TCR_Public/100103.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, January 3, 2010, Vol. 14, No. 2

                            Headlines



ACA ABS: S&P Downgrades Ratings on Two Classes of 2005-1 Notes
BATTERSON PARK: Fitch Changes Ratings on Class B to 'C/RR6'
COMMERCIAL CAPITAL: Fitch Downgrades Ratings on Class 3F Notes
CONNECTICUT VALLEY: Moody's Downgrades Ratings on Four Classes
CONNECTICUT VALLEY: Moody's Downgrades Ratings on Nine Classes

CONNECTICUT VALLEY: Moody's Downgrades Ratings on Two Classes
CRYSTAL RIVER: Fitch Downgrades Ratings on 10 2006-1 Notes
DISTRIBUTION FINANCIAL: Fitch Downgrades Ratings on Two Classes
DIVERSIFIED GLOBAL: Moody's Downgrades Ratings on Two Classes
ESP FUNDING: Moody's Downgrades Ratings on Two Classes of Notes

FANNIE MAE: Moody's Downgrades Ratings on Four 2004-W13 Tranches
GOOD SAMARITAN: Moody's Affirms 'B2' Rating on $72 Mil. Bonds
HSPI DIVERSIFIED: Moody's Cuts Rating on Class S Notes to 'B3'
INDIANA HEALTH: Fitch Assigns 'BB+' Ratings on Revenue Bonds
LOS ROBLES: Moody's Cuts Rating on Class A-1a Notes to 'Caa3'

MADISON AVENUE: Moody's Confirms Rating on Class B Notes at 'Caa3'
MERRILL LYNCH: Fitch Upgrades Ratings on Three Classes of Notes
NEW ORLEANS SEWERAGE: Fitch Takes Rating Action on $36.75MM Bonds
NEWBURY STREET: Moody's Cuts Rating on Class A-1 Notes to 'Ca'
PINNACLE CBO: Fitch Downgrades Ratings on Two Classes of Notes

STRUCTURED ASSET: Moody's Downgrades Ratings on Eight Bonds
STRUCTURED MORTGAGE: Moody's Cuts Ratings on Two 1997-1 Bonds
WASHINGTON MUTUAL: S&P Downgrades Ratings in Class A Notes

* Fitch Corrects Ratings on Small Balance Commercial Loan Deals
* Fitch Downgrades Ratings on 48 Classes From Nine CDO Deals
* Fitch Puts Ratings on Small Balance Loan Deals on Negative Watch
* Fitch Publishes New Hybrid Securities Rating Criteria
* Moody's Changes Loss Projections for US Prime Jumbo RMBS Deals

* Moody's Downgrades Rating on Senior STAR Bonds to 'Ba3'
* S&P Downgrades Ratings on 718 Classes of Mortgage Certs. to 'D'
* S&P Downgrades Ratings on 25 Classes From 15 US NIM RMBS Deals
* S&P Downgrades Ratings on 34 Classes From 16 Subprime RMBS Deals
* S&P Downgrades Ratings on 12 Classes of Notes From Eight Deals

* S&P Downgrades Ratings on 76 Tranches From 15 CLO Transactions
* S&P Downgrades Ratings on 80 Tranches From 16 CLO Transactions



                            *********

ACA ABS: S&P Downgrades Ratings on Two Classes of 2005-1 Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class A-1 and A-2 notes issued by ACA ABS 2005-1 Ltd., a cash flow
collateralized debt obligation transaction backed by mezzanine
structured finance securities.  At the same time, S&P placed its
rating on the class A-1 notes on CreditWatch negative and removed
its rating on the class A-2 notes from CreditWatch negative.
Concurrently, S&P affirmed its 'CC' ratings on the class B and C
notes.

The rating actions are consistent with the criteria S&P use to
assess ratings on CDO transactions subject to acceleration or
liquidation after an event of default has occurred.

S&P received a notice of acceleration dated Dec. 15, 2009, from
the trustee that a majority of the controlling classholders has
declared the principal of all the notes to be immediately due and
payable.  Earlier, S&P received a notice dated Nov. 24, 2009, that
the transaction had experienced an event of default due to the
failure of an overcollateralization-based EOD trigger.

                  Rating And Creditwatch Actions

                        ACA ABS 2005-1 Ltd.

                             Rating
                             ------
           Class      To                From
           -----      --                ----
           A-1        BB/Watch Neg      AAA
           A-2        CC                BBB-/Watch Neg

                         Ratings Affirmed

                        ACA ABS 2005-1 Ltd.

                         Class      Rating
                         -----      ------
                         B          CC
                         C          CC


BATTERSON PARK: Fitch Changes Ratings on Class B to 'C/RR6'
-----------------------------------------------------------
Fitch Ratings has revised and withdrawn its rating on the
remaining notes issued by Batterson Park CBO I, Ltd.:

  -- $7,222,025 class B notes revised to 'C/RR6' from 'C/RR4'.

The revision to the Recovery Rating is due to the absence of
collateral debt securities in the portfolio, according to the last
available trustee report dated June 20, 2009.  The last performing
asