal proceeds going toward accrued interest
payments is significant enough to make default a real possibility.
Therefore, the class A-1MM notes are downgraded to 'CCC'.

The short-term rating on the class I-MM notes is withdrawn,
because the put agreement between Northlake I and AIG Financial
Products Corp. has been terminated.  The class I-MM notes could
not be successfully remarketed on March 6, 2009, and AIG elected
to take the term bonds purchase option.

Due to the significant collateral deterioration, all PCM rating
loss rates exceed the credit enhancement available to class I-A,
class II, class III and the preferred shares.  For these classes,
Fitch considered future payment expectations to determine their
appropriate ratings.

The class I-A and class II notes are downgraded to 'C' because
default appears inevitable for both classes at or prior to
maturity.  Both classes are still receiving timely interest
distributions; however, based on the credit quality of the
portfolio and the extent of principal leaking to pay interest, the
class I-A notes are not expected to receive full principal
repayment by maturity, and the class II notes are not expected to
receive any principal repayment.

The failing senior coverage tests are unlikely to cure in the
future, therefore the class III notes and preferred shares are not
expected to receive any interest or principal distributions going
forward and are affirmed at 'C'.

Northlake I is a structured finance collateralized debt obligation
that closed on Feb. 26, 2003 and is managed by Deerfield Capital
Management LLC.  The portfolio is composed of residential
mortgage-backed securities (52.2%), commercial mortgage-backed
securities (28.9%), asset-backed securities (11.3%), corporate
CDOs (4%), and SF CDOs (3.6%).

Fitch has taken various actions on these classes of Northlake CDO
I, Ltd./Corp. as indicated:

  -- $98,587,200 class I-MM notes downgraded to 'CCC/WD' from
     'BBB/F2';

  -- $49,798,697 class I-A notes downgraded to 'C' from 'CCC';

  -- $45,000,000 class II notes downgraded to 'C' from 'CC';

  -- $14,009,139 class III notes affirmed at 'C';

  -- $14,000,000 preferred shares affirmed at 'C'; 'DR6'
     withdrawn.


NORTHWESTERN INVESTMENT: Fitch Affirms Ratings on Two Classes
-------------------------------------------------------------
Fitch Ratings has downgraded one and affirmed two classes of notes
issued by Northwestern Investment Management Company CBO I Fund
Ltd./Corp.

This review was conducted under the framework described in the
reports 'Global Structured Finance Rating Criteria', 'Global
Rating Criteria for Corporate CDOs', and 'Criteria for Structured
Finance Recovery Ratings'.

The class A notes of Northwestern CBO I are insured for interest
and principal by Financial Security Assurance Inc. On Oct. 12,
2009, Fitch downgraded the rating of FSA to 'AA' from 'AA+',
removed the rating from Rating Watch Negative, and assigned a
Negative Rating Outlook.  Therefore, the rating of the class A
notes of Northwestern CBO I is also downgraded to 'AA', removed
from Rating Watch Negative, and assigned a Negative Outlook.

Northwestern CBO I is a collateralized debt obligation that closed
Dec. 15, 1999 and is managed by Mason Street Advisors (formerly
known as Northwestern Investment Management Company).  The
proceeds of the issuance were invested in a static portfolio
consisting primarily of high yield corporate bonds.  Due to poor
collateral performance, the class A overcollateralization test has
been failing since 2002.  As a result, the classes B-1 and B-2
notes have not received any distributions since this time.

As of the Oct. 26, 2009 trustee report, more than 55% of the
remaining portfolio assets of $31.4 million are considered
defaulted.  Given the limited recovery prospects of these
defaulted names, Fitch expects insufficient proceeds will be
available to meet all of the issuer's obligations.  Fitch projects
that all future interest and principal proceeds will be directed
toward the class A notes after paying certain fees and expenses.
The class A notes would likely suffer a principal impairment at
maturity without the insurance policy provided by FSA.  No future
distributions are expected on the classes B-1 and B-2 notes.

Fitch has taken these rating actions on these classes of notes
issued by Northwestern CBO I:

  -- $24,439,433 class A notes downgraded to 'AA' from 'AA+';
     removed from Rating Watch Negative and assigned Negative
     Outlook;

  -- $15,000,000 class B-1 notes affirmed at 'C/RR6';

  -- $11,000,000 class B-2 notes affirmed at 'C/RR6'.


PARCS-R MASTER: S&P Downgrades Rating on 2007-15 Notes to 'CCC'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the trust
units issued by PARCS-R Master Trust's series 2007-15 to 'CCC'
from 'BBB' and removed it from CreditWatch with negative
implications.

The rating on this transaction is directly linked to the rating on
the M-2 notes issued by RASC Series 2006-KS3 Trust (a residential
mortgage-backed securities subprime transaction), which Standard &
Poor's lowered to 'CCC' and removed from CreditWatch negative on
Sept. 25, 2009.


PLENARY PROPERTIES: S&P Assigns 'BB' Rating on Series I Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'BBB'
issue-level rating to Plenary Properties NDC GP's series IA, IB,
and II senior secured notes.  At the same time, Standard & Poor's
has assigned its 'BB' rating to Plenary's series I subordinated
notes.  The outlook is stable.

Plenary is a special purpose vehicle owned by Plenary Group (not
rated), which the Ontario government selected in 2008 to design,
construct, finance, and operate a data center for the Ontario
Ministry of Government Services.  The project's financing entailed
C$82.5 million series IA senior secured notes due Feb. 7, 2040;
C$81.6 million series IB senior secured notes due Feb. 7, 2040;
C$28.9 million series II senior secured notes due May 14, 2010;
and C$15.7 million series I subordinated notes due May 7, 2040.
The senior debt tranches rank pari passu and benefit from an
identical security package.

"In S&P's opinion, the ratings reflect the project's essential
nature to the ministry; a highly rated government counterparty in
the Province of Ontario; and an experienced project team," said
Standard & Poor's credit analyst Mario Angastiniotis.  The team
includes PCL Constructors Canada Inc. (not rated) as the
construction contractor and Johnson Controls L.P. (BBB/Stable/A-2)
as the operator.  Plenary has worked with PCL and JCLP on other
Canadian projects.

MGS, as well as its own clients in other areas of the government,
will be the facility's main users.

The stable outlook reflects S&P's expectation that the
construction work will be completed in accordance with
specifications, on time and within budget; and that the transition
operations will be smooth.  S&P could lower the ratings or revise
the outlook to negative should there be a material delay in the
construction program or significant cost overruns that contractor
or third-party support cannot cover.  There is limited scope for a
higher rating, or an outlook revision to positive, before the
construction period ends.


PORTER SQUARE: Fitch Downgrades Ratings on Three Classes of Notes
-----------------------------------------------------------------
Fitch Ratings has downgraded three and affirmed two classes of
notes issued by Porter Square CDO III, Ltd./Inc., as a result of
continued credit deterioration in the portfolio since Fitch's last
rating action in August 2008.  Approximately 95.3% of the
portfolio has been downgraded since the last review.  The details
of the rating action follow at the end of this press release.

The downgrades to the portfolio have left approximately 98.5% of
the portfolio with a Fitch-derived rating below investment grade
and close to 78% with a rating in the 'CCC' rating category or
lower, compared to 77% and 46.3%, respectively, at last review.
Defaulted securities, as defined in the transaction's governing
documents, now comprise 59.4% of the portfolio, compared to 14.5%
at last review.  The current balance of the portfolio is
$203.8 million including $121 million defaulted securities.

This review was conducted under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Portfolio Credit Model for projecting future default levels
for the underlying portfolio.  Due to the significant collateral
deterioration, all PCM rating loss rates exceed the credit
enhancement available to each class of notes.  In addition to
credit deterioration of the portfolio, the transaction continues
to divert portion of the principal proceeds to pay accrued
interest to timely classes, thus reducing the amount of principal
proceeds available to pay down the notes.

While the class A-1, class A-2 and class B notes are receiving
current interest distributions, given the large outstanding amount
of the class A-1 notes and expected low recoveries for assets
considered as defaulted, only the class A-1 notes are projected to
receive some principal by maturity.  Accordingly, the class A-2,
class B, class C and class D notes are not expected to receive any
principal distributions going forward.

Porter Square III is a structured finance collateralized debt
obligation that closed on Oct. 25, 2005 and is managed by TCW
Asset Management Company.  Presently 73.5% of the portfolio is
composed of residential mortgage-backed securities, 24.5% consists
of high yield CDOs 24.5%, and 2.2% of U.S. SF CDOs.

Fitch has affirmed and downgraded these as indicated:

  -- $150,334,642 class A-1 downgraded to 'C' from 'B';
  -- $56,000,000 class A-2 downgraded to 'C' from 'CCC';
  -- $48,000,000 class B downgraded to 'C' from 'CC';
  -- $15,082,629 class C affirmed at 'C';
  -- $24,193,226 class D affirmed at 'C'.


PREFERRED TERM: Fitch Junks Ratings on Floating Notes From 'A'
--------------------------------------------------------------
Fitch Ratings downgrades one class of notes issued by Preferred
Term Securities V, Ltd./Inc.  Currently, two out of the five
issuers in the collateral pool are considered defaulted.  As a
result, credit enhancement levels to the mezzanine notes have
deteriorated.  With little or no principal proceeds expected from
the two defaulted securities, which together account for 43.1% of
the portfolio, default on the mezzanine notes is probable.  The
details of the rating action follow at the end of this press
release.

On Oct. 5, 2009, there was an interest shortfall to the mezzanine
notes.  The periodic interest due to the mezzanine notes was
$195,955 while interest paid was $76,499, leaving a capitalized
unpaid interest amount of $119,457.  As a result of the default of
payment of interest to the mezzanine notes, an event of default
was declared on Oct. 15, 2009.  Due to the defaulted status of the
two securities, Fitch does not expect there will be enough
interest proceeds in the interest collection account to pay
ongoing accrued and unpaid interest and capitalized interest
payments to the mezzanine notes.

The notes are supported by securities from five bank and bank
holding companies, two of which are currently defaulted with a par
amount of $19 million.  The remaining performing portfolio
consists of three securities (two issuers) totaling $25 million.
In addition, there is a $5 million principal strip issued by the
Federal Home Loan Mortgage Corporation that matures in 2031.

Fitch is also aware of an outstanding offer by a defaulted bank
issuer to purchase all of its subordinated debentures at 20% of
par.  The current outstanding amount of debentures from this
issuer in PreTSL V is $8.95 million (20.4% of the portfolio).  The
offer expires Nov. 16, 2009.

This review was conducted under the framework described in the
report 'Fitch Revises Criteria for Reviewing U.S. CDOs Backed by
Bank & Insurance TruPS' using updated bank scores for projecting
expected losses for the underlying portfolio.

Fitch has downgraded this class of PreTSL V:

  -- $27,869,457 floating rate mezzanine notes to 'CC' from 'A'.

Fitch does not assign Rating Outlooks to classes rated 'CCC' or
lower.  The Rating Outlook for the floating rate mezzanine notes
was Negative prior to the downgrade.


PREFERREDPLUS TRUST: S&P Cuts Ratings on Certs. to 'B-'
-------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on
PreferredPLUS Trust Series BLC-2's $33.53 million 8.0% trust
certificates to 'B-' from 'B'.

The rating on the certificates is dependent solely on the rating
on the underlying security, Belo Corp.'s $250 million 7.25%
debentures due Sept. 15, 2027 ('B-').

The rating action reflects the Nov. 9, 2009, lowering of the
rating on the underlying security to 'B-' from 'B'.


PREFERREDPLUS TRUST: S&P Downgrades Ratings on Certs. to 'B-'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on
PreferredPLUS Trust Series BLC-1's $33.146 million 7.875% trust
certificates to 'B-' from 'B'.

The rating on the certificates is dependent solely on the rating
on the underlying security, Belo Corp.'s $250 million 7.25%
debentures due Sept. 15, 2027.

The rating action reflects the Nov. 9, 2009, lowering of the
rating on the underlying security to 'B-' from 'B'.


PROSPECT FUNDING: S&P Affirms Ratings on 11 Tranches
----------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on 11
tranches from Prospect Funding I LLC, a market value
collateralized debt obligation transaction, and removed nine of
them from CreditWatch with negative implications.  The rating
actions follow S&P's monthly review of market value CDO
performance.

The affirmations and CreditWatch removals reflect several months
of stable or improving overcollateralization ratios for the
affected classes due to an increase in loan prices in the leverage
loan markets.

S&P will continue to monitor these transactions through its
monthly review process.  S&P will take negative rating actions
when appropriate if S&P see declines in the O/C levels, and S&P
will take positive rating actions if tranches reestablish an
appropriate cushion above their minimum O/C requirements for
several consecutive months.

                          Rating Actions

                                                       Rating
                                                       ------
  Transaction                             Class      To    From
  -----------                             -----      --    ----
  Prospect Funding I LLC                  A-2        BB    BB/Watch Neg
  Prospect Funding I LLC                  A-3        BB    BB/Watch Neg
  Prospect Funding I LLC                  A-5A       BB    BB/Watch Neg
  Prospect Funding I LLC                  A-5B       BB    BB/Watch Neg
  Prospect Funding I LLC                  A-6        BB    BB/Watch Neg
  Prospect Funding I LLC                  A-7        BB    BB/Watch Neg
  Prospect Funding I LLC                  B-2        CCC   CCC/Watch Neg
  Prospect Funding I LLC                  C-1        CCC-  CCC-/Watch Neg
  Prospect Funding I LLC                  SecCredAgr CCC   CCC/Watch Neg

                         Ratings Affirmed

     Transaction                             Class      Rating
     -----------                             -----      ------
     Prospect Funding I LLC                  D-1        CC
     Prospect Funding I LLC                  D-2        CC


RACE POINT: Fitch Downgrades Ratings on Eight Classes of Notes
--------------------------------------------------------------
Fitch Ratings affirms one and downgrades eight classes of notes
issued by Race Point II CLO Ltd./Inc.  A detailed list of rating
actions follows at the end of this press release.

This review was conducted under the framework described in the
report 'Global Structured Finance Rating Criteria'.  Cash flow and
portfolio default modeling was conducted in accordance with
Fitch's 'Global Criteria for Cash Flow Analysis in Corporate CDOs'
and 'Global Rating Criteria for Corporate CDOs'.

The affirmation of the class A-1 notes is attributed to the
increase in credit enhancement available to the notes as they have
paid down from the application of interest proceeds due to prior
failure of the class C and D overcollateralization test.  Also,
since the end of the reinvestment period in May 2009, principal
proceeds have been applied to amortize the class A-1 notes.  As of
the September 2009 trustee report, the class A-1 notes represented
91.5% of the initial notional amount.  The CE available to the
class A-1 notes is expected to improve as amortization continues,
which will further protect against expected losses from current
and future defaults as well as from any additional negative credit
migration.

The CE for the classes A-2, B, C, and D notes has either remained
the same or decreased since the last rating review in December
2008.  The deterioration in CE is attributed to portfolio losses
from defaulted assets, which now represent 8.1% of the portfolio
from 1.8% at the last rating review.  The overall portfolio credit
quality has also deteriorated as measured by the weighted average
credit quality, which is currently 'B-/CCC'.  The portion of the
performing portfolio that Fitch considers to be rated 'CCC+' and
below has also increased to 34% from 26% at the last rating
review.  Fitch expects the class A-2 notes to perform but the
additional stress in the portfolio is a cause for concern.  The
class B notes are considered to be highly speculative as the
performance of the portfolio has deteriorated; however, a limited
margin of safety remains for these notes.  As current losses from
defaulted assets have eroded CE, the classes C and D notes will be
most vulnerable to future losses and additional credit
deterioration in the portfolio, which makes impairment a real
possibility.

In its review, Fitch analyzed the structure's sensitivity to
ongoing softness in U.S. corporate recoveries.  To accomplish
this, Fitch reduced its average recovery rate assumptions for each
asset type by 30% in one sensitivity scenario and by 50% in a
second sensitivity scenario where explicit Recovery Ratings were
not available.  The current portfolio has a relatively longer
maturity profile, which may result in a slower amortization of the
rated notes and a prolonged exposure to depressed corporate
recovery rates.  The classes A and B notes displayed considerable
sensitivity to lower recoveries.  In addition, approximately 34%
of the underlying portfolio ratings currently have a Negative
Outlook, which may result in additional future rating volatility.
For these reasons, the classes A and B notes have been assigned
Negative Outlooks.  Fitch does not assign Outlooks to notes that
are rated in distressed rating categories, rated 'CCC' or below.

The class A and B notes were assigned Loss Severity ratings.  The
LS ratings indicate each tranche's potential loss severity given
default, as evidenced by the ratio of tranche size to the base-
case loss expectation for the collateral, as explained in Fitch's
'Criteria for Structured Finance Loss Severity Ratings' report.
The LS rating should always be considered in conjunction with the
probability of default indicated by a class' long-term credit
rating.  Fitch does not assign LS ratings to tranches rated in the
'CCC' to 'C' rating categories.

Race Point II is a collateralized loan obligation that closed on
April 16, 2003, and is managed by Sankaty Advisors, LLC.  The
reinvestment period for this transaction ended in May 2009.  The
portfolio comprises 94.3% senior secured loans and 4% junior
secured loans.

Fitch Ratings has taken these rating actions, which include
affirmations, downgrades, assignment of Loss Severity ratings and
Rating Outlooks:

  -- $367,648,277 class A-1 notes affirmed at 'AAA/LS2'; Outlook
     revised to Negative from Stable;

  -- $15,000,000 class A-2 notes downgraded to 'AA/LS5' from
     'AA+'; Outlook revised to Negative from Stable;

  -- $15,000,000 class B-1 notes downgraded to 'B/LS4' from
     'BBB+'; Rating Outlook remains Negative;

  -- $38,000,000 class B-2 notes downgraded to 'B/LS4' from
     'BBB+'; Rating Outlook remains Negative;

  -- $12,000,000 class C-1 notes downgraded to 'CCC' from 'BB';

  -- $5,000,000 class C-2 notes downgraded to 'CCC' from 'BB';

  -- $3,500,000 class D-1 notes downgraded to 'CCC' from 'B';

  -- $3,000,000 class D-2 notes downgraded to 'CCC' from 'B';

  -- $4,000,000 class D-3 notes downgraded to 'CCC' from 'B'.


RELATED CAPITAL: Moody's Cuts Ratings on Series C Funds to 'Ba3'
----------------------------------------------------------------
Moody's Investors Service has downgraded the underlying rating of
the Related Capital Guaranteed Corporate Partners II, LP- Series C
to Ba3 from A2.  The rating outlook is negative.  The Fund's
enhanced A2 rating is not affected by this rating action.

The rating downgrade is primarily due to the adverse market
conditions which have substantially weakened the tax credit
syndication sector.  The demand for tax credits over the past
years has significantly diminished, resulting in fewer corporate
tax credit investors, and challenges in the real estate and credit
markets have weakened the positions of the syndicators.
Furthermore, some individual properties within the fund are
underperforming, primarily due to low debt service coverage
levels, exacerbated by the soft real estate in many markets.
While the fund's historical performance was adequate, Moody's
believes that there is a higher risk associated with tax credit
financings due to the current adverse market environment.

The last rating action was on March 31, 2009, when the enhanced
rating was downgraded to A2 from Aa1 and outlook revised to
stable.


RELATED CAPITAL: Moody's Cuts Ratings on Series B Funds to 'Ba3'
----------------------------------------------------------------
Moody's Investors Service has downgraded the underlying rating of
the Related Capital Guaranteed Corporate Partners II, LP- Series B
to Ba3 from A2.  The rating outlook is negative.  The Fund's
enhanced A2 rating is not affected by this rating action.

The rating downgrade is primarily due to the adverse market
conditions which have substantially weakened the tax credit
syndication sector.  The demand for tax credits over the past
years has significantly diminished, resulting in fewer corporate
tax credit investors, and challenges in the real estate and credit
markets have weakened the positions of the syndicators.
Furthermore, some individual properties within the fund are
underperforming, primarily due to low debt service coverage
levels, exacerbated by the soft real estate in many markets.
While the fund's historical performance was adequate, Moody's
believes that there is a higher risk associated with tax credit
financings due to the current adverse market environment.

The last rating action was on March 31, 2009, when the enhanced
rating was downgraded to A2 from Aa1 and outlook revised to
stable.


RELATED CAPITAL: Moody's Cuts Ratings on Series D Funds to 'Ba3'
----------------------------------------------------------------
Moody's Investors Service has downgraded the underlying rating of
the Related Capital Guaranteed Corporate Partners II, LP- Series D
to Ba3 from A2.  The rating outlook is negative.  The Fund's
enhanced A2 rating is not affected by this rating action.

The rating downgrade is primarily due to the adverse market
conditions which have substantially weakened the tax credit
syndication sector.  The demand for tax credits over the past
years has significantly diminished, resulting in fewer corporate
tax credit investors, and challenges in the real estate and credit
markets have weakened the positions of the syndicators.
Furthermore, some individual properties within the fund are
underperforming, primarily due to low debt service coverage
levels, exacerbated by the soft real estate in many markets.
While the fund's historical performance was adequate, Moody's
believes that there is a higher risk associated with tax credit
financings due to the current adverse market environment.

The last rating action was on March 31, 2009, when the enhanced
rating was downgraded to A2 from Aa1 and outlook revised to
stable.


RELATED CAPITAL: Moody's Downgrades Ratings on Funds to 'Ba3'
-------------------------------------------------------------
Moody's Investors Service has downgraded the underlying rating of
the Related Capital Guaranteed Corporate Partners II, LP- Series F
to Ba3 from A2.  The rating outlook is negative.  The Fund's
enhanced A2 rating is not affected by this rating action.

The rating downgrade is primarily due to the adverse market
conditions which have substantially weakened the tax credit
syndication sector.  The demand for tax credits over the past
years has significantly diminished, resulting in fewer corporate
tax credit investors, and challenges in the real estate and credit
markets have weakened the positions of the syndicators.
Furthermore, some individual properties within the fund are
underperforming, primarily due to low debt service coverage
levels, exacerbated by the soft real estate in many markets.
While the fund's historical performance was adequate, Moody's
believes that there is a higher risk associated with tax credit
financings due to the current adverse market environment.

The last rating action was on March 31, 2009, when the enhanced
rating was downgraded to A2 from Aa1 and outlook revised to
stable.


RFC CDO: Moody's Reviews Ratings on 14 Classes of 2007-1 Notes
--------------------------------------------------------------
Moody's Investors Service placed 14 classes of Notes issued by RFC
CDO 2007-1, Ltd., on review for possible downgrade due to
deterioration in the credit quality of the underlying portfolio.

RFC CDO 2007-1, Ltd., is a revolving commercial real estate
collateralized debt obligation transaction backed by a portfolio
of whole loan debt (52% of the pool), B-note debt (13% of the
pool), mezzanine debt (12% of the pool), commercial mortgage
backed securities collateral (22% of the pool), and CRE CDO
collateral (1% of the pool).  As of September 30, 2009, the
aggregate Notes balance of the transaction, including the Income
Notes and fully drawn amount, has decreased to $959.4 million from
$1 billion at issuance, due to approximately $43 million in pay-
down to the Class A-1 Notes and Class A-1R Notes.  The pay-down
was triggered as a result of the failing of the Class A/B, Class
C/D/E, and Class F/G/H Par Value Tests.  Per the Indenture, the
failure of any Par Value Test results in all scheduled interest
and principal payments being directed to pay down the most senior
notes, until the Par Value Test is satisfied.

Six assets totaling over $93 million par amount (10% of the pool)
were listed as defaulted.  Moody's has identified these parameters
as key indicators of the expected loss within CRE CDO
transactions: weighted average rating factor, weighted average
life, weighted average recovery rate, and Moody's asset
correlation.  Moody's review will focus on potential losses from
defaulted collateral and the key indicators listed above.

The rating action is:

  -- Cl. A-1, Aaa Placed Under Review for Possible Downgrade;
     previously on April 25, 2007 Assigned Aaa

  -- Cl. A-1R, Aaa Placed Under Review for Possible Downgrade;
     previously on April 25, 2007 Assigned Aaa

  -- Cl. A-2, Baa2 Placed Under Review for Possible Downgrade;
     previously on April 15, 2009 Downgraded to Baa2

  -- Cl. A-2R, Baa2 Placed Under Review for Possible Downgrade;
     previously on April 15, 2009 Downgraded to Baa2

  -- Cl. B, B1 Placed Under Review for Possible Downgrade;
     previously on April 15, 2009 Downgraded to B1

  -- Cl. C, Caa1 Placed Under Review for Possible Downgrade;
     previously on April 15, 2009 Downgraded to Caa1

  -- Cl. D, Caa2 Placed Under Review for Possible Downgrade;
     previously on April 15, 2009 Downgraded to Caa2

  -- Cl. E, Caa2 Placed Under Review for Possible Downgrade;
     previously on April 15, 2009 Downgraded to Caa2

  -- Cl. F, Caa2 Placed Under Review for Possible Downgrade;
     previously on April 15, 2009 Downgraded to Caa2

  -- Cl. G, Caa3 Placed Under Review for Possible Downgrade;
     previously on April 15, 2009 Downgraded to Caa3

  -- Cl. H, Caa3 Placed Under Review for Possible Downgrade;
     previously on April 15, 2009 Downgraded to Caa3

  -- Cl. J, Caa3 Placed Under Review for Possible Downgrade;
     previously on April 15, 2009 Downgraded to Caa3

  -- Cl. K, Caa3 Placed Under Review for Possible Downgrade;
     previously on April 15, 2009 Downgraded to Caa3

  -- Cl. L, Caa3 Placed Under Review for Possible Downgrade;
     previously on April 15, 2009 Downgraded to Caa3

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 review is summarized in a
press release dated April, 15 2009.


RIVER LAKE: Moody's Downgrades Ratings on $28 Mil. Notes to 'B3'
----------------------------------------------------------------
Moody's Investors Service has downgraded these life insurance-
linked securities:

River Lake Insurance Company IV Limited:

  -- $28 million of Class B Floating Rate Subordinated Notes to B3
     from Baa3.

The rating outlook on River Lake IV is stable.  This rating action
concludes the review for possible downgrade that was initiated on
May 26, 2009.  The rating will be withdrawn for business reasons.

Moody's said the downgrade of the River Lake IV subordinated notes
was driven primarily by the adverse impact of increased investment
losses on the notes' default probability as well as their
contribution to expected losses on the notes.  The company's
investment portfolio has experienced sizeable impairments and
significant ratings migration in residential mortgage-backed
securities and other structured finance securities.  Somewhat
offsetting the weakness in the investment portfolio is the current
high allocation to cash and short-term U.S. government securities,
which will likely be reinvested in corporate securities.

The rating agency further commented that while investment losses
are higher than expected, the performance of the underlying
insurance risk has generally been consistent with the original
expectations, and has not contributed to the credit deterioration
of the transaction.

River Lake IV is a special purpose captive reinsurer sponsored by
and wholly-owned by Genworth Life and Annuity Insurance Company
(GLAIC, A2 insurance financial strength, negative outlook), which
is an operating company of Genworth Financial, Inc. (Baa3 senior
debt, negative outlook).  River Lake IV was established for the
purpose of funding excess reserve requirements associated with
distinct blocks of business ceded by GLAIC.  The reinsurance
agreement between GLAIC and River Lake IV covers defined blocks of
level premium term life policies subject to the statutory reserve
requirements of Regulation XXX.

The last rating action on the subordinated notes of River Lake IV
occurred on May 26, 2009, when Moody's placed the ratings on
review for downgrade.  The rating on $500 million of River Lake
IV's Class A Series A-1 Floating Rate Guaranteed Notes (insured by
MBIA Insurance Corporation) was withdrawn on November 4, 2009.

River Lake IV's ratings were assigned by evaluating factors
believed to be relevant to the credit profile of the subordinated
notes such as (i) the demographics and actuarial experience of the
referenced block of (re)insurance business, (ii) relevant industry
experience for similar products/underwriting, (iii) review of
independent actuarial report, including assumptions underlying
projected cash flows, (iv) expected loss and probability of
default estimated via stochastic and deterministic modeling of the
insurance cashflows and the performance of invested assets, and
(v) other factors believed to be applicable to the assessment of
the creditworthiness of the transaction, such as a review of the
structural, legal, and regulatory risks.


ROCKALL CLO: Moody's Withdraws Ratings on Three Classes of Notes
----------------------------------------------------------------
Moody's Investors Service announced that it has withdrawn the
ratings of these classes of notes issued by Rockall CLO B.V.:

  -- EUR6,250,000 Class B-1 Second Senior Secured Floating Rate
     Notes due 2013, Withdrawn; previously on November 11, 2009
     Downgraded to Ba1;

  -- EUR12,250,000 Class C-1 Third Senior Secured Floating Rate
     Notes due 2013, Withdrawn; previously on November 11, 2009
     Downgraded to Ba2;

  -- EUR12,250,000 Class D-1 Forth Senior Secured Floating Rate
     Notes due 2013, Withdrawn; previously on November 11, 2009
     Downgraded to Ba3.

Moody's explained that the withdrawal of the ratings of the above
classes of notes was in response to Rockall CLO's request for
withdrawal of such ratings.  Rockall CLO requested the withdrawl
of ratings for business reasons.

Rockall CLO B.V. which was issued on June 28, 2006, is a market
value collateralized loan obligation transaction backed primarily
by a portfolio of senior secured loans.


SANKOFA SHULE: Moody's Withdraws 'Ca' Rating on Certificates
------------------------------------------------------------
Moody's Investors Service has withdrawn the Ca rating on the
Sankofa Shule Charter School, Michigan, Certificates of
Participation, Series 2000.

The charter school closed in June 2007 and the certificates are in
default.  Moody's has withdrawn the Ca rating as a result of
Sankofa Shule Charter School's continued status in bankruptcy and
the expected absence of meaningful developments in the
intermediate term.

Moody's will attempt to inform the market when final settlement is
rendered by the court.


SATURN VENTURES: Moody's Downgrades Ratings on Four Classes
-----------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
ratings of four classes of notes issued by Saturn Ventures 2004 -
Fund America Investors III, Limited.  The notes affected by the
rating action are:

  -- US$280,000,000 Class A-1 Floating Rate Senior Notes,
     Downgraded to B1; previously on February 4, 2009 Downgraded
     to Baa2

  -- US$60,000,000 Class A-2 Floating Rate Senior Notes,
     Downgraded to Ca; previously on February 4, 2009 Downgraded
     to B3

  -- US$22,000,000 Class A-3 Floating Rate Senior Notes,
     Downgraded to C; previously on February 4, 2009 Downgraded to
     Caa2

  -- US$10,000,000 Class B Floating Rate Senior Subordinate
     Notes, Downgraded to C; previously on February 4, 2009
     Downgraded to Ca

Saturn Ventures 2004 - Fund America Investors III, Limited, is a
collateralized debt obligation backed primarily by a portfolio of
Residential Mortgage-Backed Securities.  RMBS is approximately 66%
of the underlying portfolio of which the majority are from 2003
and 2004 vintages.

The rating downgrade actions reflect deterioration in the credit
quality of the underlying portfolio.  Credit deterioration of the
collateral pool is observed through a decline in the average
credit rating (as measured by an increase in the weighted average
rating), an increase in the dollar amount of defaulted securities,
and an increase in the proportion of securities rated "Caa1" and
below.  The ratings of approximately 30% of the underlying assets
have been downgraded since Moody's last review of the transaction
in February 2009.  Currently the Trustee reports the weighted
average rating of B3 for the underlying portfolio.  Securities
rated "Caa1" or lower comprise more than 30% of the underlying
portfolio.  The Trustee reports that certain coverage tests are
failing, including the Class A Principal Coverage Test.


SMART HOME: Moody's Downgrades Ratings on Eight 2005-1 Tranches
---------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of eight
tranches issued by Smart Home Reinsurance 2005-1 Limited due to
higher expected losses in relation to remaining tranche-specific
credit protection.

This transaction is a synthetic securitization backed by mortgage
insurance exposure on a reference portfolio of approximately
$251 million of subprime and Alt-A mortgage loans.  The mortgage
insurance is provided by Radian Guaranty Inc.  Noteholders are
exposed to the risk of future claims under the mortgage insurance
policies.  The riskiness of the notes is a function of the credit
performance of the underlying reference portfolio of mortgage
loans and the amount of risk assumed.  Credit enhancement for the
notes is provided primarily through subordination.

The downgrade actions are triggered by higher than anticipated
delinquency levels as well as slower than anticipated voluntary
prepayments for the reference portfolio, resulting in higher
updated loss expectation for the underlying collateral.  This
translates into higher expected losses for the synthetic
transaction 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 underlying collateral, iii) an analysis of the
transaction's allocation of cash flow and capital structure, and
(iv) a comparison of these attributes against those of other
similar transactions.

Loss estimates are subject to variability and, as a result,
realized losses could ultimately turn out higher or lower
thanMoody'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: Smart Home Reinsurance 2005-1 Limited

  -- Cl. M-1, Downgraded to Baa1; previously on Jul 9, 2009 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to Ba3; previously on Jul 9, 2009 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to B2; previously on Jul 9, 2009 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-4, Downgraded to Ca; previously on Jul 9, 2009 A1
     Placed Under Review for Possible Downgrade

  -- Cl. M-5, Downgraded to C; previously on Jul 9, 2009 A2 Placed
     Under Review for Possible Downgrade

  -- Cl. M-6, Downgraded to C; previously on Jul 9, 2009 A2 Placed
     Under Review for Possible Downgrade

  -- Cl. M-7, Downgraded to C; previously on Jul 9, 2009 A3 Placed
     Under Review for Possible Downgrade

  -- Cl. M-8, Downgraded to C; previously on Jul 9, 2009 Baa1
     Placed Under Review for Possible Downgrade


SORIN REAL: Moody's Reviews Ratings on Nine Classes of Notes
------------------------------------------------------------
Moody's Investors Service placed nine classes of Notes issued by
Sorin Real Estate CDO IV Ltd. on review for possible downgrade due
to deterioration in the credit quality of the underlying
portfolio.

Sorin Real Estate CDO IV Ltd. is a revolving commercial real
estate collateralized debt obligation transaction backed by a
portfolio of whole loan debt (38% of the pool), B-note debt (1% of
the pool), mezzanine debt (16% of the pool), commercial mortgage
backed securities collateral (40% of the pool), and CRE CDO
collateral (5% of the pool).  As of October 21, 2009, the
aggregate Notes balance of the transaction, including the Income
Notes, has decreased to $375.6 million from $400 million at
issuance, due to approximately $26 million in pay-down to the
Class A1Notes.  The pay-down was triggered as a result of the
failing of the Class A/B, Class C/D, and Class E/F Principal
Coverage Tests.  Per the Indenture, the failure of any Principal
Coverage Test results in all scheduled interest and principal
payments being directed to pay down the most senior notes, until
the Principal Coverage Test is satisfied.

Ten assets totaling over $90 million par amount (24% of the pool)
were listed as defaulted.  Moody's has identified these parameters
as key indicators of the expected loss within CRE CDO
transactions: weighted average rating factor, weighted average
life, weighted average recovery rate, and Moody's asset
correlation.  Moody's review will focus on potential losses from
defaulted collateral and the key indicators listed above.

The rating action is:

  -- Cl. A1, Aaa Placed Under Review for Possible Downgrade;
     previously on Sep 11, 2006 Assigned Aaa

  -- Cl. A2, Aa2 Placed Under Review for Possible Downgrade;
     previously on Mar 19, 2009 Downgraded to Aa2

  -- Cl. A3, Aa3 Placed Under Review for Possible Downgrade;
     previously on Mar 19, 2009 Downgraded to Aa3

  -- Cl. B, A1 Placed Under Review for Possible Downgrade;
     previously on Mar 19, 2009 Downgraded to A1

  -- Cl. C, Baa1 Placed Under Review for Possible Downgrade;
     previously on Mar 19, 2009 Downgraded to Baa1

  -- Cl. D, Ba1 Placed Under Review for Possible Downgrade;
     previously on Mar 19, 2009 Downgraded to Ba1

  -- Cl. E, Ba2 Placed Under Review for Possible Downgrade;
     previously on Mar 19, 2009 Downgraded to Ba2

  -- Cl. F, B2 Placed Under Review for Possible Downgrade;
     previously on Mar 19, 2009 Downgraded to B2

  -- Cl. G, Caa3 Placed Under Review for Possible Downgrade;
     previously on Mar 19, 2009 Downgraded to Caa3

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 review is summarized in a
press release dated March, 19 2009.


STARTS LTD: S&P Withdraws 'CCC-' Rating on 2007-7 Notes
-------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'CCC-' rating on
the notes issued by STARTS (Cayman) Ltd.'s series 2007-7, a
synthetic collateralized debt obligation of investment-grade
corporate bonds transaction.  The rating was on CreditWatch with
negative implications before the withdrawal.

The rating withdrawal follows the complete redemption of the notes
on Nov. 3, 2009, after the noteholders received a repurchase
notice.

                        Rating Withdrawn

                       STARTS (Cayman) Ltd.
                          Series 2007-7

                   Rating                    Balance (mil.)
                   ------                    --------------
Class           To     From               Current      Previous
-----           --     ----               -------      --------
Notes           NR     CCC-/Watch Neg        0.00          10.0


TABERNA PREFERRED: Fitch Downgrades Ratings on Five Classes
-----------------------------------------------------------
Fitch Ratings downgrades five and affirms seven classes of notes
issued by Taberna Preferred Funding II, Ltd./Inc.  On the Nov. 5,
2009 payment date, the pro rata class A-1A, A-1B, and A-1C
(together, class A-1) notes received partial accrued interest,
while the class A-2 and B notes did not receive any interest
payments.  On Nov. 12, 2009 the trustee declared an event of
default due to the non-payment of full and timely accrued interest
to the class A-1, A-2, and B notes.  The details of the rating
actions follow at the end of this press release.

The class A-1 notes were paid $470,085 in interest payments on the
Nov. 5, 2009 payment date, all of which came from the principal
collection account as interest proceeds were insufficient to pay
the class A-1 notes or the full hedge payment.  The interest
shortfall amount to the class A-1 notes was $678,656 as the class
A-1 notes received 40.9% of the interest due.

The pro rata class C-1, C-2, and C-3 (together, class C), class D,
pro rata class E-1 and E-2 (together, class E), and the class F
notes are all rated to ultimate return of interest and principal
and are expected to receive little to no future interest proceeds
or principal proceeds.  After accounting for losses from defaulted
issuers in the underlying portfolio, the class C, D, E, and F
notes are undercollateralized indicating that default on these
notes is inevitable.

The important factor for Fitch's downgrade is the failure to make
timely payments to classes whose rating addresses the ability of
the issuer to make timely interest payments.

Fitch has downgraded these classes of Taberna II:

  -- $357,749,495 class A-1A notes to 'D' from 'CCC';
  -- $95,250,801 class A-1B notes to 'D' from 'CCC';
  -- $8,943,738 class A-1C notes to 'D' from 'CCC';
  -- $86,500,000 class A-2 notes to 'D' from 'CC';
  -- $120,500,000 class B notes to 'D' from 'C'.

The class C-1, C-2, C-3, D, E-1, E-2, and F notes are affirmed at
'C'.

Fitch does not assign Rating Outlooks to notes rated 'CCC' or
lower.


UBS COMMERCIAL: S&P Downgrades Ratings on 19 2007-FL1 Certificates
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 19
classes of commercial mortgage pass-through certificates from UBS
Commercial Mortgage Trust 2007-FL1 and removed them from
CreditWatch with negative implications.

S&P's rating actions reflect its assessment of significant
declines in S&P's valuations of the remaining loans in the pool.
The two major asset types (which make up 79% of the pooled trust
balance) that were the primary drivers of S&P's downgrades are:
Lodging properties, which constitute 55% ($840.9 million) of the
pooled trust balance (according to the Oct. 15, 2009, trustee
remittance report), have experienced valuation declines that
ranged between 13% and 67% below the levels S&P assessed at
issuance.  S&P's valuations incorporated actual declines in
revenue per available room and its expectations for future
declines.  Office properties, which make up 24% ($356.5 million)
of the pooled trust balance, experienced valuation declines
ranging between 24% and 47% below issuance levels.  S&P generally
attribute the declines to depressed rental rates and/or higher
vacancy rates.

S&P lowered its ratings on the "MP" raked certificates to 'D'
because of ongoing interest shortfalls, resulting primarily from
special servicing fees for the Maui Prince Resort loan.  S&P
expects the interest shortfalls to continue to affect these raked
classes in the future.

The distribution of interest amounts to the class X interest-only
certificate is made pro rata to the class A-1 certificate, which
S&P downgraded accordingly.  S&P published a request for comment
proposing changes to its IO criteria on June 1, 2009.  After S&P
finalizes its criteria review, S&P may revise its IO criteria,
which may affect outstanding ratings, including the rating on the
IO certificate that S&P lowered.

                        Lodging Collateral

Hotel properties secure 13 loans in the pool totaling
$840.9 million (55% of the pooled trust balance).  These
properties are predominantly in Manhattan (19% of the pooled trust
balance); Maui, Hawaii (11%); and Washington, D.C.  (8%).  S&P
based its hotel analyses, in part, on a review of the available
borrower's operating statements for year-to-date 2009, the 12
months ended Dec. 31, 2008, and the borrower's 2009 budgets, as
well as the Smith Travel Research reports.  A reduction in
business and leisure travel has, in S&P's opinion, significantly
affected the performance of lodging collateral.  S&P's analysis
factored in its assumption that the overall average RevPAR in the
industry would decline between 14% and 16% in 2009.  It also
considered conditions in the local lodging markets.  According to
STR, the New York and Washington, D.C., lodging markets posted 31%
and 8% declines, respectively, in RevPAR for the first nine months
of 2009 compared with 2008, whereas the general U.S. hotel
industry reported an 18% decline in RevPAR for the same period.

                       Largest Lodging Loan

The Essex House loan, the largest loan in the pool, is secured by
a 515-room full-service hotel and 10 sponsor-owned residential
condominium units in Manhattan.  The current trust balance is
$186.5 million (12% of the pooled trust balance), and the whole-
loan balance is $317.0 million.  In addition, the equity interests
in the borrower of the whole loan secure $32.5 million of
mezzanine debt.  The master servicer, Capmark Finance Inc.,
reported a 0.87x debt service coverage and 76% occupancy for the
12 months ended June 30, 2009.  S&P's adjusted valuation has
fallen 58% since issuance, primarily due to the decline in RevPAR
and an increase in operating expenses.  The loan matures on
Sept. 9, 2010, and has two 12-month extension options remaining.

             Lodging Loan With The Special Servicer

The Maui Prince Resort loan is the second-largest loan in the pool
and the only lodging loan that is currently with the special
servicer.  The loan is secured by a 310-room full-service hotel,
development rights for the construction of additional hotel rooms,
two 18-hole golf courses, and 1,190 acres of developable land in
Maui, Hawaii.  The trust and whole-loan balance of $192.5 million
is divided into a $162.5 million senior pooled component (11% of
the pooled trust balance) and a $30.0 million subordinate
nonpooled component raked to the "MP" certificates.  In addition,
the equity interests in the borrower of the whole loan secure four
mezzanine loans with a maximum principal balance of
$227.5 million.  This 90-plus-days delinquent loan was transferred
to the special servicer on June 18, 2009, due to imminent maturity
default.  The loan matured on July 9, 2009.  The property cash
flow is insufficient to cover operating expenses, and reported
occupancy was 51% as of July 2009.  The special servicer for this
loan, CWCapital Asset Management LLC, has filed foreclosure
proceedings.  CWCapital indicated that a new property manager and
receiver are in place, and the special servicer has ordered an
updated appraisal.  CWCapital is currently in discussions with the
mezzanine lenders.  The downgrades of the "MP" raked certificates
to 'D' reflect ongoing interest shortfalls due primarily to
special servicing fees.

      Lodging Loan That Was Previously In Special Servicing

The Le Meridien San Francisco loan, which was recently with the
special servicer, is secured by a 360-room, full-service upscale
hotel in San Francisco.  This loan, with a current trust balance
of $40.0 million (3% of the pooled trust balance) and a whole-loan
balance of $92.1 million, was transferred to the special servicer,
also Capmark, on May 14, 2009, due to a maturity default on May 9,
2009.  The loan did not meet its extension requirements for the
borrower to exercise one of its two extension options.  The master
servicer reported a 5.43x DSC for the 12 months ended March 31,
2009, and 83% occupancy as of August 2009.  S&P's adjusted
valuation has declined 18% since issuance due primarily to a
decrease in RevPAR.  According to Capmark, this loan, which is
current, has been modified.  The modification terms include, among
other items, extending the loan's final maturity date to May 9,
2011.  As part of the workout, the borrower paid down $7.0 million
of the trust balance and repaid the special servicing and workout
fees.  Capmark indicated that the loan was returned to master
servicing in September 2009.

    Lodging Loans With Maturities Within The Next Three Months

Two lodging loans within the pool have maturity dates within the
next three months.  Details are:

The W Hotel Washington, D.C., loan is secured by a 317-room full-
service hotel in Washington, D.C.  The loan has a whole-loan
balance of $140.1 million that is split into a $65.0 million
senior pooled component (4% of the pooled trust balance), a
$5.0 million subordinate nonpooled component that supports the
class "O-HW" raked certificate (not rated), and three subordinate
nontrust junior interests with a maximum principal balance of
$70.1 million.  In addition, the equity interests in the borrower
of the whole loan secure three mezzanine loans with a maximum
principal balance of $19.9 million.  Capmark stated that the
property underwent substantial renovations and was completely
closed for all of 2008 and the first six months of 2009.  The
property reopened in July 2009, was fully operational in August
2009, and reported 46% occupancy for the two months ended Aug. 31,
2009.  S&P's adjusted valuation, which considers the local lodging
market and the recent reopening, has fallen 27% since issuance.
The loan matures on Jan. 9, 2010.  According to Capmark, the
borrower has indicated that it plans to exercise one of its two
remaining one-year extension options.

The Hilton Westchase loan is secured by a 297-room full-service
hotel in Houston, Texas, and has a trust balance of $25.0 million
and a whole-loan balance of $32.8 million.  Capmark, the master
servicer, reported a 6.61x DSC for the 12 months ended March 31,
2009, and 66% occupancy as of July 2009.  S&P's adjusted valuation
is comparable to the levels S&P assessed at issuance.  The loan
matures on Feb. 9, 2010, and has two one-year extension options
remaining.  According to Capmark, the borrower has not yet
indicated whether it plans to exercise its extension options.

              Lodging Loans With Raked Certificates

In addition to the "MP" raked certificates, Standard & Poor's also
rates the class "O-MD," "O-SA," and "O-HA" raked certificates.
Details of the lodging loans that secure these raked certificates
are:

The Marriott Washington, D.C., loan is secured by a 470-room full-
service hotel in Washington, D.C.  This loan has a whole-loan
balance of $120.4 million, which consists of a $56.1 million
senior pooled component, a $1.9 million subordinate nonpooled
component raked to the class "O-MD" certificate, and three
subordinate nontrust junior participation interests totaling
$62.4 million.  Capmark reported a DSC of 6.34x for the 12 months
ended March 31, 2009, and 70% occupancy as of June 2009.  S&P's
adjusted valuation has declined 26% since issuance, primarily due
to lower-than-expected RevPAR.  The loan matures on May 9, 2010,
and has two one-year extension options remaining.  The St.
Anthony Hotel loan is secured by a 352-room full-service hotel in
San Antonio, Texas.  This loan has a whole-loan balance of
$38.3 million, which consists of a $22.3 million senior pooled
component, a $2.0 million subordinate nonpooled component raked to
the class "O-SA" certificate, and a $14.0 million subordinate
nontrust junior participation interest.  In addition, the equity
interests in the borrower of the whole loan secure $10.0 million
of mezzanine debt.  Capmark reported a DSC of 1.49x for the 12
months ended June 30, 2009, and 47% occupancy as of July 2009.
S&P's adjusted valuation has declined 67% since issuance due to a
prolonged renovation contributing to lower-than-expected RevPAR,
coupled with an increase in operating expenses.  The loan matures
on Aug. 9, 2010, and has two one-year extension options remaining.
The Hilton Arlington-TX loan is secured by a 308-room full-service
hotel in Arlington, Texas.  This loan has a whole-loan balance of
$24.7 million, which consists of a $15.5 million senior pooled
component, a $1.5 million subordinate nonpooled component that
supports the class "O-HA" raked certificate, and a $7.7 million
subordinate nontrust junior participation interest.  Capmark
reported a 4.56x DSC for the 12 months ended March 31, 2009, and
55% occupancy as of July 2009.  S&P's adjusted valuation has
declined 49% since issuance due to significant declines in RevPAR.
This loan matures on Nov. 9, 2010, and has one remaining one-year
extension option.

                        Office Collateral

Office properties secure seven loans totaling $356.5 million (24%
of the pooled trust balance).  The largest concentrations are in
Reston and Fairfax, Virginia (8% of the pooled trust balance),
Santa Monica, California (5%), Atlanta, Georgia (4%), and
Princeton, N.J. (3%).  Most of the office properties have
experienced lower rental rates and/or higher vacancies since
issuance.

                       Largest Office Loan

The 2600-2800 Colorado Avenue loan, the largest office loan and
the sixth-largest loan in the pool, has a trust balance of
$75.0 million (5% of the pooled trust balance) and a maximum
whole-loan balance of $148.0 million.  In addition, the equity
interests in the borrower of the whole loan secure two mezzanine
loans totaling $40.0 million.  This loan is secured by two five-
story office buildings and one free-standing single-story
preschool building in Santa Monica, Calif., totaling 305,750 sq.
ft. Capmark, the master servicer, reported a 2.95x DSC for year-
end 2008, and 94% occupancy as of June 2009.  S&P's adjusted
valuation is down 24% since issuance due primarily to lower-than-
expected rental revenue.  The loan matures on July 9, 2010, and
has four one-year extension options remaining.

    Office Loans With Maturities Within The Next Three Months

Two office loans in the pool have maturity dates within the next
three months.

Details are:

The Centerpointe I & II loan is secured by two suburban office
buildings totaling 424,700 sq. ft. in Fairfax, Va., and has a
trust and whole-loan balance of $55.0 million.  In addition, the
equity interests in the borrower of the whole loan secure three
mezzanine loans with a maximum principal balance of $68.8 million.
Capmark reported a 0.38x DSC for year-end 2008 and 57% occupancy
as of August 2009.  S&P's adjusted valuation has fallen 31% since
issuance, mainly due to the departure of a major tenant, CGI
(309,000 sq. ft), in June 2008 after its lease expired.  The loan
matures on Feb. 9, 2010.  According to Capmark, the borrower has
indicated that it plans to exercise one of its two remaining one-
year extension options.

The RexCorp Princeton Office Portfolio loan is secured by four
suburban office properties in Princeton, N.J., totaling 444,800
sq. ft., and has a trust and whole-loan balance of $48.0 million.
In addition, the equity interests in the borrower of the whole
loan secure a mezzanine loan with a maximum principal balance of
$37.7 million.  Capmark reported negative cash flow and 42%
occupancy as of August 2009.  S&P's adjusted valuation has
declined 24% since issuance, due primarily to lower-than-expected
occupancy levels.  In addition to this loan, two other loans in
the pool, RexCorp NJ/Long Island Land and RexCorp Plainview Land,
have a related sponsor and maturity dates.  Details are below.

The RexCorp NJ/Long Island Land loan is secured by four parcels of
unimproved land totaling 230 acres in Madison Borough and Chatham
Township, New Jersey, and East Patchogue, New York, and has a
trust and whole-loan balance of $13.9 million.  The equity
interests in the borrower of the whole loan secure mezzanine debt
with a maximum principal balance of $8.8 million.  S&P's adjusted
valuation has declined 53% since issuance.  The RexCorp Plainview
Land loan, secured by two vacant land parcels totaling 165 acres
in Plainview, New York, has a trust and whole-loan balance of
$13.4 million.  The equity interests in the borrower of the whole
loan secure mezzanine debt with a maximum principal balance of
$15.1 million.  S&P's adjusted valuation has fallen 51% since
issuance.  The three RexCorp-related loans have final maturities
on Feb. 11, 2010.  According to Capmark, the borrowers for the
three RexCorp loans have not yet indicated their refinance plans.
Capmark stated that these three loans will be transferred to the
special servicer if they are not paid off by their final maturity
dates.

                  Other Specially Serviced Loan

The Atlantic Towers loan, the other specially serviced loan in the
pool, is secured by three land parcels totaling 2.1 acres in
Washington, D.C.  This 90-plus-days delinquent loan has a trust
and whole-loan balance of $21.6 million (1% of the pooled trust
balance).  In addition, the equity interests in the borrower of
the whole loan secure two mezzanine loans totaling $18.4 million.
This loan was transferred to the special servicer, Capmark, on
May 1, 2009, due to imminent maturity default, and the borrower
failed to pay off the loan upon its May 9, 2009, maturity date.
Capmark has begun foreclosure proceedings.  The master servicer,
Capmark, also calculated a $7.2 million appraisal reduction amount
based on the July 2009 appraisal, which valued the land parcels at
a level that is significantly below the senior trust balance.  S&P
lowered its rating to 'D' in July 2009 after the related ongoing
special servicing fees caused interest shortfalls on class L.

                Other Loan With Raked Certificates

In addition to the raked certificates S&P discussed above,
Standard & Poor's also rates one other raked certificate in the
pool, the "O-BH" certificate.  The Beverly HCPI loan has a whole-
loan balance of $35.0 million that consists of a $32.0 million
senior pooled component and a $3.0 million subordinate nonpooled
component that supports the class "O-BH" raked certificate.  This
loan is secured by six skilled nursing facilities totaling 852
beds in Indiana and Wisconsin.  In addition, the equity interests
in the borrower of the whole loan secure a $7.0 million mezzanine
loan.  Capmark reported a DSC of 5.92x for the 12 months ended
March 31, 2009, and 87% occupancy as of June 2009.  S&P's adjusted
valuation has declined 20% since issuance, primarily due to
higher-than-expected operating expenses.  This loan matures on
April 9, 2010, and has two one-year extension options remaining.

      Ratings Lowered And Removed From Creditwatch Negative

              UBS Commercial Mortgage Trust 2007-FL1
          Commercial mortgage pass-through certificates

               Rating
               ------
   Class    To        From              Credit enhancement (%)
   -----    --        ----              ----------------------
   A-1      AA+       AAA/Watch Neg                      41.22
   A-2      BB+       AAA/Watch Neg                      20.81
   B        BB        AA+/Watch Neg                      17.03
   C        BB-       AA/Watch Neg                       14.98
   D        B+        AA-/Watch Neg                      13.19
   E        B         A+/Watch Neg                       11.40
   F        B-        A/Watch Neg                         9.60
   G        CCC+      A-/Watch Neg                        7.81
   H        CCC       BBB+/Watch Neg                      5.89
   J        CCC-      BBB/Watch Neg                       4.10
   K        CCC-      BBB-/Watch Neg                      2.30
   M-MP     D         BBB+/Watch Neg                       N/A
   N-MP     D         BBB/Watch Neg                        N/A
   O-MP     D         BBB-/Watch Neg                       N/A
   O-MD     CCC+      BBB-/Watch Neg                       N/A
   O-BH     B-        BBB-/Watch Neg                       N/A
   O-SA     CCC-      BBB-/Watch Neg                       N/A
   O-HA     CCC-      BBB-/Watch Neg                       N/A
   X        AA+       AAA/Watch Neg                        N/A


UNITED AIR: Moody's Assigns 'Ba1' Rating on $698 Mil. Notes
-----------------------------------------------------------
Moody's Investors Service assigned Ba1 and B1 ratings, to the
about $698 million of Class A and the about $112 million of Class
B Pass Through Certificates, respectively, of the 2009-2 Pass
Through Trusts to be issued by United Air Lines, Inc.  The
transaction documentation provides for the possible issuance of
one additional subordinated tranche of certificates.  The
subordination provisions of the inter-creditor agreement provide
for the payment of interest on the Class B Certificates before
payments of principal on the Class A Certificates.  Amounts due
under the Certificates will, in any event, be subordinated to any
amounts due on either of the Class A or Class B Liquidity
facilities, each of which provides for three consecutive semi-
annual interest payments due the respective Certificate holders.

The Class A Equipment Notes and Class B Equipment Notes issued by
United and acquired with the proceeds of the Certificates will be
the sole assets of the Pass Through Trusts.  The Certificates'
proceeds will fund the refinancing of United's 2000-2 Enhanced
Equipment Trust Certificates maturing in 2011.  UAL Corporation
(Caa1 Corporate Family Rating, negative outlook) will guarantee
United's obligations under the Notes Indentures.

                         Rating Rationale

The ratings of the Certificates consider the credit quality of
United as obligor under the Notes, Moody's opinion of the
collateral protection of the Notes, the credit support provided by
the Liquidity Facilities, and certain structural characteristics
of the Notes such as the cross-collateralization and cross-default
provisions and the protections of Section 1110 of Title 11 of the
United States Code.  The assigned ratings of Ba1 and B1 on the
Class A and Class B tranches, respectively, reflect Moody's
opinion of the ability of the Pass Through Trustees to make timely
payment of interest and the ultimate payment of principal at a
date no later than January 15, 2017 for the A tranche and
January 15, 2016, for the B tranche, each the final expected
distribution dates.  "Same as for United's 2009-1 EETC, Moody's
believes that since the majority of the aircraft types that
comprise this transaction are core to United's mainline operations
and fleet strategy, it is likely that United would affirm its
obligations under the Equipment Notes in the event of its
reorganization," said Moody's Analyst Jonathan Root.
Additionally, the cross-collateralization of the aircraft securing
each note underlying the transaction enhances the potential
recovery for investors in the event of a default by the Pass
Through Trusts of their respective Certificate obligations or of
the rejection of the aircraft by United in the event of a
bankruptcy event and pursuant to the provisions of the Code.

Any combination of future changes in the underlying credit quality
or ratings of United, material unexpected changes in the value of
the aircraft pledged as collateral, and/or changes in the status
or terms of the liquidity facilities or the credit quality of the
liquidity provider could cause Moody's' to change its ratings of
the Certificates.

          General Structure of the Series 2009-2 EETC's

The proceeds of the Certificates will initially be held in escrow
and deposited with the Depositary, JPMorgan Chase Bank, N.A.
(short-term rating of P-1), until the issuance of each of the
thirty-seven equipment notes upon the refinancing of the 2000-2
EETC.  The interest on these funds will be sufficient to pay
accrued interest on the outstanding Certificates during the
Deposit Period.

The collateral pool consists of 37 aircraft: twelve A319-100's,
five A320-100's, three B757-200's, four B757-200ETOPS, three B777-
200's, seven B777-200ER's and three B747-400's.

The Certificates issued to finance the aircraft are not
obligations of, nor are they guaranteed by United.  However, the
amounts payable by United under the Notes will be sufficient to
pay in full all principal and interest on the Certificates when
due.  The Notes will be secured by a perfected security interest
in the aircraft.  It is the opinion of counsel to United that the
Notes will be entitled to benefits under Section 1110 of the U.S.
Bankruptcy Code.  Under Section 1110 of the U.S. Bankruptcy Code,
if United fails to pay its obligations under the Notes, the
collateral trustee has the right to repossess any aircraft which
have been rejected by United.  Scheduled interest payments on the
Certificates will be supported by the respective liquidity
facilities sized to pay up to three respective consecutive semi-
annual interest payments in the event United defaults on its
obligations under the Notes.  The liquidity facility does not
provide for payments of principal due, nor interest on the
Certificate proceeds held in escrow during the Deposit Period.
The provider of each of the liquidity facilities is Goldman Sachs
Bank USA.  The Goldman Sachs Group, Inc. (Moody's short-term
rating of P-1), will guarantee Goldman Sachs Bank USA's
obligations under the Revolving Credit Facilities for each of the
A and B tranches.  The liquidity provider has a priority claim on
proceeds from liquidation of the Equipment Notes and other Trust
collateral ahead of any of the holders of the Certificates and is
also the controlling party following default.

                     Cross-Collateralization

The ratings of the 2009-2 Certificates benefit from the cross-
collateralization of the Notes, a feature which Moody's believes
can enhance recovery in the event of a default.  The structure
provides that, in the event any or all aircraft are sold, any
surplus proceeds are made available to cover shortfalls due under
the Notes related to the sale of any of the other aircraft.
Importantly, all surplus proceeds are retained until maturity of
the Equipment Notes financing or the indentures are cancelled.
All Notes held by the Subordination Agent will be cross-
subordinated such that payments received on the B certificates
will be applied in order of the priorities set out in the
Intercreditor Agreement.

Moody's considers the number of aircraft and the number of
different aircraft models that comprise the collateral pool when
assessing the amount of LTV benefit of a cross-collateralized EETC
structure.  The large number of aircraft and aircraft types in the
transaction result in a meaningful LTV benefit.  That the included
models are integral to United's short- and long-haul routes
support the likelihood of affirmation by United of its obligations
under the related equipment notes, thus minimizing the probability
of the cross-collateralization benefit being called upon by
creditors over the life of the transaction.

The last rating action was on October 5, 2009 when Moody's
assigned a Ba1 rating to United's 2009-1A EETC.

Assignments:

Issuer: United Air Lines, Inc.

  -- Senior Secured Enhanced Equipment Trust, Assigned B1
  -- Senior Secured Enhanced Equipment Trust, Assigned Ba1

United Air Lines, Inc., and its parent UAL Corporation are based
in Chicago, Illinois.  United is one of the largest passenger
airlines in the world.


UNITED AIR: S&P Assigns 'BB' Rating on Class B 2009-2 Certs.
------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its
preliminary 'BBB' rating to United Air Lines Inc.'s series 2009-2
Class A pass-through certificates, with an expected maturity of
Jan. 15, 2017, and assigned its preliminary 'BB' rating to the
company's 2009-2 Class B pass-through certificates, with an
expected maturity of Jan. 15, 2016.  The final legal maturity will
be 18 months after the expected maturity for both classes.  The
issues are a drawdown under a Rule 415 shelf registration.

"We base the preliminary 'BBB' rating on the 2009-2 Class A
certificates and the preliminary 'BB' rating on the 2009-2 Class B
certificates on United's credit quality, substantial collateral
aircraft coverage, and on legal and structural protections
available to the pass-through certificates," said Standard &
Poor's credit analyst Betsy R.  Snyder.  "The company will use the
proceeds to refinance most of its 2000-2 pass-through certificates
(repaying the class A and class B certificates, leaving a small
amount of the C certificates) and to finance four additional
aircraft," she continued.

The negative outlook reflects S&P's continuing concerns that
either renewed economic weakness or another spike in fuel prices
could widen losses and drain liquidity.  S&P could lower its
ratings on parent UAL Corp. and United if unrestricted cash
consistently falls below $2.5 billion.  In assessing the credit
implications of any liquidity level, S&P would also consider
normal seasonal changes in cash and air traffic liability (cash
levels fluctuate somewhat with seasonal ticket purchasing
patterns, with the end of the second quarter near the high point
and the end of the fourth quarter near the low point), upcoming
debt maturities and other claims on cash, and the company's
expected operating cash flows.  S&P does not foresee raising the
corporate credit rating over the next year, but could revise S&P's
outlook to stable if the company returns to profitability and it
appears that trend is sustainable.


VERMEER FUNDING: Fitch Downgrades Ratings on Four Classes of Notes
------------------------------------------------------------------
Fitch Ratings has downgraded four and affirmed three classes of
notes issued by Vermeer Funding II, Ltd./Corp. as a result of
continued credit deterioration in the portfolio since Fitch's last
rating action in February 2009.  Approximately 84.7% of the
portfolio has been downgraded since the last review.  The details
of the rating action follow at the end of this release.

The downgrades to the portfolio have left approximately 85.3% of
the portfolio (including defaults) with a Fitch derived rating
below investment grade, and 64.1% with a rating in the 'CCC'
rating category or lower, compared to 41.8% and 12.6%,
respectively, at last review.  Defaulted securities, as defined in
the transaction's governing documents, now comprise 41.8% of the
portfolio, compared to 11% at last review.  The current balance of
the portfolio is $147.2 million, including $61.5 million defaulted
securities.

The transaction entered an Event of Default on Nov.  4, 2009 when
the net outstanding portfolio collateral balance failed to equal
at least the aggregate outstanding amount of the classes A-1 and
A-2 notes.  Noteholders had not given direction to accelerate the
notes at the time of this review.

This review was conducted under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Portfolio Credit Model for projecting future default levels
for the underlying portfolio.  Due to the significant collateral
deterioration, credit enhancement levels available to all classes
of notes are exceeded by the 'CCC' rating loss rate, the lowest
rating level loss projected by PCM.  Fitch compared the respective
credit enhancement levels to the amount of underlying assets
considered distressed (rated 'CCC' and lower).  These assets have
a high probability of default and low expected recoveries upon
default.

The class A-1 notes are downgraded to 'CC' and the class A-2 notes
are downgraded to 'C' due to the degree of deterioration within
the underlying portfolio.  While these classes are still receiving
timely interest distributions, Fitch believes that default is
probable for the class A-1 notes and inevitable for the class A-2
notes at or prior to maturity.  This belief is based on the
current credit quality of the portfolio and the credit enhancement
levels of 50.2% and 31%, respectively, compared to 64.1% of the
portfolio being considered distressed.  Part of the interest
payment due to the class A-2 notes is being fulfilled through the
use of principal.

Although the class B notes are also still receiving interest
distributions, default is inevitable.  Therefore the class B notes
were downgraded to 'C'.  The class C notes and the preference
shares are no longer receiving interest distributions and are not
expected to receive any proceeds going forward.  Therefore the
class C notes and the preference shares have been affirmed at 'C'
to indicate Fitch's belief that default is inevitable at or prior
to maturity.

Vermeer II is a structured finance collateralized debt obligation
that closed on Dec. 14, 2004 and is monitored by Rabobank
International.  The portfolio is composed of RMBS (66.9%), CDOs
(18.1%), commercial mortgage-backed securities (6.9%), asset-
backed securities (5.4%), and corporate bonds (2.7%).

Fitch has downgraded and affirmed these ratings as indicated:

  -- $73,280,948 class A-1 notes downgraded to 'CC' from 'BBB-';
  -- $3,000,000 class A-2A notes downgraded to 'C' from 'B';
  -- $25,250,000 class A-2B notes downgraded to 'C' from 'B';
  -- $35,290,000 class B notes downgraded to 'C' from 'CC';
  -- $11,451,859 class C-1 notes affirmed at 'C';
  -- $2,628,771 class C-2 notes affirmed at 'C';
  -- $6,028,899 preference shares affirmed at 'C'.

Fitch does not assign Rating Outlooks to classes rated 'CCC' or
lower.  The Rating Outlooks for classes A-1, A-2A, and A-2B were
Negative prior to the downgrades.


WACHOVIA AUTO: Fitch Keeps All Classes of 2007-1 & 2008-1 Notes
---------------------------------------------------------------
Fitch Ratings has affirmed all classes of the Wachovia Auto Loan
Owner Trust 2007-1 and 2008-1 transactions as part of its on going
surveillance process.

Current loss performance for both transactions is worse than
originally expected and the future, projected performance for the
transactions has been revised accordingly.

Despite higher than expected cumulative net losses and
delinquencies, the cash flows available to service the outstanding
debt in the transactions currently continues to allow credit
enhancement to build on a nominal basis for both transactions.
Fitch analyzed the transactions incorporating stresses of the
revised base case CNL assumptions, the timing of the remaining
losses and various prepayment assumptions.  Based on the analysis,
Fitch concluded that CE is currently adequate to support the
existing ratings under Fitch's revised assumptions and therefore
affirms all classes of outstanding notes for both transactions.

The revisions of the Rating Outlooks to Stable from Negative for
certain notes reflect the sequential payment structure of these
transactions.

The securities are backed by a pool of new and used automobile and
light-duty truck installment loans originated by WFS, a subsidiary
of Wachovia.

Fitch affirms and revises Outlooks on Wachovia Auto Loan Owner
Trust 2007-1:

  -- Class A-3a notes at 'AAA'; Outlook to Stable from Negative;
  -- Class A-3b notes at 'AAA'; Outlook to Stable from Negative;
  -- Class B notes at 'AA'; Outlook to Stable from Negative;
  -- Class C notes at 'A'; Outlook to Stable from Negative;
  -- Class D notes at 'BBB'; Outlook Negative;
  -- Class E notes at 'BB'; Outlook Negative.

Fitch affirms and revises Outlooks on Wachovia Auto Loan Owner
Trust 2008-1:

  -- Class A-2a notes at 'AAA'; Outlook Stable;
  -- Class A-2b notes at 'AAA'; Outlook Stable;
  -- Class A-3 notes at 'AAA'; Outlook Stable;
  -- Class A-4 notes at 'AAA'; Outlook to Stable from Negative;
  -- Class B notes at 'AA'; Outlook to Stable from Negative;
  -- Class C notes at 'A'; Outlook Negative;
  -- Class D notes at 'BBB-'; Outlook Negative;
  -- Class E notes at 'BB-'; Outlook Negative.


WACHOVIA BANK: Fitch Takes Rating Actions on 2005-C17 Certs.
------------------------------------------------------------
Fitch Ratings takes various actions on Wachovia Bank Commercial
Mortgage Trust, 2005-C17 commercial mortgage pass-through
certificates.

The downgrades are the result of Fitch's loss expectations and its
prospective views regarding cash flow declines and commercial real
estate market values.  Fitch forecasts potential losses of 2.9%
for this transaction, should market conditions not recover.  The
rating actions are based on the full losses of 2.9% as a majority
of loans mature in the next five years.  The bonds with Negative
Outlooks indicate classes that may be downgraded in the future.

To determine potential defaults for each loan, Fitch assumed cash
flow would decline by 10% from year-end 2008.  That is consistent
with the analysis used in its review of recent vintage
transactions whereby cash flow was assumed to decline 15% from
year-end 2007 projected over a three-year period.  If the stressed
cash flow would cause the loan to fall below 0.95 times debt
service coverage ratio, Fitch assumed the loan would default
during the term.  To determine losses, Fitch used the above
stressed cash flow and applied a market cap rate by property type,
ranging between 7.5% and 9.5%, to derive a value.  If the loan
balance at default is less than Fitch's derived value, the loan
would realize that amount of loss.  These loss estimates were
reviewed in more detail for loans representing 40.9% of the pool
and, in certain cases, revised based on additional information
and/or property characteristics.  Loss expectations attributed to
loans reviewed in detail represent approximately 38% of the 2.9%.
Because the top 15 loans had limited losses and there is a small
amount of specially serviced loans, the sampled percentage is
lower than other deals.

Approximately 30.8% of the mortgages mature within the next five
years: 7.6% in 2010, 1.1% in 2011, 4.6% in 2012, 1.5% in 2013, and
15.3% in 2014.  All losses associated with these loans are fully
recognized in the rating actions.

Fitch identified 24 Loans of Concern (13.8%) within the pool, two
of which (2%) are specially serviced, one of which is current
(1.7%) and one (0.3%) that is 90-days delinquent.

Fitch's analysis resulted in loss expectations for only one of the
top 15 loans.  That loan is assumed to default during the loan
term, as the stressed cash flow is below 0.95x DSCR.  Fitch
expects that 12 of the top 15 loans may default at maturity based
on an insufficient accrued equity position as calculated in
Fitch's refinance test; however, Fitch's analysis did not result
in a loss based on its derived values being higher than the
current loan amounts.  A loan would pass the refinance test if the
stressed cash flow would achieve a 1.25x DSCR as calculated based
on a 30-year amortization schedule and an 8% coupon.

The largest contributors to loss are: Great Wolf Resorts Pool
(1.8%), Pine Lake Apartments (0.9%) and The Airport Square
Shopping Center (0.6%).

Great Wolf Resorts Pool is secured by two full-service hotels with
water parks located in Traverse City, MI and Kansas City, KS,
totaling 562 rooms.  The servicer reported June 2009 DSCR and
occupancy were 0.63x and 57.2%, respectively.  June 2009 room
revenue for the pool was down 42% since issuance.  Based on
current performance and anticipated declines, losses are expected
prior to the loan's maturity in 2011.

Pine Lake Apartments is a 320 unit apartment complex located in
Port Saint Lucie, FL.  The servicer reported year-end 2008 DSCR
and occupancy were 0.79x and 84% compared to the DSCR and
occupancy of 1.24x and 99% at issuance.

The Airport Square Shopping Center is a 187,476 square foot retail
center located in Toledo, OH.  The servicer reported June 2009
DSCR and occupancy were 0.46x and 89% compared to the DSCR and
occupancy of 1.26x and 94.7% at issuance.

Fitch has downgraded and assigned a Loss Severity rating to this
class:

  -- $27.2 million class F to 'BBB/LS5' from 'BBB+'; Outlook
     Stable.

Fitch has downgraded, removed from Rating Watch Negative and
assigned Rating Outlooks and LS ratings to these classes as
indicated:

  -- $30.6 million class G to 'BBB-/LS5' from 'BBB'; Outlook
     Stable;

  -- $37.4 million class H to 'BB/LS5' from 'BBB-'; Outlook
     Stable;

  -- $6.8 million class J to 'BB/LS5' from 'BB+'; Outlook Stable;

  -- $10.2 million class K to 'B/LS5' from 'BB'; Outlook Negative;

  -- $13.6 million class L to 'B-/LS5' from 'BB-'; Outlook
     Negative;

  -- $6.8 million class M to 'B-/LS5' from 'B+'; Outlook Negative;

  -- $6.8 million class N to 'B-/LS5' from 'B'; Outlook Negative.

Fitch has affirmed, removed from Rating Watch Negative and
assigned a Rating Outlook and LS rating to this class:

  -- $6.8 million class O at 'B-/LS5'; Outlook Negative.

Also, Fitch has affirmed and assigned LS ratings to these classes:

  -- $353.4 million class A-1A at 'AAA/LS1'; Outlook Stable;
  -- $223.9 million class A-2 at 'AAA/LS1'; Outlook Stable;
  -- $82 million class A-3 at 'AAA/LS1'; Outlook Stable;
  -- $224.4 million class A-PB at 'AAA/LS1'; Outlook Stable;
  -- $1.08 billion class A-4 at 'AAA/LS1'; Outlook Stable;
  -- $187.2 million class A-J at 'AAA/LS3'; Outlook Stable;
  -- Interest only class X-P at 'AAA/LS1'; Outlook Stable;
  -- Interest only class X-C at 'AAA/LS1'; Outlook Stable;
  -- $74.9 million class B at 'AA/LS4'; Outlook Stable;
  -- $23.8 million class C at 'AA-/LS5'; Outlook Stable;
  -- $47.7 million class D at 'A/LS4'; Outlook Stable;
  -- $27.2 million class E at 'A-/LS5'; Outlook Stable.

The $37.5 million class P is not rated by Fitch.  Class A-1 has
paid in full.


WACHOVIA BANK: Moody's Affirms Ratings on Seven 2005-C21 Certs.
---------------------------------------------------------------
Moody's Investors Service affirmed the ratings of seven classes
and downgraded ten classes of Wachovia Bank Commercial Mortgage
Trust Commercial Mortgage Pass-Through Certificates, Series 2005-
C21.  The downgrades are due to higher expected losses for the
pool resulting from anticipated losses from loans in special
servicing, increased leverage, increased credit quality dispersion
and concerns about refinancing risk associated with five-year
loans approaching maturity in an adverse environment.  Five loans,
representing 6% of the pool, mature within the next 24 months and
have a Moody's stressed debt service coverage ratio below 1.00X.
The affirmations are due to an increase in defeasance and are due
to key rating parameters, including Moody's loan to value ratio,
stressed DSCR and Herfindahl Index, remaining within acceptable
ranges.

On November 4, 2009, Moody's placed ten classes on review for
possible downgrade due to higher expected losses for the pool
resulting from losses from loans in special servicing, increased
leverage and concerns about near-term refinancing risk.  This
action concludes Moody's review of the transaction.  The rating
action is the result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.

As of the October 19, 2009 distribution date, the transaction's
aggregate certificate balance has decreased by approximately 15%
to $2.76 billion from $3.25 billion at securitization.  The
Certificates are collateralized by 226 mortgage loans ranging in
size from less than 1% to 7% of the pool, with the top ten loans
representing 38% of the pool.  The pool contains two loans,
representing 5% of the pool, with investment grade underlying
ratings.  At securitization and last review, two additional loans,
representing 2% of the pool, also had underlying ratings.  The
performance of these loans has declined since securitization and
they are now analyzed as part of the conduit pool because of
increased leverage.  Five loans, representing 3% of the pool, have
defeased and are collateralized with U.S. Government securities
compared to no defeasance atMoody's prior review.

Thirty nine loans, representing 10% 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 ofMoody's ongoing monitoring of a transaction,
Moody's reviews the watchlist to assess which loans have material
issues that could impact performance.  Not all loans on the
watchlist are delinquent or have significant issues.

The pool has not experienced any losses since securitization.  Ten
loans, representing 4% of the pool, are currently in special
servicing.  The largest specially serviced loan is the Brook Arbor
Apartments Loan ($24.0 million -- 1% of the pool), which is
secured by a 302 unit multifamily complex located in Cary, North
Carolina.  The loan was transferred to special servicing in
October 2009 and is current.

Of the remaining nine specially serviced loans, two are 90+ days
delinquent, four are either real estate owned or in the process of
foreclosure, one is 60 days delinquent, and two are 30 days
delinquent.  Moody's estimates an aggregate loss for all the
specially serviced loans of $43.0 million (43% loss severity on
average).

Moody's was provided with full-year 2008 operating results for 93%
of the pool.  Moody's weighted average LTV ratio for the conduit
pool is 105% compared to 102% at last review.  In addition to the
overall increase in leverage, the conduit pool has experienced
increased credit quality dispersion since last review.  Based on
Moody's analysis, 62% of the pool has a LTV ratio in excess of
100% compared to 57% at last review.  Approximately 23% of the
pool has a LTV ratio in excess of 120% compared to 3% at last
review.

Moody's stressed DSCR for the conduit pool is 0.98X compared to
1.00X at last review.  Moody's stressed DSCR is based on Moody's
net cash flow and a 9.25% stressed rate applied to the loan
balance.

Moody's uses a variation of the Herfindahl Iindex to measure
diversity of loan size, where a higher number represents greater
diversity.  Loan concentration has an important bearing on
potential rating volatility, including the risk of multiple notch
downgrades under adverse circumstances.  The credit neutral Herf
is 40.  The pool has a Herf of 39 compared to 41 at last review.

The largest loan with an underlying rating is the Extra Space
Teamsters Portfolio Loan ($92.1 million -- 3% of the pool), which
is secured by a portfolio of 28 self-storage properties located in
16 states.  As of June 2009, the weighted average occupancy was
84% compared to 87% at last review.  Despite the increased vacancy
since last review, the portfolio's performance has been stable.
Moody's underlying rating and stressed DSCR are A3 and 1.56X,
respectively, compared to A3 and 1.55X at last review.

The second loan with an underlying rating is the Extra Space VRS
Portfolio Loan ($52.1 million -- 2% of the pool), which is secured
by a portfolio of 22 self-storage properties located in 14 states.
As of June 2009, the weighted average occupancy was 85% compared
to 84% at last review.  The portfolio's performance has been
stable.  Moody's underlying rating and stressed DSCR are Aa1 and
2.13X, respectively, compared to Aa1 and 1.99X at last review.

The largest loan that previously had an underlying rating is the
110 North Wacker Drive Loan ($45.1 million -- 2% of the pool),
which is secured by a 226,750 square foot office building located
in the West Loop submarket in Chicago, Illinois.  The building is
100% leased to General Growth Management, Inc, a subsidiary of
General Growth Properties, Inc. through October 2019.  The bottom
$16 million of the loan is guaranteed by GGP.  The loan is
currently on the watchlist due to GGP's bankruptcy filing,
although this property was not included in the filing.  Even
though the property performance has been stable, Moody's analysis
of this loan reflects a significant downward adjustment to the
property's net operating income due to weakness in the Chicago
office market and concerns about the building's occupancy by a
single, non-investment-grade tenant.  The loan has amortized 4%
since last review and matures in October 2010.  Moody's LTV and
stressed DSCR are 119% and 0.94X, respectively, compared to 97%
and 1.05X at last review.

The second loan that previously had an underlying rating is the
Presidential Tower Loan ($14.5 million -- 1% of the pool), which
is secured by a 145-unit student housing tower located in
Champaign, Illinois near the University of Illinois -
Champaign/Urban campus.  As of June 2009, the property was 96%
occupied, essentially the same since last review.  Performance has
declined due to increased operating expenses.  Moody's LTV and
stressed DSCR are 73% and 1.14X, respectively, compared to 70% and
1.20X at last review.

The three largest conduit loans represent 17% of the pool.  The
largest conduit loan is the NGP Rubicon GSA Portfolio Loan
($194.5 million -- 7% of the pool), which represents a pari passu
interest in a $389 million first mortgage loan.  The loan is
secured by 14-properties (13 office and one distribution center)
located in ten states and the District of Columbia.  As of
September 2009, the weighted average occupancy was 99%,
essentially the same as at last review.  Various federal
government agencies occupy over 94% of the portfolio's leasable
area.  Performance has declined due to higher expenses.  Moody's
LTV and stressed DSCR are 112% and 0.87X, respectively, compared
to 91% and 1.02X at last review.

The second largest conduit loan is the Abbey Pool Loan
($142.6 million -- 5% of the pool), which is secured by a
portfolio of 20 properties located in California.  The properties
are concentrated in Riverside County (44%) and Los Angeles County
(40%).  The portfolio was 96% occupied as of June 2009 compared to
90% at last review.  Despite the increased occupancy, the
portfolio's performance has declined due to higher expenses.
Moody's LTV and stressed DSCR are 104% and 0.96X, respectively,
compared to 99% and 1.01X at last review.

The third largest conduit loan is the Metropolitan Square Loan
($125.5 million -- 5% of the pool), which represents the A-note in
a $151 million first mortgage loan.  The loan is secured by a
987,300 square foot office building located in St.  Louis,
Missouri.  The property was 76% occupied as of June 2009 compared
to 87% at last review.  The largest tenants are Bryan Cave, LLP
(24% NRA; lease expiration June 2022) and Armstrong Teasdale (14%
NRA; lease expiration June 2010).  Armstrong Teasdale will be
vacating the premises when its lease expires next year, which will
potentially decrease the building's occupancy to 62%.  Moody's
analysis of the property reflects a significant downward
adjustment to the property net operating income due to the
weakness of the St. Louis office market and the increased vacancy
of the property.  Moody's LTV and stressed DSCR are 127% and
0.77X, respectively compared to 101% and 0.97X at last review.

Moody's rating action is:

  -- Class A-2PFL, $202,800,627, affirmed at Aaa; previously
     assigned Aaa on 11/10/2005

  -- Class A-3, $183,113,000, affirmed at Aaa; previously assigned
     Aaa on 11/10/2005

  -- Class A-PB, $148,638,000, affirmed at Aaa; previously
     assigned Aaa on 11/10/2005

  -- Class A-4, $917,453,000, affirmed at Aaa; previously assigned
     Aaa on 11/10/2005

  -- Class A-1A, $330,684,886, affirmed at Aaa; previously
     assigned Aaa on 11/10/2005

  -- Class A-M, $325,017,000, affirmed at Aaa; previously assigned
     Aaa on 11/10/2005

  -- Class IO, Notional, affirmed at Aaa; previously assigned Aaa
     on 11/10/2005

  -- Class A-J, $215,323,000, downgraded to Aa2 from Aaa;
     previously placed on review for possible downgrade on
     11/04/2009

  -- Class B, $65,003,000, downgraded to A1 from Aa2; previously
     placed on review for possible downgrade on 11/04/2009

  -- Class C, $32,502,000, downgraded to A3 from Aa3; previously
     placed on review for possible downgrade on 11/04/2009

  -- Class D, $60,941,000, downgraded to Baa2 from A2; previously
     placed on review for possible downgrade on 11/04/2009

  -- Class E, $36,564,000, downgraded to Baa3 from A3; previously
     placed on review for possible downgrade on 11/04/2009

  -- Class F, $40,627,000, downgraded to Ba1 from Baa1; previously
     placed on review for possible downgrade on 11/04/2009

  -- Class G, $32,502,000, downgraded to Ba2 from Baa2; previously
     placed on review for possible downgrade on 11/04/2009

  -- Class H, $40,627,000, downgraded to B1 from Baa3; previously
     placed on review for possible downgrade on 11/04/2009

  -- Class J, $16,250,000, downgraded to B2 from Ba1; previously
     placed on review for possible downgrade on 11/04/2009

  -- Class K, $16,251,000, downgraded to B3 from Ba2; previously
     placed on review for possible downgrade on 11/04/2009


WACHOVIA BANK: S&P Downgrades Ratings on 20 2006-C23 Securities
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 20
classes of commercial mortgage-backed securities from Wachovia
Bank Commercial Mortgage Trust's series 2006-C23 and removed them
from CreditWatch with negative implications, where they were
placed June 26, 2009.  In addition, S&P affirmed its ratings on
six additional classes from the same transaction.

The downgrades reflect S&P's analysis of the transaction using its
U.S. conduit and fusion CMBS criteria, which was the primary
driver of the rating actions.  The downgrades of the mezzanine and
subordinate classes also reflect credit support erosion S&P
anticipate will occur upon the eventual resolution of several of
the transaction's specially serviced assets.  S&P's analysis
included a review of the credit characteristics of all of the
assets in the pool.  Using servicer-provided financial
information, S&P calculated an adjusted debt service coverage of
1.42x and a loan-to-value ratio of 108.0%.  S&P further stressed
the loans' cash flows under S&P's 'AAA' scenario to yield a
weighted average DSC of 0.88x and an LTV of 148.2%.  The implied
defaults and loss severity under the 'AAA' scenario were 86.0% and
38.2%, respectively.  All of the DSC and LTV calculations noted
above exclude 10 ($124.5 million, 3.0%) of the transaction's 15
specially serviced assets.  S&P separately estimated losses for
these 10 assets and included them in the 'AAA' scenario implied
default and loss figures.  The relevant calculations also exclude
two ($14.6 million, 0.4%) defeased loans.

The affirmations on the principal and interest certificates
reflect subordination levels that are consistent with the
outstanding ratings.  S&P affirmed its ratings on the class X-P
and X-C interest-only certificates based on its current criteria.
S&P published a request for comment proposing changes to the IO
criteria on June 1, 2009.  After S&P finalizes its criteria
review, S&P may revise its current IO criteria, which may affect
outstanding ratings, including the ratings on the IO certificates
that S&P affirmed.

                      Credit Considerations

As of the October 2009 remittance report, 15 assets
($272.9 million, 6.6%) in the pool are with the special servicer,
CWCapital Asset Management LLC, including one of the top 10 loans,
which S&P discuss below.  The payment status of the specially
serviced assets are: two ($48.1 million, 1.2%) are real estate
owned; two ($13.8 million, 0.3%) are in foreclosure; seven
($43.4 million, 1.0%) are 90-plus days delinquent; two
($37.1 million, 0.9%) are 60 days delinquent; and two
($130.4 million, 3.1%) are late, but less than 30 days delinquent.
Eleven of the specially serviced assets have appraisal reduction
amounts in effect totaling $56.6 million.

The Belmar loan is the fifth-largest loan in the pool and the
largest loan with the special servicer.  The loan has a total
exposure of $127.0 million (3.1%), and is secured by an 813,357-
sq.-ft. mixed-use property in Lakewood, Colo.  The loan was
transferred to the special servicer on March 11, 2009, due to
imminent default and is classified as late, but it is less than 30
days delinquent in its payment status.  The reported DSC was 1.10x
as of year-end 2008, down from 1.32x at issuance.  Occupancy was
reported at 90.4% as of March 2009.  Workout negotiations between
the borrower and the special servicer are ongoing.

The Monteverde Apartments asset, which has a total exposure of
$39.0 million (0.9%), is the second-largest asset with the special
servicer.  The asset was transferred to the special servicer on
April 22, 2009, and became REO on Oct. 8, 2009.  The asset is a
435-unit garden-style multifamily property in Phoenix, Ariz.  A
$17.8 million ARA is in effect on this asset.  S&P expects a
significant loss upon the eventual resolution of this asset.

The 13 remaining specially serviced assets have balances that,
individually, represent less than 0.5% of the pool balance.  S&P
estimated losses for nine of these 13 assets and arrived at
minimum and maximum estimated loss severities of 15.8% and 72.9%,
respectively, and a weighted average estimated loss severity of
52.9%.

                       Transaction Summary

As of the October 2009 remittance report, the collateral pool had
an aggregate trust balance of $4.14 billion, down from
$4.23 billion at issuance.  The pool includes 305 assets,
unchanged since issuance.  The master servicer, Wachovia Bank
N.A., provided financial information for 96.4% of the nondefeased
assets in the pool, and 98.4% of the servicer-provided information
was full-year 2008 or interim 2009 data.  S&P calculated a
weighted average DSC of 1.42x for the pool based on the reported
figures.  S&P's adjusted DSC and LTV were 1.42x and 108.0%,
respectively.  S&P's adjusted DSC and LTV figures exclude 10
($124.5 million, 3.0%) of the transaction's 15 specially serviced
assets.  S&P separately estimated losses for these 10 assets.
Servicer-reported financial information was available for eight of
these assets, and based on this information, S&P calculated a
weighted average DSC of 0.86x for these exposures.  The master
servicer reported a watchlist of 36 loans ($896.4 million, 21.6%),
including three of the top 10 loans.  Twenty-eight assets
($793.0 million, 19.1%) in the pool have a reported DSC of less
than 1.10x, and 19 assets ($445.0 million, 10.7%) have a reported
DSC of less than 1.00x.

                     Summary of Top 10 Loans

The top 10 loan exposures have an aggregate outstanding balance of
$1.41 billion (34.1%).  Using servicer-reported numbers, S&P
calculated a weighted average DSC of 1.27x for the top 10 loans.
S&P's adjusted DSC and LTV for the top 10 loans are 1.23x and
122.3%, respectively.  Three ($512.0 million, 12.4%) of the top 10
loans appear on the master servicer's watchlist, which S&P discuss
in detail below.

The 1775 Broadway loan is the second-largest loan in the pool and
the largest loan on the master servicer's watchlist.  The loan has
a trust balance of $250.0 million (6.0%) and is secured by a
618,122-sq.-ft. New York City office property.  The asset appears
on the watchlist due to low occupancy, which was 23.4% based on
the September 2009 rent roll.  As per the master servicer's
watchlist comments, Newsweek, which occupied 33% of the net
rentable area, vacated the space on May 31, 2009.  The reported
DSC, adjusted for the Newsweek vacancy, is 0.64x.  The borrower
does not plan to intensely market the vacant space until extensive
ongoing renovations at the property are complete.

The 620 Avenue of the Americas loan is the third-largest loan in
the pool and the second-largest loan on the master servicer's
watchlist.  The loan has a trust balance of $205.0 million (5.0%)
and is secured by a 669,513-sq.-ft. New York City office property.
The loan appears on the watchlist due to low DSC, which was 0.99x
as of year-end 2008.  The Gap occupies 37% of the NRA at an annual
rent of approximately $21 per-sq.-ft., which is below the market
rent.  The Gap's lease is scheduled to expire in November 2010,
and as per the master servicer's watchlist comments, they will not
be renewing their lease at expiration.

The Marriott-Irving, Texas, loan is the ninth-largest loan in the
pool and the third-largest loan on the master servicer's
watchlist.  The loan has a trust balance of $57.0 million (1.4%)
and is secured by a 364-room lodging property in Irving, Texas.
The loan is classified as current in its payment status.  The loan
appears on the watchlist due to a decline in DSC, which was 0.81x
for the trailing 12 months ended June 2009, down from 1.47x at
issuance.  As per the master servicer's watchlist comments, the
decline in performance is attributable to a decrease in corporate
travel.

Standard & Poor's stressed the assets in the pool according to its
U.S. conduit/fusion criteria.  The resultant credit enhancement
levels are consistent with S&P's lowered and affirmed ratings.

      Ratings Lowered And Removed From Creditwatch Negative

             Wachovia Bank Commercial Mortgage Trust
  Commercial mortgage pass-through certificates series 2006-C23

                  Rating
                  ------
     Class     To      From           Credit enhancement (%)
     -----     --      ----           ----------------------
     A-4       AA-     AAA/Watch Neg                   30.62
     A-5       AA-     AAA/Watch Neg                   30.62
     A-1A      AA-     AAA/Watch Neg                   30.62
     A-M       A-      AAA/Watch Neg                   20.41
     A-J       BBB-    AAA/Watch Neg                   13.78
     B         BB+     AA+/Watch Neg                   12.89
     C         BB      AA/Watch Neg                    11.61
     D         BB-     AA-/Watch Neg                   10.72
     E         B+      A+/Watch Neg                     9.95
     F         B+      A/Watch Neg                      8.93
     G         B+      A-/Watch Neg                     7.66
     H         B       BBB+/Watch Neg                   6.38
     J         B       BBB/Watch Neg                    4.98
     K         B-      BBB-/Watch Neg                   3.70
     L         B-      BB+/Watch Neg                    3.44
     M         B-      BB/Watch Neg                     2.93
     N         CCC+    BB-/Watch Neg                    2.55
     O         CCC     B+/Watch Neg                     2.30
     P         CCC-    B/Watch Neg                      1.91
     Q         CCC-    B-/Watch Neg                     1.53

                         Ratings Affirmed

             Wachovia Bank Commercial Mortgage Trust
  Commercial mortgage pass-through certificates series 2006-C23

     Class     Rating                 Credit enhancement (%)
     -----     ------                 ----------------------
     A-1       AAA                                     30.62
     A-2       AAA                                     30.62
     A-3       AAA                                     30.62
     A-PB      AAA                                     30.62
     X-P       AAA                                       N/A
     X-C       AAA                                       N/A


WACHOVIA BANK: S&P Downgrades Ratings on 20 2007-C33 Securities
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 20
classes of commercial mortgage-backed securities from Wachovia
Bank Commercial Mortgage Trust's series 2007-C33 and removed them
from CreditWatch with negative implications.  In addition, S&P
affirmed its ratings on five classes from the same transaction.

The downgrades follow S&P's analysis of the transaction using its
U.S. conduit and fusion CMBS criteria, which was the primary
driver of the rating actions.  The downgrades of the mezzanine
classes also reflect the credit support erosion S&P anticipate
will occur upon the eventual resolution of six specially serviced
loans, as well as S&P's analysis of four loans that S&P considers
credit-impaired.  S&P's analysis included a review of the credit
characteristics of all of the loans in the pool.  Using servicer-
provided financial information, S&P calculated an adjusted debt
service coverage of 1.22x and a loan-to-value ratio of 136.3%.
S&P further stressed the loans' cash flows under S&P's 'AAA'
scenario to yield a weighted average DSC of 0.68x and an LTV of
196.8%.  The implied defaults and loss severity under the 'AAA'
scenario were 94.3% and 53.1%, respectively.  The weighted average
DSC and LTV calculations exclude six specially serviced loans
($76.4 million; 2.1%) and four loans that S&P deemed to be credit-
impaired ($174.8 million; 4.9%).  S&P separately estimated losses
for the specially serviced and credit-impaired loans, which were
included in S&P's implied default and loss severity figures.

The affirmations of the principal and interest certificates
reflect subordination levels that are consistent with the
outstanding ratings.  S&P affirmed its rating on the class IO
interest-only certificates based on S&P's current criteria.  S&P
published a request for comment proposing changes to its IO
criteria on June 1, 2009.  Once the criteria review is finalized,
S&P may revise its current IO criteria, which may affect
outstanding ratings, including the rating on the IO certificates
S&P affirmed.

                      Credit Considerations

As of the Oct. 19, 2009, remittance date, 13 assets
($139.7 million; 3.9%) in the pool were with the special servicer,
LNR Partners Inc.  The payment status of the assets is: seven are
90-plus-days delinquent (1.9%), four are less than 30 days
delinquent (0.7%), and two are in foreclosure (1.3%).  S&P
estimated losses on six of the specially serviced assets
($76.4 million; 2.1%), and the asset size ranged from 0.5% to 1.1%
of the pool balance.  Two of the remaining specially serviced
loans ($21.2 million; 0.6%) will be returned to the master
servicer, and discussions regarding modifications are in progress
for two additional specially serviced loans ($13.7 million; 0.4%).
Six of the specially serviced assets have appraisal reduction
amounts in effect totaling $33.6 million.

In addition to the specially serviced assets, S&P deemed four
loans ($174.8 million; 4.9%) to be credit-impaired, including the
Three Borough Pool loan, which is the seventh-largest loan in the
pool ($133.0 million; 3.7%).  In S&P's view, the loan is at
increased risk of default over its term due to low DSC, and, for
that reason, it appears on the master servicer's watchlist.  The
loan is secured the by the fee interest in 1,646 multifamily units
and 24 commercial units across 42 apartment buildings in the
Manhattan, Bronx, and Brooklyn boroughs of New York City.  The
buildings were developed between 1910 and 1969 and are composed of
a mix of elevator and walk-up buildings.  Each building contains
between 17 and 220 apartment units.  At issuance, 1,282 of the
units were rent stabilized, 320 were Section 8, 29 were rent
controlled, and 15 were vacant.  At the time of loan origination,
S&P expected the subsidized units would be converted to market-
rate units.  The loan was structured with a $13.4 million
renovation reserve and the reserve balance has since been reduced
to $1.2 million.  Funds have been used to renovate 113 apartments
($3.1 million); to upgrade systems, elevators, and roofs
($8.6 million); and approximately $500,000 was spent to buy out
tenants.  The loan's DSC has been adversely affected to date
because the subsidized units have not been converted to market
rate units.  The DSC was 0.50x for year-end 2008 and 0.87x for the
six months ended June 20, 2009, and the payment status is current.
The remaining three credit-impaired loans all have low DSC and/or
occupancy issues.

                       Transaction Summary

As of the October 2009 remittance report, the aggregate trust
balance was $3.60 billion (166 loans), unchanged since issuance.
Wachovia Bank N.A., the master servicer, reported financial
information for 99% of the pool.  Ninety-six percent of the
financial information was either full-year 2008 or partial-year
2009 data.  S&P calculated a weighted average DSC of 1.22x for the
pool based on the master servicer's reported figures.  S&P's
adjusted DSC and LTV were 1.22x and 136.3%, respectively.
Standard & Poor's adjusted DSC and LTV calculations exclude six
specially serviced loans ($76.4 million; 2.1%), four loans that
S&P deems to be credit-impaired ($174.8 million; 4.9%), and six
loans that did not report financial data ($42.8 million; 1.2%).
S&P separately estimated losses for the six specially serviced
loans and the four credit-impaired loans.  Based on the servicer-
reported year-end 2008 DSC figures, S&P calculated a weighted
average DSC of 0.72 for these 10 loans.  The transaction has not
experienced any principal losses to date.  Thirty-seven loans are
on the servicer's watchlist ($1.0 billion; 28.9%).  Eight loans
($84.3 million, 2.3%) have a reported DSC between 1.0x and 1.1x,
and 18 loans ($834.5 million, 23.2%) have a reported DSC of less
than 1.0x.

                     Summary of Top 10 Loans

The top 10 loans have an aggregate outstanding balance of
$1.9 billion (51.6%).  Using servicer-reported information, S&P
calculated a weighted average DSC of 1.11x.  Four of the top 10
loans appear on the master servicer's watchlist due to low DSC.
S&P deems one of these loans, the Three Borough Pool loan
($133.0 million; 3.7%), to be credit-impaired and is discussed
above.  S&P's adjusted DSC and LTV figures for the top 10 loans
were 1.13x and 150.5%, respectively.  These figures exclude the
Three Borough Pool loan.

The remaining three top 10 loans that appear on the watchlist are:

The 666 Fifth Avenue loan, the third-largest loan, has a
285.5 million (7.9% of the pool balance) trust balance and a
$1.215 billion whole-loan balance that consists of eight pari
passu notes.  The loan is secured by a 39-story, 1,549,623-sq.-ft.
class A office building in Midtown Manhattan.  The building
includes 1,367,545 sq. ft. of office space, 69,087 sq. ft. of
retail and storage space, 17,478 sq. ft. of parking garage space
with 90 spaces, and an additional 95,513 sq. ft. of Fifth Avenue
retail space.  The occupancy and DSC for year-end 2008 were 89%
and 0.58x, respectively.  The property was 90% occupied as of the
June 30, 2009, rent roll.  At issuance, a rollover/interest
reserve was funded in the amount of $100 million to be used for
tenant improvements and leasing commissions, as well as debt
service shortfalls.  As of Oct. 6, 2009, the rollover/interest
reserve balance was approximately $75 million.

The 110 East 42nd Street loan, the eighth-largest loan, has a
$90.0 million (2.5%) trust and whole-loan balance.  In addition,
there is a $16.0 million mezzanine loan secured by the equity
interests in the borrower.  The loan is secured by a 20-story,
190,691-sq.-ft. masonry office building built in 1921 located
across 42nd Street from Grand Central Terminal in Midtown
Manhattan.  The occupancy and DSC for year-end 2008 were 99% and
0.91x, respectively.  The property was 99% occupied as of the
Sept. 1, 2009, rent roll.  The loan is structured with a debt
reserve and a letter of credit to support debt service payments
that currently provides $5.1 million in support.  The Renaissance
loan, the 10th-largest loan, has an $84 million (2.3%) trust
balance and $93 million whole-loan balance.  The whole loan
consists of an $84.0 million senior A note that is included in the
trust and a $9.0 million B note held outside of the trust.  The
loan is secured by a 221-unit residential condominium complex
situated on floors 14 to 34 of a 34-story mixed-use building in
lower Manhattan on John Street just west of Pearl Street.  The
lower floors function as office and retail space.  The property
was built in 1931 and renovated in 1999.  The occupancy and DSC
for year-end 2008 were 96.9% and 0.95x, respectively.  There is a
debt service reserve that the borrower is required to fund to
achieve a 1.1x cover.

Standard & Poor's stressed the loans with the special servicer and
the remaining loans in the pool according to its conduit/fusion
criteria.  The resultant credit enhancement levels support the
lowered and affirmed ratings.

      Ratings Lowered And Removed From Creditwatch Negative

             Wachovia Bank Commercial Mortgage Trust
  Commercial mortgage pass-through certificates series 2007-C33

                  Rating
                  ------
     Class      To      From           Credit enhancement (%)
     -----      --      ----           ----------------------
     A-4        BBB     AAA/Watch Neg                   30.04
     A-5        BBB     AAA/Watch Neg                   30.04
     A-1A       BBB     AAA/Watch Neg                   30.04
     A-M        BB      AAA/Watch Neg                   20.03
     A-J        B+     AAA/Watch Neg                    13.14
     B          B+      AA+/Watch Neg                   12.14
     C          B       AA/Watch Neg                    11.02
     D          B       AA-/Watch Neg                   10.01
     E          B       A+/Watch Neg                     9.14
     F          B-      A/Watch Neg                      8.39
     G          B-      A-/Watch Neg                     7.39
     H          B-      BBB+/Watch Neg                   6.26
     J          CCC+    BBB/Watch Neg                    4.88
     K          CCC     BBB-/Watch Neg                   3.88
     L          CCC-    BB+/Watch Neg                    3.13
     M          CCC-    BB/Watch Neg                     2.75
     N          CCC-    BB-/Watch Neg                    2.50
     O          CCC-    B+/Watch Neg                     2.13
     P          CCC-    B/Watch Neg                      1.88
     Q          CCC-    B-/Watch Neg                     1.63

                         Ratings Affirmed

             Wachovia Bank Commercial Mortgage Trust
  Commercial mortgage pass-through certificates series 2007-C33

             Class    Rating   Credit enhancement (%)
             -----    ------   ----------------------
             A-1       AAA                      30.04
             A-2       AAA                      30.04
             A-3       AAA                      30.04
             A-PB      AAA                      30.04
             IO        AAA                        N/A


* Fitch Downgrades Ratings on 119 Bonds From 85 RMBS Deals to 'D'
-----------------------------------------------------------------
Fitch Ratings has downgraded 119 bonds in 85 residential mortgage-
backed securities transactions to 'D' indicating that the bond has
incurred a principal write-down.  The bonds being downgraded to
'D' as part of this review were all previously rated 'C'
indicating that a default was expected.  The action is limited to
just the bonds with write-downs.  The remaining bonds in these
transactions have not been analyzed as part of this review.

Of the 119 bonds impacted by these downgrades 80 are subprime and
33 are Alt-A.  The remaining six bonds are in other transaction
types.

Fitch downgrades bonds to 'D' as part of the ongoing surveillance
process and will continue to monitor these transactions for
additional defaults.

A spreadsheet detailing Fitch's rating actions on the affected
transactions can be found at 'www.fitchratings.com' by performing
a title search for 'Fitch Downgrades 119 bonds to 'D' in 85 U.S.
RMBS Transactions'.

The spreadsheet also contains Fitch's Recovery Ratings.  The
Recovery Rating scale is based upon the expected relative recovery
characteristics of an obligation.  For structured finance,
Recovery Ratings are designed to estimate recoveries on a forward-
looking basis while taking into account the time value of money.
The methodology used to assign Recovery Ratings is described in
Fitch's Aug. 17 report, 'Criteria for Structured Finance Recovery
Ratings'.


* S&P Downgrades Ratings on 33 Classes From Four Alt-A RMBS Deals
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 33
classes from four U.S. Alternative-A residential mortgage-backed
securities transactions issued in 2004.  Additionally, S&P
affirmed S&P's ratings on 12 classes from three of these
transactions.

The downgrades and affirmations 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
assessing rating outcomes.

For information on how S&P derive its loss assumptions, its use of
loss curve forecasting methodology, and how S&P incorporates each
transaction's current delinquency (including 60- and 90-day
delinquencies), default, and loss trends into S&P's analysis,
please see the articles listed in the Related Research section
below.

As part of its analysis, S&P considered the characteristics of the
underlying mortgage collateral, as well as macroeconomic
influences.  For example, S&P's assessment of the risk profile of
the underlying mortgage pools influences its default projections,
while S&P's outlook for housing price declines and the health of
the housing market influence S&P's loss severity assumptions.
Furthermore, for each deal, S&P adjusted its loss expectations
based on upward trends in delinquencies.

The lowered ratings reflect S&P's belief that the amount of credit
enhancement available for the downgraded classes is not sufficient
to cover losses at the previous rating levels, given S&P's current
projected losses.

The affirmations reflect S&P's belief that there is sufficient
credit enhancement to support the ratings at their current levels.
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
subordination of classes within each structure provides credit
support for the affected transactions.

To assess the creditworthiness of each class, S&P reviewed the
individual delinquency and loss trends of each transaction for
changes, if any, in risk characteristics, servicing, and the
ability to withstand additional credit deterioration.  In order to
maintain a 'B' rating on a class, S&P assessed whether, in its
view, a class could absorb the base-case loss assumptions S&P used
in its analysis.  In order to maintain a rating higher than 'B',
S&P assessed whether the class could withstand losses exceeding
its base-case loss assumptions at a percentage specific to each
rating category, up to 150% for a 'AAA' rating.  For example, in
general, S&P would assess whether one class could withstand
approximately 110% of S&P's base-case loss assumptions to maintain
a 'BB' rating, while S&P would assess whether a different class
could withstand approximately 120% of S&P's base-case loss
assumptions to maintain a 'BBB' rating.  Each class with an
affirmed 'AAA' rating can, in S&P's view, withstand approximately
150% of S&P's base-case loss assumptions under its analysis.

The collateral backing these deals originally consisted
predominantly of Alt-A fixed- and adjustable-rate mortgage loans
secured by one- to four-family properties.

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 deem
appropriate.

                         Ratings Lowered

              Harborview Mortgage Loan Trust 2004-6
                        Series      2004-6

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       B-1        41161PFX6     CCC                  AA
       B-2        41161PFY4     CC                   BBB
       B-3        41161PFZ1     CC                   CCC

              HarborView Mortgage Loan Trust 2004-7
                       Series      2004-7

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       1-A        41161PGF4     BB                   AAA
       2-A-1      41161PGG2     BB                   AAA
       2-A-2      41161PGH0     BB                   AAA
       2-A-3      41161PGJ6     BB                   AAA
       3-A-2      41161PGL1     BB                   AAA
       4-A        41161PGM9     BB                   AAA
       X-1        41161PGN7     BB                   AAA
       B-1        41161PGR8     CCC                  AA+
       B-2        41161PGS6     CC                   BB
       B-3        41161PGT4     CC                   CCC

                    RALI Series 2004-QA3 Trust
                      Series      2004-QA3

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       CB-I       76110HXM6     BB                   AAA
       NB-I-1     76110HXP9     B-                   AAA
       NB-I-2     76110HXQ7     B-                   AAA
       M-1        76110HXU8     B-                   AA
       M-2        76110HXV6     CCC                  A
       M-3        76110HXW4     CC                   CCC

         Structured Adjustable Rate Mortgage Loan Trust
                       Series      2004-19

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       1-A1       863579JD1     AA                   AAA
       1-A2       863579JE9     AA                   AAA
       1-A2X      863579JF6     AA                   AAA
       2-A1       863579JG4     CCC                  AAA
       2-A2       863579JH2     CCC                  AAA
       B1         863579JK5     CC                   AA
       B2         863579JL3     CC                   AA
       B3         863579JM1     CC                   A+
       B4         863579JN9     CC                   A
       B5         863579JP4     CC                   BBB+
       B6         863579JQ2     CC                   BBB-
       BX         863579JR0     CC                   BBB-
       B7-I       863579JT6     CC                   CCC
       B7-II      863579JW9     CC                   BB

                        Ratings Affirmed

              Harborview Mortgage Loan Trust 2004-6
                       Series      2004-6

                 Class      CUSIP         Rating
                 -----      -----         ------
                 1-A        41161PFP3     AAA
                 2-A        41161PFQ1     AAA
                 3-A-1      41161PFR9     AAA
                 3-A-2A     41161PFS7     AAA
                 3-A-2B     41161PFT5     AAA
                 4-A        41161PFU2     AAA
                 5-A        41161PFV0     AAA

              HarborView Mortgage Loan Trust 2004-7
                        Series      2004-7

                 Class      CUSIP         Rating
                 -----      -----         ------
                 3-A-1      41161PGK3     AAA
                 X-2        41161PGP2     AAA

                    RALI Series 2004-QA3 Trust
                       Series      2004-QA3

                 Class      CUSIP         Rating
                 -----      -----         ------
                 CB-II      76110HXN4     AAA
                 NB-II-1    76110HXR5     AAA
                 NB-II-2    76110HYA1     AAA


* S&P Downgrades Ratings on 107 Classes From 32 Alt-A RMBS Deals
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 107
classes from 32 U.S. Alternative-A residential mortgage-backed
securities transactions issued between 2001 and 2004.  S&P removed
13 of the lowered ratings from CreditWatch with negative
implications.  Additionally, S&P affirmed its ratings on 240
classes from these transactions and 11 other transactions.  S&P
removed 29 of the affirmed ratings from CreditWatch with negative
implications.

The downgrades and affirmations 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 its analysis when
assessing rating outcomes.

As part of its analysis, S&P considered both the characteristics
of the underlying mortgage collateral and macroeconomic
influences.  For example, S&P's assessment of the risk profile of
the underlying mortgage pools influences its default projections,
while its outlook for housing price declines and the health of the
housing market influence S&P's loss severity assumptions.
Furthermore, for each deal, S&P adjusted its loss expectations
based on upward trends in delinquencies.

The lowered ratings reflect S&P's belief that the amount of credit
enhancement available for the downgraded classes is not sufficient
to cover losses at the previous rating levels, given S&P's current
projected losses.

The affirmations reflect S&P's belief that there is sufficient
credit enhancement to support the ratings at their current levels.
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
subordination of classes within each structure provides credit
support for the affected transactions.

To assess the creditworthiness of each class, S&P reviewed the
individual delinquency and loss trends of each transaction for
changes, if any, in risk characteristics, servicing, and the
ability to withstand additional credit deterioration.  In order to
maintain a 'B' rating on a class, S&P assessed whether, in its
view, a class could absorb the base-case loss assumptions S&P used
in S&P's analysis.  In order to maintain a rating higher than 'B',
S&P assessed whether the class could withstand losses exceeding
S&P's base-case loss assumptions at a percentage specific to each
rating category, up to 150% for an 'AAA' rating.  For example, in
general, S&P would assess whether one class could withstand
approximately 110% of S&P's base-case loss assumptions to maintain
a 'BB' rating, while S&P would assess whether a different class
could withstand approximately 120% of its base-case loss
assumptions to maintain a 'BBB' rating.  Each class with an
affirmed 'AAA' rating can, in S&P's view, withstand approximately
150% of S&P's base-case loss assumptions under its analysis.

The collateral backing these deals originally consisted
predominantly of fixed- and adjustable-rate Alt-A mortgage loans
secured by one- to four-family properties.

S&P monitor 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 deem
appropriate.

                          Rating Actions

                 Alternative Loan Trust 2002-17
                         Series 2002-33

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       B-2        12669DKG2     CCC                  AA-

                 Alternative Loan Trust 2003-3T1
                          Series 2003-9

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       B-1        12669D7F9     BBB                  AA
       B-2        12669D7G7     CC                   BBB
       B-3        12669D3Z9     CC                   CCC

                 Alternative Loan Trust 2004-J4
                         Series 2004-J4

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       M-2        12667FFR1     BBB-                 A+
       B          12667FFS9     CCC                  BBB+

          American Home Mortgage Investment Trust 2004-4
                          Series 2004-4

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       VI-M-2     02660TCM3     BBB-                 A
       VI-M-3     02660TCN1     B                    BBB
       VI-B-1     02660TCP6     CCC                  B

                     Chevy Chase Funding LLC
                          Series 2004-1

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   A-1        16678RAS6     AAA                  AAA/Watch Neg
   A-NA                     AAA                  AAA/Watch Neg
   B-3        16678RAX5     CCC                  BBB
   B-4        16678RAY3     CC                   BB
   B-5        16678RAZ0     CC                   B

                     Chevy Chase Funding LLC
                          Series 2004-2

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   A-1        16678RBC0     AAA                  AAA/Watch Neg
   A-NA                     AAA                  AAA/Watch Neg
   B-2        16678RBF3     CCC                  A+
   B-3        16678RBG1     CCC                  BBB
   B-4        16678RBH9     CC                   BB
   B-5        16678RBJ5     CC                   B

                     Chevy Chase Funding LLC
                          Series 2004-3

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   A-1        16678RBU0     AAA                  AAA/Watch Neg
   A-NA                     AAA                  AAA/Watch Neg
   B-1        16678RBW6     BBB                  AA
   B-2        16678RBX4     CCC                  A
   B-3        16678RBY2     CC                   BB
   B-4        16678RBZ9     CC                   CCC
   B-5        16678RCA3     CC                   CCC

            Compass Residential Mortgage Trust 2004-R1
                         Series 2004-R1

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   A-1        20450NBA9     BBB+                 BBB+/Watch Neg
   A-2        20450NBB7     A                    A/Watch Neg

       Credit Suisse First Boston Mortgage Securities Corp.
                         Series 2001-26

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       D-B-3      22540VGB2     BBB                  A+
       D-B-4      22540VEB4     CC                   BB

Deutsche Alt-A Securities Inc Mortgage Loan Trust Series 2003-4XS
                         Series 2003-4XS

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       M-1        251510CJ0     B                    AA
       M-2        251510CK7     CC                   CCC

Deutsche Mortgage Securities Inc Mortgage Loan Trust Series 2004-3
                          Series 2004-3

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   I-A-5      251563DW9     AAA                  AAA/Watch Neg
   I-A-6      251563DX7     AAA                  AAA/Watch Neg
   I-M-1      251563EA6     A                    AA
   I-M-2      251563EB4     CCC                  A
   I-M-3      251563EC2     CC                   BBB+

Deutsche Mortgage Securities Inc Mortgage Loan Trust Series 2004-5
                          Series 2004-5

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       M-1        251563GD8     B-                   AA+
       M-2        251563GE6     CCC                  B

                DSLA Mortgage Loan Trust 2004-AR2
                         Series 2004-AR2

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       A-1B       23332UAQ7     AA                   AAA
       A-2A       23332UAR5     AA                   AAA
       A-2B       23332UAS3     AA                   AAA
       B-1        23332UAW4     CCC                  AA+
       B-2        23332UAX2     D                    B
       B-3        23332UAY0     D                    CCC
       B-4        23332UAZ7     D                    CC

               Homestar Mortgage Acceptance Corp.
                          Series 2004-6

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   A-3B       437690CJ7     AAA                  AAA/Watch Neg
   M-4        437690CN8     BB                   A
   M-5        437690CP3     B-                   BBB
   M-6        437690CQ1     CCC                  BB
   M-7        437690CR9     CC                   B
   M-8        437690CS7     CC                   CCC

                  Impac CMB Trust Series 2003-1
                          Series 2003-1

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   1-A-1      45254NDV6     AA+                  AA+/Watch Neg
   2-A-1      45254NDX2     BBB                  BBB/Watch Neg

                  Impac CMB Trust Series 2004-10
                         Series 2004-10

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       1-A-2      45254NLK1     D                    CC
       2-A        45254NLL9     D                    CC
       3-M-1      45254NLR6     A                    AA+
       3-M-2      45254NLS4     BB-                  BBB
       3-M-3      45254NLT2     B-                   B
       3-M-5      45254NLV7     CC                   CCC

                  Impac CMB Trust Series 2004-11
                          Series 2004-11

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       2-A-1      45254NMB0     AA+                  AAA
       2-A-2      45254NMC8     B-                   AAA
       2-M-1      45254NMD6     CCC                  AA+
       2-M-2      45254NME4     CCC                  AA
       2-M-3      45254NMF1     CC                   A-
       2-M-4      45254NMG9     CC                   BB+
       2-M-5      45254NMH7     CC                   B

                  Impac CMB Trust Series 2004-7
                          Series 2004-7

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   1-A-1      45254NKF3     AAA                  AAA/Watch Neg
   1-A-2      45254NKG1     AAA                  AAA/Watch Neg
   2-A        45254NKJ5     AAA                  AAA/Watch Neg
   M-1        45254NKK2     A                    AAA/Watch Neg
   M-2        45254NKL0     BB                   AA+/Watch Neg
   M-3        45254NKM8     CCC                  AA+/Watch Neg
   M-4        45254NKN6     CC                   AA+/Watch Neg

                  Impac CMB Trust Series 2004-8
                          Series 2004-8

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   1-A1       45254NKQ9     CC                   CCC
   2-A-1      45254NKR7     CCC                  B/Watch Neg
   2-A-2      45254NKS5     CC                   B/Watch Neg

                  Impac CMB Trust Series 2004-9
                          Series 2004-9

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   1-A-1      45254NKX4     AAA                  AAA/Watch Neg
   1-A-2      45254NKY2     B                    AAA/Watch Neg
   2-A        45254NKZ9     B                    AAA/Watch Neg
   M-1        45254NLB1     CCC                  AA+/Watch Neg
   M-2        45254NLC9     CCC                  AA+/Watch Neg
   M-3        45254NLD7     CC                   AA/Watch Neg
   M-4        45254NLE5     CC                   AA/Watch Neg

                   Impac Secured Assets Corp.
                          Series 2004-3

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   2-A-1      45254TPZ1     AAA                  AAA/Watch Neg
   2-A-2      45254TQA5     AAA                  AAA/Watch Neg
   M-2        45254TQC1     A-                   AA+
   M-3        45254TQD9     CCC                  AA+
   M-4        45254TQE7     CC                   AA
   M-5        45254TQF4     CC                   AA
   B          45254TQG2     CC                   A+

               MASTR Alternative Loan Trust 2002-3
                          Series 2002-3

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   A-7        576434BW3     AAA                  AAA/Watch Neg

                   RALI Series 2002-QS15 Trust
                        Series 2002-QS15

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       M-3        76110GY88     B                    A

                    RALI Series 2003-QS8 Trust
                         Series 2003-QS8

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       M-2        76110HBE8     CCC                  A+
       M-3        76110HBF5     CC                   CCC

         Residential Asset Securitization Trust 2002-A14J
                          Series 2002-N

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       B-3        45660NLF0     CCC                  A+

         Residential Asset Securitization Trust 2003-A7
                          Series 2003-G

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       B-1        45660NSQ9     BB                   AA
       B-2        45660NSR7     CCC                  A
       B-3        45660NSS5     CC                   CCC
       B-4        45660NST3     CC                   CCC
       B-5        45660NSU0     CC                   CCC

                   RFMSI Series 2003-S20 Trust
                         Series 2003-S20

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       II-M-3     76111XEV1     B-                   BBB
       I-B-1      76111XEM1     B-                   BB
       II-B-1     76111XEQ2     CC                   BB
       I-B-2      76111XEN9     CC                   CCC
       II-B-2     76111XER0     CC                   B

                Structured Asset Securities Corp.
                        Series 2003-18XS

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       M1         86359AWN9     A                    AA
       M2         86359AWP4     CC                   A

                Structured Asset Securities Corp.
                        Series 2003-25XS

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       M1         86359AK69     CC                   AA

                Structured Asset Securities Corp.
                        Series 2003-36XS

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       M1         86359BAW1     B-                   B
       M2         86359BAX9     CC                   CCC

                Structured Asset Securities Corp.
                        Series 2004-4XS

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   1-A3A      86359BHJ3     AAA                  AAA/Watch Neg
   1-A3B      86359BJM4     AAA                  AAA/Watch Neg
   1-A5       86359BHL8     AAA                  AAA/Watch Neg
   1-A6       86359BHM6     AAA                  AAA/Watch Neg
   1-M1       86359BHR5     AA+                  AA+/Watch Neg
   2-M1       86359BHS3     B                    AA+
   1-M2       86359BHT1     CCC                  A+/Watch Neg
   2-M2       86359BHU8     CCC                  A+

                Structured Asset Securities Corp.
                        Series 2004-6XS

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       M1         86359BJV4     BBB                  AA+
       M2         86359BJW2     CC                   BB

                Structured Asset Securities Corp.
                        Series 2004-9XS

                                        Rating
                                        ------
       Class      CUSIP         To                   From
       -----      -----         --                   ----
       1-M1       86359BRF0     BB-                  AA+
       2-M2       86359BRQ6     BB+                  A+
       1-M2       86359BRG8     CCC                  A+

                Structured Asset Securities Corp.
                        Series 2004-11XS

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   1-A5B      86359BUF6     AAA                  AAA/Watch Neg
   1-A6       86359BUG4     AAA                  AAA/Watch Neg
   1-M1       86359BUK5     BB+                  AA
   1-M2       86359BUN9     CCC                  A
   M3(1)      86359BUM1     CC                   B
   M3(2)                    CC                   BBB-

                Structured Asset Securities Corp.
                        Series 2004-17XS

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   A3A        86359BZD6     AAA                  AAA/Watch Neg
   A4A        86359BZF1     AAA                  AAA/Watch Neg
   M1         86359BZH7     AA-                  AA+
   M2         86359BZJ3     CCC                  AA-
   M3         86359BZK0     CC                   BBB

                         Ratings Affirmed

                  Alternative Loan Trust 2002-17
                          Series 2002-33

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-3        12669DJM1     AAA
                 A-4        12669DJN9     AAA
                 A-5        12669DJP4     AAA
                 A-6        12669DJQ2     AAA
                 A-7        12669DJR0     AAA
                 A-8        12669DJS8     AAA
                 A-16       12669DKA5     AAA
                 A-17       12669DKB3     AAA
                 PO         12669DKC1     AAA
                 M          12669DKE7     AAA
                 B-1        12669DKF4     AAA

                 Alternative Loan Trust 2003-3T1
                          Series 2003-9

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-1        12669D6S2     AAA
                 A-2        12669D6T0     AAA
                 A-3        12669D6U7     AAA
                 A-4        12669D6V5     AAA
                 A-5        12669D6W3     AAA
                 A-6        12669D6X1     AAA
                 A-7        12669D6Y9     AAA
                 A-8        12669D6Z6     AAA
                 A-9        12669D7A0     AAA
                 A-10       12669D7B8     AAA
                 PO         12669D7C6     AAA
                 M          12669D7E2     AAA

                 Alternative Loan Trust 2004-J4
                         Series 2004-J4

                 Class      CUSIP         Rating
                 -----      -----         ------
                 1-A-4      12667FFJ9     AAA
                 1-A-5      12667FFK6     AAA
                 1-A-6      12667FFL4     AAA
                 1-A-7      12667FFV2     AAA
                 2-A-1      12667FFN0     AAA
                 M-1        12667FFQ3     AA+

         American Home Mortgage Investment Trust 2004-4
                          Series 2004-4

                 Class      CUSIP         Rating
                 -----      -----         ------
                 I-A-1      02660TCC5     AAA
                 I-A-2      02660TCD3     AAA
                 II-A-1     02660TCE1     AAA
                 II-A-2     02660TCF8     AAA
                 III-A      02660TCG6     AAA
                 IV-A       02660TCS0     AAA
                 V-A        02660TCT8     AAA
                 VI-A-1     02660TCJ0     AAA
                 VI-A-2     02660TCK7     AAA
                 M-1        02660TCH4     CCC
                 VI-M-1     02660TCL5     AA
                 VI-B-2     02660TCQ4     CCC
                 VII-A      02660TCU5     BBB+

                     Chevy Chase Funding LLC
                          Series 2004-1

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-2        16678RAT4     AAA
                 IO                       AAA
                 B-1        16678RAV9     AA+
                 B-2        16678RAW7     A+

                     Chevy Chase Funding LLC
                          Series 2004-2

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-2        16678RBD8     AAA
                 IO                       AAA
                 B-1        16678RBE6     AA+

                     Chevy Chase Funding LLC
                          Series 2004-3

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-2        16678RBV8     AAA
                 IO                       AAA

       Credit Suisse First Boston Mortgage Securities Corp.
                         Series 2001-11

                 Class      CUSIP         Rating
                 -----      -----         ------
                 III-M-1    22540AY44     BBB

       Credit Suisse First Boston Mortgage Securities Corp.
                         Series 2001-26

                 Class      CUSIP         Rating
                 -----      -----         ------
                 V-A-1      22540VFQ0     AAA
                 V-A-2      22540VFR8     AAA
                 III-X      22540VFT4     AAA
                 A-P        22540VFU1     AAA
                 D-B-1      22540VFZ0     AAA
                 D-B-2      22540VGA4     AAA

       Credit Suisse First Boston Mortgage Securities Corp.
                         Series 2001-33

                 Class      CUSIP         Rating
                 -----      -----         ------
                 III-X      22540VRR5     AAA
                 A-P        22540VRT1     AAA
                 III-B-1    22540VRV6     AAA
                 III-B-2    22540VRW4     AA
                 III-B-3    22540VRX2     A

Deutsche Alt-A Securities Inc Mortgage Loan Trust Series 2003-4XS
                         Series 2003-4XS

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-4        251510CE1     AAA
                 A-5        251510CF8     AAA
                 A-6A       251510CG6     AAA
                 A-6B       251510CT8     AAA

Deutsche Mortgage Securities Inc Mortgage Loan Trust Series 2004-3
                          Series 2004-3

                 Class      CUSIP         Rating
                 -----      -----         ------
                 I-A-4      251563DV1     AAA
                 I-A-7      251563DY5     AAA
                 II-AR-1    251563ED0     AAA
                 II-AR-2    251563EE8     AAA
                 II-MR-1    251563EF5     AA+
                 II-MR-2    251563EG3     AA-
                 II-MR-3    251563EH1     BBB+

Deutsche Mortgage Securities Inc Mortgage Loan Trust Series 2004-5
                          Series 2004-5

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-3        251563FY3     AAA
                 A-4A       251563FZ0     AAA
                 A-4B       251563GG1     AAA
                 A-5A       251563GA4     AAA
                 A-5B       251563GB2     AAA

                DSLA Mortgage Loan Trust 2004-AR2
                         Series 2004-AR2

                 Class      CUSIP         Rating
                 -----      -----         ------
                 Class      CUSIP         Rating
                 A-1A       23332UAP9     AAA

                  GSAA Home Equity Trust 2004-7
                          Series 2004-7

                 Class      CUSIP         Rating
                 -----      -----         ------
                 AF-4       36242DDD2     AA+

                Homestar Mortgage Acceptance Corp.
                          Series 2004-6

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-3A       437690CH1     AAA
                 M-1        437690CK4     AA+
                 M-2        437690CL2     AA
                 M-3        437690CM0     A+

                   Impac CMB Trust Series 2003-1
                          Series 2003-1

                 Class      CUSIP         Rating
                 -----      -----         ------
                 1-B-1      45254NDW4     BBB+

                   Impac CMB Trust Series 2003-4
                          Series 2003-4

                 Class      CUSIP         Rating
                 -----      -----         ------
                 1-A-1      45254NED5     A
                 1-B-1      45254NEE3     A-
                 2-A-1      45254NEF0     A
                 3-A-1      45254NEG8     AAA
                 3-M-1      45254NEJ2     AA+
                 3-M-2      45254NEK9     A+
                 3-B-1      45254NEL7     BB

                   Impac CMB Trust Series 2004-10
                          Series 2004-10

                 Class      CUSIP         Rating
                 -----      -----         ------
                 1-A-1      45254NLJ4     B
                 3-A-1      45254NLM7     AAA
                 3-A-2      45254NLN5     AAA
                 4-A-1      45254NLP0     AAA
                 3-M-4      45254NLU9     CCC

                   Impac CMB Trust Series 2004-11
                          Series 2004-11

                 Class      CUSIP         Rating
                 -----      -----         ------
                 1-A-1      45254NLZ8     CCC
                 1-A-2      45254NMA2     CCC

                   Impac CMB Trust Series 2004-8
                          Series 2004-8

                 Class      CUSIP         Rating
                 -----      -----         ------
                 3-A        45254NKT3     AAA
                 3-M-1      45254NKU0     AA
                 3-M-2      45254NKV8     A
                 3-B        45254NKW6     BBB

                    Impac Secured Assets Corp.
                          Series 2001-8

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-6        45254TJZ8     AAA
                 A-7        45254TKA1     AAA
                 A-IO       45254TKB9     AAA
                 A-PO       45254TKC7     AAA
                 M-1        45254TKF0     AAA
                 M-2        45254TKG8     AA
                 M-3        45254TKH6     CCC

                    Impac Secured Assets Corp.
                          Series 2004-3

                 Class      CUSIP         Rating
                 -----      -----         ------
                 1-A-3      45254TPW8     AAA
                 1-A-4      45254TPX6     AAA
                 1-A-5      45254TPY4     AAA
                 M-1        45254TQB3     AA+

                MASTR Alternative Loan Trust 2002-3
                          Series 2002-3

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-6        576434BR4     AAA

                   RALI Series 2001-QS17 Trust
                        Series 2001-QS17

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-11       76110GTE1     AAA
                 A-P        76110GTF8     AAA
                 A-V        76110GTG6     AAA

                   RALI Series 2002-QS15 Trust
                        Series 2002-QS15

                 Class      CUSIP         Rating
                 -----      -----         ------
                 CB         76110GX63     AAA
                 NB-2       76110GX89     AAA
                 NB-3       76110GX97     AAA
                 A-P        76110GY21     AAA
                 A-V        76110GY39     AAA
                 M-1        76110GY62     AAA
                 M-2        76110GY70     AA+

                    RALI Series 2003-QS8 Trust
                         Series 2003-QS8

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-1        76110HAS8     AAA
                 A-2        76110HAT6     AAA
                 A-3        76110HAU3     AAA
                 A-4        76110HAV1     AAA
                 A-5        76110HAW9     AAA
                 A-6        76110HAX7     AAA
                 A-7        76110HAY5     AAA
                 A-P        76110HAZ2     AAA
                 A-V        76110HBA6     AAA
                 M-1        76110HBD0     AA

         Residential Asset Securitization Trust 2002-A12
                          Series 2002-L

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-4        45660NHW8     AAA
                 PO         45660NHX6     AAA
                 A-X        45660NHM0     AAA
                 2-A-9      45660NJD8     AAA
                 B-1        45660NJA4     AAA
                 B-2        45660NJB2     AAA
                 B-3        45660NJC0     AA+

         Residential Asset Securitization Trust 2002-A14J
                          Series 2002-N

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-9        45660NKY0     AAA
                 A-10       45660NKZ7     AAA
                 PO         45660NLA1     AAA
                 A-X        45660NLB9     AAA
                 B-1        45660NLD5     AA+
                 B-2        45660NLE3     AA

          Residential Asset Securitization Trust 2003-A7
                          Series 2003-G

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-3        45660NRZ0     AAA
                 A-4        45660NSA4     AAA
                 A-5        45660NSB2     AAA
                 A-7        45660NSD8     AAA
                 A-8        45660NSE6     AAA
                 A-9        45660NSF3     AAA
                 A-10       45660NSG1     AAA
                 A-11       45660NSH9     AAA
                 A-12       45660NSJ5     AAA
                 PO         45660NSM8     AAA
                 A-X        45660NSN6     AAA

                   RFMSI Series 2003-S20 Trust
                         Series 2003-S20

                 Class      CUSIP         Rating
                 -----      -----         ------
                 I-A-1      76111XDR1     AAA
                 I-A-2      76111XDS9     AAA
                 I-A-3      76111XDT7     AAA
                 I-A-4      76111XDU4     AAA
                 I-A-5      76111XDV2     AAA
                 I-A-6      76111XDW0     AAA
                 I-A-7      76111XDX8     AAA
                 I-A-8      76111XDY6     AAA
                 I-A-9      76111XDZ3     AAA
                 II-A-1     76111XEA7     AAA
                 I-A-P      76111XEW9     AAA
                 I-A-V      76111XEC3     AAA
                 II-A-P     76111XEB5     AAA
                 II-A-V     76111XED1     AAA
                 I-M-1      76111XEJ8     AA
                 II-M-1     76111XET6     AA
                 I-M-2      76111XEK5     A
                 II-M-2     76111XEU3     A
                 I-M-3      76111XEL3     BBB

                Structured Asset Securities Corp.
                        Series 2003-18XS

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A5         86359AWK5     AAA
                 A6         86359AWL3     AAA
                 A7         86359AYB3     AAA

                Structured Asset Securities Corp.
                        Series 2003-25XS

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A5         86359AK36     AAA
                 A6         86359AK44     AAA

                Structured Asset Securities Corp.
                        Series 2003-28XS

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A4         86359AQ48     AAA
                 A5         86359AQ55     BBB
                 A6         86359AQ63     BBB
                 M1         86359AQ71     CCC

                Structured Asset Securities Corp.
                        Series 2003-36XS

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A4         86359BAT8     AAA
                 A5         86359BAU5     AAA

                Structured Asset Securities Corp.
                        Series 2004-4XS

                 Class      CUSIP         Rating
                 -----      -----         ------
                 2-A2       86359BHP9     AAA

                Structured Asset Securities Corp.
                        Series 2004-6XS

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A3         86359BJR3     AAA
                 A5A        86359BJT9     AAA
                 A5B        86359BMB4     AAA
                 A6         86359BJU6     AAA

                Structured Asset Securities Corp.
                        Series 2004-9XS

                 Class      CUSIP         Rating
                 -----      -----         ------
                 1-A4A      86359BRB9     AAA
                 1-A4B      86359BRH6     AAA
                 1-A4C      86359BRJ2     AAA
                 1-A4D      86359BRK9     AAA
                 1-A5       86359BRC7     AAA
                 1-A6       86359BRD5     AAA
                 2-A1       86359BRE3     AAA
                 2-M1       86359BRP8     AA+

                Structured Asset Securities Corp.
                        Series 2004-11XS

                 Class      CUSIP         Rating
                 -----      -----         ------
                 1-A4A      86359BUD1     AAA
                 1-A4B      86359BVC2     AAA
                 1-A5A      86359BUE9     AAA
                 2-A2       86359BUJ8     AAA
                 2-M1       86359BUL3     AA+
                 2-M2       86359BVD0     A+

                Structured Asset Securities Corp.
                        Series 2004-17XS

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A3B        86359BZE4     AAA
                 A4B        86359BZG9     AAA


* S&P Downgrades Ratings on 147 Classes From 18 Prime Jumbo RMBS
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 147
classes from 18 U.S. prime jumbo and subprime residential
mortgage-backed securities transactions issued in 2001-2004.
Additionally, S&P affirmed its ratings on 106 classes from 14 of
the affected transactions and one additional transaction.

The downgrades and affirmations 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 its analysis when
assessing rating outcomes.

As part of its analysis, S&P considered the characteristics of the
underlying mortgage collateral, as well as macroeconomic
influences.  For example, S&P's assessment of the risk profile of
the underlying mortgage pools influences its default projections,
while S&P's outlook for housing price declines and the health of
the housing market influence its loss severity assumptions.
Furthermore, for each deal, S&P adjusted its loss expectations
based on upward trends in delinquencies.

The lowered ratings reflect S&P's belief that the amount of credit
enhancement available for the downgraded classes is not sufficient
to cover losses at the previous rating levels, given S&P's current
projected losses.

The affirmations reflect S&P's belief that there is sufficient
credit enhancement to support the ratings at their current levels.
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
subordination of classes within each structure provides credit
support for the affected transactions.

To assess the creditworthiness of each class, S&P reviewed the
individual delinquency and loss trends of each transaction for
changes, if any, in risk characteristics, servicing, and the
ability to withstand additional credit deterioration.  In order to
maintain a 'B' rating on a class, S&P assessed whether, in its
view, a class could absorb the base-case loss assumptions S&P used
in its analysis.

For prime jumbo transactions, in order to maintain a rating higher
than 'B', S&P assessed whether the class could withstand losses
exceeding S&P's base-case loss assumptions at a percentage
specific to each rating category, up to 235% for a 'AAA' rating.
For example, in general, S&P would assess whether one class could
withstand approximately 127% of S&P's base-case loss assumptions
to maintain a 'BB' rating, while S&P would assess whether a
different class could withstand approximately 154% of S&P's base-
case loss assumptions to maintain a 'BBB' rating.  Each class with
an affirmed 'AAA' rating can, in S&P's view, withstand
approximately 235% of its base-case loss assumptions under its
analysis.

For subprime transactions, a class may have to withstand
approximately 110% of S&P's base-case loss assumptions in order to
maintain a 'BB' rating, while a different class may have to
withstand approximately 120% 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 150% of
its base-case loss assumptions.

The collateral backing these deals originally consisted
predominantly of fixed-rate prime jumbo or subprime mortgage loans
secured by one- to four-family properties.

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 deem
appropriate.

                         Ratings Lowered

                  Bear Stearns ARM Trust 2003-9
                        Series      2003-9

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        I-A-1      07384MA85     AA                   AAA
        I-X-1      07384MA93     AA                   AAA
        I-A-2      07384MB27     AA                   AAA
        I-X-2      07384MB35     AA                   AAA
        I-A-3      07384MB43     AA                   AAA
        I-X-3      07384MB50     AA                   AAA
        II-A-1     07384MB68     AA                   AAA
        II-X-1     07384MB76     AA                   AAA
        II-A-2     07384MB84     AA                   AAA
        II-X-2     07384MB92     AA                   AAA
        II-A-3     07384MC26     AA                   AAA
        II-X-3     07384MC34     AA                   AAA
        III-A-1    07384MC42     AA                   AAA
        III-X-1    07384MC59     AA                   AAA
        III-A-2    07384MC67     AA                   AAA
        III-A-3    07384MC75     AA                   AAA
        III-X-3    07384MC83     AA                   AAA
        IV-A-1     07384MC91     AA                   AAA
        IV-X-1     07384MD25     AA                   AAA
        B-1        07384MD66     BB-                  AA+
        B-2        07384MD74     CCC                  A+
        B-3        07384MD82     CC                   BBB
        B-4        07384MD90     CC                   B

     Bear Stearns Asset Backed Securities  I Trust 2004-AC7
                      Series      2004-AC7

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-1        073879NB0     A                    AA
        M-2        073879NC8     CCC                  B-

              CHL Mortgage Pass-Through Trust 2004-7
                        Series      2004-7

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        I-M        12669FXV0     A                    AA
        I-B-1      12669FXW8     B+                   A
        I-B-2      12669FXX6     CCC                  BBB
        I-B-3      12669FYP2     CC                   BB
        I-B-4      12669FYQ0     CC                   B

                  GSR Mortgage Loan Trust 2004-11
                       Series      2004-11

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        1A1        36242DFP3     A+                   AAA
        1A2        36242DFQ1     A+                   AAA
        2A1        36242DFS7     A+                   AAA
        2AX1       36242DFV0     A+                   AAA
        2A2        36242DFT5     A+                   AAA
        2AX2       36242DFW8     A+                   AAA
        2A3        36242DFU2     A+                   AAA
        3A1        36242DFX6     AA-                  AAA
        4A1        36242DFY4     A+                   AAA
        5A1        36242DFZ1     A+                   AAA
        B1         36242DGA5     B-                   AA
        B2         36242DGB3     CCC                  B
        B3         36242DGC1     CC                   CCC

                  GSR Mortgage Loan Trust 2004-5
                        Series      2004-5

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B1         36228FX27     BB-                  AA
        B2         36228FX35     CCC                  A
        B3         36228FX43     CC                   BBB
        B4         36228FX68     CC                   BB-
        B5         36228FX76     CC                   CCC

         MASTR Adjustable Rate Mortgages Trust 2004-5
                       Series      2004-5

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-2        576433NJ1     BB                   AA-
        B-3        576433NK8     CCC                  A-
        B-4        576433NL6     CC                   B

               Merrill Lynch Mortgage Investors Inc.
                       Series      2003-A5

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-2        5899293X4     BB+                  AA
        M-3        5899293Y2     CCC                  BBB+
        B-1        5899293Z9     CC                   BB+
        B-2        5899294A3     CC                   B+

           Morgan Stanley Mortgage Loan Trust 2004-7AR
                      Series      2004-7AR

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-1        61748HCP4     BB                   AA
        B-2        61748HCQ2     CCC                  A
        B-3        61748HCR0     CC                   B
        B-4        61748HCT6     D                    CC


                    RASC Series 2001-KS2 Trust
                       Series      2001-KS2

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        A-I-5      76110WLL8     B-                   AAA
        A-I-6      76110WLM6     B-                   AAA
        M-I-1      76110WLN4     CC                   AA
        M-I-2      76110WLP9     CC                   B
        M-II-1     76110WLS3     CC                   B-

  Structured Adjustable Rate Mortgage Loan Trust, Series 2004-1
                        Series      2004-1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B1-I       86359BGS4     A-                   AA
        B1X-I      86359BGT2     A-                   AA
        B1-II      86359BGW5     CCC                  AA
        B1X-II     86359BGX3     CCC                  AA
        B2-I       86359BGU9     CCC                  A
        B2X-I      86359BGV7     CCC                  A
        B2-II      86359BGY1     CCC                  A
        B3         86359BHA2     CC                   BBB
        B4         86359BHC8     CC                   BB

  Structured Adjustable Rate Mortgage Loan Trust, Series 2004-10
                       Series      2004-10

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        1-A1       86359BYK1     AA                   AAA
        1-A2       86359BXZ9     AA                   AAA
        1-A3       86359BYA3     AA                   AAA
        2-A        86359BYB1     AA                   AAA
        3-A1       86359BYC9     AA                   AAA
        3-A3       86359BYE5     AA                   AAA
        4-A        86359BYF2     AA+                  AAA
        4-AX       86359BYG0     AA+                  AAA
        B1         86359BYL9     CCC                  AA
        B1-X       86359BYH8     CCC                  AA
        B2         86359BYM7     CC                   A
        B2-X       86359BYJ4     CC                   A
        B3         86359BYN5     CC                   BBB
        B4         86359BYP0     CC                   B

                Structured Asset Securities Corp.
                      Series      2002-14A

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        1-A1       86358RR41     BB-                  AAA
        1-A2       86358RR58     BB-                  AAA
        B1-I       86358RR82     CCC                  BBB
        B1-I-X     86358RR90     CCC                  BBB
        B2-I       86358RS24     CC                   B
        B2-I-X     86358RS32     CC                   B
        2-A1       86358RR66     A-                   AAA
        B1-II      86358RS40     CC                   A
        B2-II      86358RS73     CC                   B
        B3         86358RS57     CC                   CCC

                Structured Asset Securities Corp.
                      Series      2002-18A

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        1-A1       86358R5E3     B                    AAA
        B1-I       86358R5L7     CC                   AA+
        B1-I-X     86358R5M5     CC                   AA+
        B2-I       86358R5N3     CC                   A
        B2-I-X     86358R5P8     CC                   A
        2-A1       86358R5G8     BB-                  AAA
        3-A        86358R5J2     A                    AAA
        B1-II      86358R5Q6     CC                   AA+
        B2-II      86358R5R4     CC                   A
        B3         86358R5S2     CC                   B

                Structured Asset Securities Corp.
                      Series      2002-21A

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B1-I       86359ACA9     BBB-                 AA+
        B1-I-X     86359ACB7     BBB-                 AA+
        B2-I       86359ACG6     BBB-                 AA
        B2-I-X     86359ACH4     BBB-                 AA
        B1-II      86359ACC5     BBB-                 AA+
        B2-II      86359ACD3     BBB-                 AA
        B3         86359ACE1     CCC                  A+

                Structured Asset Securities Corp.
                      Series      2002-25A

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        1-A1       86359ADT7     BB                   AAA
        B1-I       86359AEB5     CCC                  AA+
        B1-I-X     86359AEC3     CCC                  AA+
        B2-I       86359AED1     CC                   AA+
        B2-I-X     86359AEE9     CC                   AA+
        B1-II      86359AEF6     CC                   AA+
        B2-II      86359AEG4     CC                   AA+
        B3         86359AEH2     CC                   A+

                Structured Asset Securities Corp.
                      Series      2003-2A

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B1-I       86359AKS1     AA+                  AAA
        B1-I-X     86359AKT9     AA+                  AAA
        B2-I       86359AKU6     BB+                  AA
        B2-I-X     86359AKV4     BB+                  AA
        B1-II      86359AKW2     BB+                  AAA
        B2-II      86359AKX0     BB+                  AA
        B3         86359AKY8     B                    A
        B4         86359ALA9     CC                   CCC
        B5         86359ALB7     CC                   CCC

                Structured Asset Securities Corp.
                       Series      2003-9A

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B1-I-X     86359ARK1     CCC                  AA+
        B2-I       86359ARL9     CCC                  AA-
        B2-I-X     86359ARM7     CCC                  AA-
        B1-II      86359ARN5     CCC                  AA+
        B2-II      86359ARP0     CCC                  AA-
        B3         86359ARQ8     CC                   BBB+
        B4         86359ARS4     CC                   BB
        B1-I       86359ARJ4     CCC                  AA+

                Structured Asset Securities Corp.
                      Series      2003-17A

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B1-I       86359AXT5     B-                   AA
        B1-I-X     86359AXU2     B-                   AA
        B2-I       86359AXV0     CCC                  A
        B2-I-X     86359AXW8     CCC                  A
        B1-II      86359AXX6     CCC                  AA
        B2-II      86359AXY4     CCC                  A
        B3         86359AXZ1     CC                   B
        B4         86359AXA6     CC                   CCC

                         Ratings Affirmed

      Bear Stearns Asset Backed Securities  I Trust 2004-AC7
                      Series      2004-AC7

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-1        073879MY1     AAA
                 A-2        073879MZ8     AAA
                 A-3        073879NA2     AAA
                 M-3        073879ND6     CCC
                 B-1        073879NE4     CCC
                 B-2        073879NF1     CCC

             CHL Mortgage Pass-Through Trust 2004-7
                        Series      2004-7

                 Class      CUSIP         Rating
                 -----      -----         ------
                 1-A-1      12669FXH1     AAA
                 2-A-1      12669FXJ7     AAA
                 3-A-1      12669FXK4     AAA
                 3-X        12669FXL2     AAA
                 4-A-1      12669FXM0     AAA
                 4-X        12669FXN8     AAA
                 5-A-1      12669FXP3     AAA
                 5-A-3      12669FXR9     AAA
                 6-A-1      12669FXS7     AAA
                 II-X       12669FXU2     AAA

                  GSR Mortgage Loan Trust 2004-5
                        Series      2004-5

                 Class      CUSIP         Rating
                 -----      -----         ------
                 1A1        36228FV94     AAA
                 1A2        36228FW28     AAA
                 1A3        36228FW36     AAA
                 1AX        36228FW44     AAA
                 2A1        36228FW51     AAA
                 2AX        36228FW69     AAA
                 3A2        36228FW85     AAA
                 3A3        36228FW93     AAA

          MASTR Adjustable Rate Mortgages Trust 2004-5
                       Series      2004-5

                 Class      CUSIP         Rating
                 -----      -----         ------
                 1-A-1      576433MT0     AAA
                 2-A-1      576433MU7     AAA
                 2-A-X      576433MV5     AAA
                 3-A-1      576433MW3     AAA
                 4-A-1      576433MX1     AAA
                 5-A-1      576433MY9     AAA
                 6-A-1      576433MZ6     AAA
                 6-A-X      576433NA0     AAA
                 7-A-1      576433NB8     AAA
                 9-A-2      576433NP7     AAA
                 9-A-X      576433NE2     AAA
                 B-1        576433NH5     AA+

               Merrill Lynch Mortgage Investors Inc.
                       Series      2003-A5

                 Class      CUSIP         Rating
                 -----      -----         ------
                 I-A        5899293M8     AAA
                 II-A-6     5899293T3     AAA
                 II-A-7     5899293U0     AAA
                 II-A-IO    5899293V8     AAA
                 M-1        5899293W6     AAA

           Morgan Stanley Mortgage Loan Trust 2004-7AR
                      Series      2004-7AR

                 Class      CUSIP         Rating
                 -----      -----         ------
                 1-A        61748HCD1     AAA
                 2-A-1      61748HCE9     AAA
                 2-A-2      61748HCF6     AAA
                 2-A-3      61748HCG4     AAA
                 2-A-4      61748HCH2     AAA
                 2-A-5      61748HCJ8     AAA
                 2-A-6      61748HCK5     AAA
                 2-A-7      61748HCL3     AAA
                 3-A        61748HCM1     AAA
                 4-A        61748HCN9     AAA

                   RASC Series 2001-KS2 Trust
                      Series      2001-KS2

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-II       76110WLR5     AAA

  Structured Adjustable Rate Mortgage Loan Trust, Series 2004-1
                       Series      2004-1

                 Class      CUSIP         Rating
                 -----      -----         ------
                 1-A        86359BFY2     AAA
                 2-A        86359BFZ9     AAA
                 2-AX       86359BGA3     AAA
                 3-A1       86359BGB1     AAA
                 3-A2       86359BGC9     AAA
                 3-A3       86359BGD7     AAA
                 4-A1       86359BGF2     AAA
                 4-A2       86359BGG0     AAA
                 4-A3       86359BGH8     AAA
                 4-A5       86359BGK1     AAA
                 5-A        86359BGN5     AAA
                 6-A        86359BGQ8     AAA
                 4-A4       86359BGJ4     AAA
                 6-AX       86359BGR6     AAA

  Structured Adjustable Rate Mortgage Loan Trust, Series 2004-10
                       Series      2004-10

                 Class      CUSIP         Rating
                 -----      -----         ------
                 3-A2       86359BYD7     AAA

                Structured Asset Securities Corp.
                       Series      2002-8A

                 Class      CUSIP         Rating
                 -----      -----         ------
                 7-A1       86358RE29     AAA
                 7-A2       86358RE37     AAA
                 B3         86358RE86     BBB

                Structured Asset Securities Corp.
                      Series      2002-21A

                 Class      CUSIP         Rating
                 -----      -----         ------
                 1-A1       86359ABP7     AAA
                 1-A3       86359ABR3     AAA
                 2-A1       86359ABS1     AAA
                 2-A2       86359ABT9     AAA
                 4-A1       86359ABW2     AAA

                Structured Asset Securities Corp.
                      Series      2002-25A

                 Class      CUSIP         Rating
                 -----      -----         ------
                 2-A1       86359ADV2     AAA
                 3-A1       86359ADX8     AAA
                 3-A2       86359ADY6     AAA
                 4-A1       86359ADZ3     AAA
                 4-A2       86359AEA7     AAA

                Structured Asset Securities Corp.
                        Series      2003-2A

                 Class      CUSIP         Rating
                 -----      -----         ------
                 1-A1       86359AKJ1     AAA
                 2-A1       86359AKL6     AAA
                 2-A2       86359AKM4     AAA
                 3-A1       86359AKN2     AAA
                 3-A2       86359AKP7     AAA
                 4-A1       86359AKQ5     AAA
                 4-A2       86359AKR3     AAA

                Structured Asset Securities Corp.
                        Series      2003-9A

                 Class      CUSIP         Rating
                 -----      -----         ------
                 1-A1       86359ARC9     AAA
                 2-A1       86359ARE5     AAA
                 2-A2       86359ARF2     AAA
                 2-A3       86359ARG0     AAA
                 2-AX       86359ARH8     AAA

                Structured Asset Securities Corp.
                       Series      2003-17A

                 Class      CUSIP         Rating
                 -----      -----         ------
                 1-A1       86359AXD0     AAA
                 1-AX       86359AXE8     AAA
                 2-A1       86359AXF5     AAA
                 2-A2       86359AXG3     AAA
                 2-A3       86359AXH1     AAA
                 2-AX       86359AXJ7     AAA
                 2-PAX      86359AXK4     AAA
                 3-A1       86359AXL2     AAA
                 3-A2       86359AXM0     AAA
                 3-A3       86359AXN8     AAA
                 3-AX       86359AXP3     AAA
                 4-A        86359AXQ1     AAA
                 4-AX       86359AXR9     AAA
                 4-PAX      86359AXS7     AAA


* S&P Downgrades Ratings on 225 Tranches From 48 CLO Transactions
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 225
tranches from 48 U.S. collateralized loan obligation transactions
and removed them from CreditWatch with negative implications.  The
affected tranches had a total issuance amount of $17.183 billion.
S&P also affirmed its ratings on 36 tranches from 19 of these
transactions and removed 35 of the ratings from CreditWatch
negative.

The downgrades reflect two primary factors:

* The application of S&P's new corporate collateralized debt
  obligation criteria; and

* Some of the transactions experienced deterioration in the credit
  quality of the collateral supporting the CLO tranches due to
  increased exposure to obligors that have either defaulted or
  have experienced downgrades into the 'CCC' range.

The downgrades of 45 classes from 31 transactions resulted from
S&P's application of the largest-obligor default test, which is
one of the supplemental stress tests S&P introduced as part of its
criteria update.

The affirmations reflect S&P's view that the tranches have
adequate credit support to maintain the current ratings according
to its updated criteria.

S&P will continue to review the remaining transactions with
ratings on CreditWatch following its corporate CDO criteria update
and resolve the CreditWatch status of the affected tranches.

                          Rating Actions

                                                     Rating
                                                     ------
    Transaction                             Class   To    From
    -----------                             -----   --    ----
    Apidos CDO III Ltd                      A-1     AA+   AAA/Watch Neg
    Apidos CDO III Ltd                      A-2     A+    AA/Watch Neg
    Apidos CDO III Ltd                      B       BBB+  A/Watch Neg
    Apidos CDO III Ltd                      C       BB+   BBB/Watch Neg
    Apidos CDO III Ltd                      D       B+    BB/Watch Neg
    Atrium IV                               A-1a    AA-   AAA/Watch Neg
    Atrium IV                               A-1b    AA-   AAA/Watch Neg
    Atrium IV                               A-2     AA-   AAA/Watch Neg
    Atrium IV                               A-3     A-    AA/Watch Neg
    Atrium IV                               B       BB+   A/Watch Neg
    Atrium IV                               C       B+    BBB/Watch Neg
    Atrium IV                               D-1     CCC+  BB/Watch Neg
    Atrium IV                               D-2     CCC+  BB/Watch Neg
    Aurum CLO 2002-1 Ltd.                   A-2     AA+   AAA/Watch Neg
    Aurum CLO 2002-1 Ltd.                   C       BB+   BBB/Watch Neg
    Aurum CLO 2002-1 Ltd.                   D-1     CCC-  BB/Watch Neg
    Aurum CLO 2002-1 Ltd.                   D-2     CCC-  BB/Watch Neg
    Avalon Capital Ltd. 3                   A-1     AA    AAA/Watch Neg
    Avalon Capital Ltd. 3                   A-2 Var AA    AAA/Watch Neg
    Avalon Capital Ltd. 3                   B       A+    AA/Watch Neg
    Avalon Capital Ltd. 3                   C Def   BBB   A/Watch Neg
    Avalon Capital Ltd. 3                   D Def   CCC-  BB+/Watch Neg
    Avenue CLO III, Ltd.                    A1L     A+    AAA/Watch Neg
    Avenue CLO III, Ltd.                    A2L     BBB+  AA/Watch Neg
    Avenue CLO III, Ltd.                    A3L     CCC-  A/Watch Neg
    Avenue CLO III, Ltd.                    B1L     CCC-  BB/Watch Neg
    Avenue CLO III, Ltd.                    B2L     CCC-  B-/Watch Neg
    Babson CLO Ltd 2006-I                   A-2     AA+   AAA/Watch Neg
    Babson CLO Ltd 2006-I                   A-2B    AA+   AAA/Watch Neg
    Babson CLO Ltd 2006-I                   A-3     AA+   AAA/Watch Neg
    Babson CLO Ltd 2006-I                   B       A+    AA/Watch Neg
    Babson CLO Ltd 2006-I                   C       BBB+  A/Watch Neg
    Babson CLO Ltd 2006-I                   D       BB+   BBB/Watch Neg
    Babson CLO Ltd. 2004-I                  A-1     AA    AAA/Watch Neg
    Babson CLO Ltd. 2004-I                  A-2A    AA    AAA/Watch Neg
    Babson CLO Ltd. 2004-I                  A-2B    AA    AAA/Watch Neg
    Babson CLO Ltd. 2004-I                  A-2Bv   AA    AAA/Watch Neg
    Babson CLO Ltd. 2004-I                  B       A+    AA/Watch Neg
    Babson CLO Ltd. 2004-I                  C-1     BBB-  A/Watch Neg
    Babson CLO Ltd. 2004-I                  C-2     BBB-  A/Watch Neg
    Babson CLO Ltd. 2004-I                  D       BB    BBB-/Watch Neg
    Bridgeport CLO II Ltd                   A-1     AA+   AAA/Watch Neg
    Bridgeport CLO II Ltd                   A-2     A+    AA/Watch Neg
    Bridgeport CLO II Ltd                   B       BBB+  A/Watch Neg
    Bridgeport CLO II Ltd                   C       BBB-  BBB/Watch Neg
    Burr Ridge CLO Plus Ltd                 A-1D    AA+   AAA/Watch Neg
    Burr Ridge CLO Plus Ltd                 A-1R    AA+   AAA/Watch Neg
    Burr Ridge CLO Plus Ltd                 A-1T    AA+   AAA/Watch Neg
    Burr Ridge CLO Plus Ltd                 C       BBB+  A/Watch Neg
    Burr Ridge CLO Plus Ltd                 D       BBB-  BBB/Watch Neg
    Canyon Capital CLO 2004-1 Ltd.          A-1-A   AA+   AAA/Watch Neg
    Canyon Capital CLO 2004-1 Ltd.          A-1-B   AA+   AAA/Watch Neg
    Canyon Capital CLO 2004-1 Ltd.          A-2-A   AA+   AAA/Watch Neg
    Canyon Capital CLO 2004-1 Ltd.          A-2-B   AA+   AAA/Watch Neg
    Canyon Capital CLO 2004-1 Ltd.          B       BBB+  A+/Watch Neg
    Canyon Capital CLO 2004-1 Ltd.          C       BB    BBB/Watch Neg
    Canyon Capital CLO 2004-1 Ltd.          D       CCC+  BB/Watch Neg
    Carlyle High Yield Partners 2008-1 Ltd  A       AA+   AAA/Watch Neg
    Carlyle High Yield Partners VIII Ltd    A-1     AA+   AAA/Watch Neg
    Carlyle High Yield Partners VIII Ltd    A-2-a   AA+   AAA/Watch Neg
    Carlyle High Yield Partners VIII Ltd    A-2-b   AA+   AAA/Watch Neg
    Carlyle High Yield Partners VIII Ltd    B       A+    AA/Watch Neg
    Carlyle High Yield Partners VIII Ltd    C       BBB   A/Watch Neg
    Carlyle High Yield Partners VIII Ltd    D       CCC+  BBB-/Watch Neg
    Centurion CDO VI, Ltd.                  A       AA+   AAA/Watch Neg
    Centurion CDO VI, Ltd.                  B-1     BBB-  A-/Watch Neg
    Centurion CDO VI, Ltd.                  B-2     BBB-  A-/Watch Neg
    Centurion CDO VI, Ltd.                  C       B+    BBB/Watch Neg
    Centurion CDO VI, Ltd.                  D-1     CCC-  BB/Watch Neg
    Centurion CDO VI, Ltd.                  D-2     CCC-  BB/Watch Neg
    Centurion CDO VI, Ltd.                  D-3     CCC-  BB/Watch Neg
    Chatham Light II CLO Limited            A-1     AA+   AAA/Watch Neg
    Chatham Light II CLO Limited            A-2     A+    AA/Watch Neg
    Chatham Light II CLO Limited            B       BBB+  A/Watch Neg
    Chatham Light II CLO Limited            C       BB    BBB/Watch Neg
    Chatham Light II CLO Limited            D       B+    BB/Watch Neg
    CSAM Funding IV                         A-1     AA+   AAA/Watch Neg
    CSAM Funding IV                         A-1NV   AA+   AAA/Watch Neg
    CSAM Funding IV                         A-1V    AA+   AAA/Watch Neg
    CSAM Funding IV                         A-2     A+    AA/Watch Neg
    CSAM Funding IV                         B-1     BBB+  A/Watch Neg
    CSAM Funding IV                         B-2     BBB+  A/Watch Neg
    CSAM Funding IV                         C-1     BB+   BBB/Watch Neg
    CSAM Funding IV                         C-2     BB+   BBB/Watch Neg
    CSAM Funding IV                         D-1     B+    BB/Watch Neg
    CSAM Funding IV                         D-2     B+    BB/Watch Neg
    Denali Capital CLO VI, Ltd.             A-1L    AA    AAA/Watch Neg
    Denali Capital CLO VI, Ltd.             A-1LR   AA    AAA/Watch Neg
    Denali Capital CLO VI, Ltd.             A-2L    A+    AA/Watch Neg
    Denali Capital CLO VI, Ltd.             A-3L    BBB+  A/Watch Neg
    Denali Capital CLO VI, Ltd.             B-1L    BB+   BBB/Watch Neg
    Denali Capital CLO VI, Ltd.             B-2L    B+    BB/Watch Neg
    Eagle Creek CLO Ltd                     A-2     AA    AAA/Watch Neg
    Eagle Creek CLO Ltd                     B       BBB+  A/Watch Neg
    Eagle Creek CLO Ltd                     C       BB-   BBB/Watch Neg
    Eagle Creek CLO Ltd                     D       CCC+  BB/Watch Neg
    Eaton Vance CDO IX Ltd                  A-1B    AA+   AAA/Watch Neg
    Eaton Vance CDO IX Ltd                  A-2     AA+   AAA/Watch Neg
    Eaton Vance CDO IX Ltd                  B       A+    AA/Watch Neg
    Eaton Vance CDO IX Ltd                  C       BBB+  A/Watch Neg
    Eaton Vance CDO IX Ltd                  D       CCC-  BBB-/Watch Neg
    Emporia Preferred Funding II Ltd        A-1     AA+   AAA/Watch Neg
    Emporia Preferred Funding II Ltd        A-2     AA+   AAA/Watch Neg
    Emporia Preferred Funding II Ltd        A-3     AA+   AAA/Watch Neg
    Emporia Preferred Funding II Ltd        B       A+    AA/Watch Neg
    Emporia Preferred Funding II Ltd        C       BBB+  A/Watch Neg
    Emporia Preferred Funding II Ltd        D       BB+   BBB/Watch Neg
    Emporia Preferred Funding II Ltd        E       CCC+  BB/Watch Neg
    Flagship CLO IV                         A FundedAA-   AAA/Watch Neg
    Flagship CLO IV                         A Rev NoAA-   AAA/Watch Neg
    Flagship CLO IV                         B       BBB+  A/Watch Neg
    Flagship CLO IV                         C       BB+   BBB/Watch Neg
    Flagship CLO IV                         D       CCC-  BB-/Watch Neg
    Franklin CLO V Ltd                      A-1     AA+   AAA/Watch Neg
    Franklin CLO V Ltd                      A-2     AA+   AAA/Watch Neg
    Franklin CLO V Ltd                      B       A+    AA/Watch Neg
    Franklin CLO V Ltd                      C       BB+   A/Watch Neg
    Franklin CLO V Ltd                      D       CCC-  BBB/Watch Neg
    Franklin CLO V Ltd                      E       CCC-  BB/Watch Neg
    Franklin CLO VI Ltd                     A       AA+   AAA/Watch Neg
    Franklin CLO VI Ltd                     B       A+    AA/Watch Neg
    Franklin CLO VI Ltd                     C       BB+   A/Watch Neg
    Franklin CLO VI Ltd                     D       CCC-  BBB/Watch Neg
    Franklin CLO VI Ltd                     E       CCC-  BB/Watch Neg
    Galaxy VII CLO Ltd                      A-1     AA+   AAA/Watch Neg
    Galaxy VII CLO Ltd                      A-2     AA+   AAA/Watch Neg
    Galaxy VII CLO Ltd                      B       A+    AA/Watch Neg
    Galaxy VII CLO Ltd                      C       BBB+  A/Watch Neg
    Galaxy VII CLO Ltd                      D       BB+   BBB/Watch Neg
    Galaxy VII CLO Ltd                      E       CCC+  BB/Watch Neg
    Granite Ventures II Ltd                 A-1     AA+   AAA/Watch Neg
    Granite Ventures II Ltd                 A-2     AA-   AA/Watch Neg
    Granite Ventures II Ltd                 B       BBB+  A/Watch Neg
    Granite Ventures II Ltd                 C       B+    BBB/Watch Neg
    Granite Ventures II Ltd                 D       CCC+  BB/Watch Neg
    Gulf Stream-Compass CLO 2005-II, Ltd    A-1     AA    AAA/Watch Neg
    Gulf Stream-Compass CLO 2005-II, Ltd    A-2     AA    AAA/Watch Neg
    Gulf Stream-Compass CLO 2005-II, Ltd    B       AA-   AA/Watch Neg
    Gulf Stream-Compass CLO 2005-II, Ltd    C       BBB+  A/Watch Neg
    Gulf Stream-Compass CLO 2005-II, Ltd    D       CCC+  BB+/Watch Neg
    Hewett's Island CLO V Ltd               A-R     AA-   AAA/Watch Neg
    Hewett's Island CLO V Ltd               A-T     AA-   AAA/Watch Neg
    Hewett's Island CLO V Ltd               B       BBB+  AA/Watch Neg
    Hewett's Island CLO V Ltd               C       BBB-  A/Watch Neg
    Hewett's Island CLO V Ltd               D       CCC-  BBB/Watch Neg
    Hewett's Island CLO V Ltd               E       CCC-  BB/Watch Neg
    ING Investment Management CLO II Ltd    A-2     AA-   AAA/Watch Neg
    ING Investment Management CLO II Ltd    B       BBB+  AA/Watch Neg
    ING Investment Management CLO II Ltd    C       BB+   BBB+/Watch Neg
    ING Investment Management CLO II Ltd    D       CCC+  BB/Watch Neg
    ING Investment Management CLO III Ltd   A-1     AA-   AAA/Watch Neg
    ING Investment Management CLO III Ltd   A-2a    AA+   AAA/Watch Neg
    ING Investment Management CLO III Ltd   A-2b    AA-   AAA/Watch Neg
    ING Investment Management CLO III Ltd   A-3     A+    AA/Watch Neg
    ING Investment Management CLO III Ltd   B       BBB-  A/Watch Neg
    ING Investment Management CLO III Ltd   C       BB+   BBB/Watch Neg
    ING Investment Management CLO III Ltd   D       B+    BB/Watch Neg
    Landmark VI CDO Ltd.                    A       AA+   AAA/Watch Neg
    Landmark VI CDO Ltd.                    B       A+    AA/Watch Neg
    Landmark VI CDO Ltd.                    C       BBB+  A/Watch Neg
    Landmark VI CDO Ltd.                    D       B+    BB+/Watch Neg
    Landmark VI CDO Ltd.                    E       CCC-  B/Watch Neg
    Landmark VII CDO Ltd.                   A-1L    AA+   AAA/Watch Neg
    Landmark VII CDO Ltd.                   A-2L    A+    AA/Watch Neg
    Landmark VII CDO Ltd.                   A-3L    BBB   A/Watch Neg
    Landmark VII CDO Ltd.                   B-1L    BB    BBB/Watch Neg
    Landmark VII CDO Ltd.                   B-2L    CCC+  BB/Watch Neg
    LightPoint CLO VIII Ltd                 A-1-B   AA    AAA/Watch Neg
    LightPoint CLO VIII Ltd                 B       A+    AA/Watch Neg
    LightPoint CLO VIII Ltd                 C       BBB+  A/Watch Neg
    LightPoint CLO VIII Ltd                 D       BB+   BBB/Watch Neg
    LightPoint CLO VIII Ltd                 E       B+    BB/Watch Neg
    Long Grove CLO Ltd.                     A       AA+   AAA/Watch Neg
    Long Grove CLO Ltd.                     C       BBB-  BBB/Watch Neg
    Long Grove CLO Ltd.                     D       CCC+  BB/Watch Neg
    Longhorn CDO III Ltd                    D-1     CCC-  B-/Watch Neg
    Longhorn CDO III Ltd                    D-2     CCC-  B-/Watch Neg
    Marlborough Street CLO Ltd              A-1     AA+   AAA/Watch Neg
    Marlborough Street CLO Ltd              A-2A    AA+   AAA/Watch Neg
    Marlborough Street CLO Ltd              A-2B    AA+   AAA/Watch Neg
    Marlborough Street CLO Ltd              B       A+    AA/Watch Neg
    Marlborough Street CLO Ltd              C       BBB+  A/Watch Neg
    Marlborough Street CLO Ltd              D       B+    BBB/Watch Neg
    Marlborough Street CLO Ltd              E       CCC-  BB/Watch Neg
    Morgan Stanley Investment Mgmt Croton   A-1     AA+   AAA/Watch Neg
    Morgan Stanley Investment Mgmt Croton   A-2     AA+   AAA/Watch Neg
    Morgan Stanley Investment Mgmt Croton   B(Fltg) AA-   AA/Watch Neg
    Morgan Stanley Investment Mgmt Croton   B(Fxd)  AA-   AA/Watch Neg
    Morgan Stanley Investment Mgmt Croton   C       BBB+  A/Watch Neg
    Morgan Stanley Investment Mgmt Croton   D       CCC-  BB+/Watch Neg
    Morgan Stanley Investment Mgmt Croton   E       CCC-  B/Watch Neg
    Mountain View Funding CLO 2006-1, Ltd.  A-1     AA-   AAA/Watch Neg
    Mountain View Funding CLO 2006-1, Ltd.  A-2     AA-   AAA/Watch Neg
    Mountain View Funding CLO 2006-1, Ltd.  B-1     A-    AA/Watch Neg
    Mountain View Funding CLO 2006-1, Ltd.  B-2     A-    AA/Watch Neg
    Mountain View Funding CLO 2006-1, Ltd.  C-1     BB+   A/Watch Neg
    Mountain View Funding CLO 2006-1, Ltd.  C-2     BB+   A/Watch Neg
    Mountain View Funding CLO 2006-1, Ltd.  D       B+    BBB/Watch Neg
    Mountain View Funding CLO 2006-1, Ltd.  E       CCC-  BB/Watch Neg
    MT Wilson CLO Ltd                       A       AA-   AAA/Watch Neg
    MT Wilson CLO Ltd                       B       A+    AA/Watch Neg
    MT Wilson CLO Ltd                       C       BB+   A/Watch Neg
    MT Wilson CLO Ltd                       D       CCC+  BBB-/Watch Neg
    MT Wilson CLO Ltd                       E       CCC-  BB/Watch Neg
    Mt.  Wilson CLO II, Ltd.                 A-1     AA+   AAA/Watch Neg
    Mt.  Wilson CLO II, Ltd.                 A-2     A+    AAA/Watch Neg
    Mt.  Wilson CLO II, Ltd.                 B       BBB+  AA/Watch Neg
    Mt.  Wilson CLO II, Ltd.                 C       BB+   A/Watch Neg
    Mt.  Wilson CLO II, Ltd.                 D       CC    BBB/Watch Neg
    NYLIM Flatiron CLO 2004-1 Ltd.          A       AA+   AAA/Watch Neg
    NYLIM Flatiron CLO 2004-1 Ltd.          D       CCC+  BB/Watch Neg
    NYLIM Flatiron CLO 2006-1 Ltd           A-1     AA+   AAA/Watch Neg
    NYLIM Flatiron CLO 2006-1 Ltd           A-2B    AA+   AAA/Watch Neg
    NYLIM Flatiron CLO 2006-1 Ltd           C       BB+   BBB/Watch Neg
    NYLIM Flatiron CLO 2006-1 Ltd           D       CCC+  BB-/Watch Neg
    Octagon Investment Partners XI Ltd      A-1A    AA    AAA/Watch Neg
    Octagon Investment Partners XI Ltd      A-1B    AA    AAA/Watch Neg
    Octagon Investment Partners XI Ltd      A-2     A+    AA/Watch Neg
    Octagon Investment Partners XI Ltd      B       BBB+  A/Watch Neg
    Octagon Investment Partners XI Ltd      C       BB+   BBB/Watch Neg
    Octagon Investment Partners XI Ltd      D       B+    BB/Watch Neg
    OHA Park Avenue CLO I Ltd               A-1a    AA+   AAA/Watch Neg
    OHA Park Avenue CLO I Ltd               A-1b    AA+   AAA/Watch Neg
    OHA Park Avenue CLO I Ltd               D       CCC+  BB/Watch Neg
    Race Point IV CLO, Ltd.                 A-1-A   AA+   AAA/Watch Neg
    Race Point IV CLO, Ltd.                 A-1-B   AA-   AAA/Watch Neg
    Race Point IV CLO, Ltd.                 A-2     AA-   AAA/Watch Neg
    Race Point IV CLO, Ltd.                 B       A-    AA/Watch Neg
    Race Point IV CLO, Ltd.                 C       BBB   A/Watch Neg
    Race Point IV CLO, Ltd.                 D       BB+   BBB/Watch Neg
    Schiller Park CLO Ltd.                  A-1-B   AA+   AAA/Watch Neg
    Schiller Park CLO Ltd.                  A-2     AA+   AAA/Watch Neg
    Schiller Park CLO Ltd.                  C       A-    A/Watch Neg
    Stanfield Arnage CLO Ltd                A-1L    AA+   AAA/Watch Neg
    Stanfield Arnage CLO Ltd                A-1LA   AA+   AAA/Watch Neg
    Stanfield Arnage CLO Ltd                A-1LB   AA+   AAA/Watch Neg
    Stanfield Arnage CLO Ltd                A-2L    A+    AA/Watch Neg
    Stanfield Arnage CLO Ltd                A-3L    BBB+  A/Watch Neg
    Stanfield Arnage CLO Ltd                B-1L    BB+   BBB/Watch Neg
    Stanfield Arnage CLO Ltd                B-2L    CCC+  BB/Watch Neg
    Stanfield Azure CLO, Ltd.               A-1L    AA+   AAA/Watch Neg
    Stanfield Azure CLO, Ltd.               A-1LV   AA+   AAA/Watch Neg
    Stanfield Azure CLO, Ltd.               A-2L    A+    AA/Watch Neg
    Stanfield Azure CLO, Ltd.               A-3L    BBB+  A/Watch Neg
    Stanfield Azure CLO, Ltd.               B-1L    CCC+  BBB/Watch Neg
    Symphony CLO I Ltd                      A-1A    AA    AAA/Watch Neg
    Symphony CLO I Ltd                      A-1B    AA    AAA/Watch Neg
    Symphony CLO I Ltd                      A-2     A+    AA/Watch Neg
    Symphony CLO I Ltd                      B       BBB+  A/Watch Neg
    Symphony CLO I Ltd                      C       BB+   BBB/Watch Neg
    Symphony CLO I Ltd                      D       B+    BB/Watch Neg
    Velocity CLO, Ltd.                      A       AA+   AAA/Watch Neg
    Velocity CLO, Ltd.                      B       BBB+  A/Watch Neg
    Velocity CLO, Ltd.                      C       CCC+  BBB/Watch Neg
    Velocity CLO, Ltd.                      D       CCC-  BB/Watch Neg

      Ratings Affirmed And Removed From Creditwatch Negative

                                                     Rating
                                                     ------
    Transaction                             Class   To    From
    -----------                             -----   --    ----
    Aurum CLO 2002-1 Ltd.                   B       A+    A+/Watch Neg
    Avenue CLO III, Ltd.                    X       AAA   AAA/Watch Neg
    Babson CLO Ltd 2006-I                   A-1     AAA   AAA/Watch Neg
    Babson CLO Ltd 2006-I                   E       BB    BB/Watch Neg
    Bridgeport CLO II Ltd                   D       BB    BB/Watch Neg
    Burr Ridge CLO Plus Ltd                 B       AA    AA/Watch Neg
    Burr Ridge CLO Plus Ltd                 E       BB    BB/Watch Neg
    Carlyle High Yield Partners 2008-1 Ltd  B       AA    AA/Watch Neg
    Carlyle High Yield Partners 2008-1 Ltd  C       A     A/Watch Neg
    Carlyle High Yield Partners 2008-1 Ltd  D       BBB   BBB/Watch Neg
    Eagle Creek CLO Ltd                     A-1     AAA   AAA/Watch Neg
    Eaton Vance CDO IX Ltd                  A-1A    AAA   AAA/Watch Neg
    Flagship CLO IV                         X       AAA   AAA/Watch Neg
    ING Investment Management CLO II Ltd    A-1A    AAA   AAA/Watch Neg
    ING Investment Management CLO II Ltd    A-1R    AAA   AAA/Watch Neg
    Landmark VII CDO Ltd.                   X       AAA   AAA/Watch Neg
    LightPoint CLO VIII Ltd                 A-1-A   AAA   AAA/Watch Neg
    Long Grove CLO Ltd.                     B       A     A/Watch Neg
    Longhorn CDO III Ltd                    A-1     AAA   AAA/Watch Neg
    Longhorn CDO III Ltd                    A-2     AAA   AAA/Watch Neg
    Longhorn CDO III Ltd                    B       AA    AA/Watch Neg
    Longhorn CDO III Ltd                    C       BB+   BB+/Watch Neg
    Longhorn CDO III Ltd                    E       CCC-  CCC-/Watch Neg
    NYLIM Flatiron CLO 2004-1 Ltd.          B       AA    AA/Watch Neg
    NYLIM Flatiron CLO 2004-1 Ltd.          C       A     A/Watch Neg
    NYLIM Flatiron CLO 2006-1 Ltd           A-2A    AAA   AAA/Watch Neg
    NYLIM Flatiron CLO 2006-1 Ltd           A-3     AA    AA/Watch Neg
    NYLIM Flatiron CLO 2006-1 Ltd           B       A     A/Watch Neg
    OHA Park Avenue CLO I Ltd               A-2     AA    AA/Watch Neg
    OHA Park Avenue CLO I Ltd               B       A     A/Watch Neg
    OHA Park Avenue CLO I Ltd               C       BBB   BBB/Watch Neg
    Schiller Park CLO Ltd.                  A-1-A   AAA   AAA/Watch Neg
    Schiller Park CLO Ltd.                  B       AA    AA/Watch Neg
    Schiller Park CLO Ltd.                  D       BBB   BBB/Watch Neg
    Stanfield Azure CLO, Ltd.               X       AAA   AAA/Watch Neg

                            Rating Affirmed

         Transaction                    Class     Rating
         -----------                    -----     ------
         Aurum CLO 2002-1 Ltd.          A-1       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.  Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard
C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez,
Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, 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 ***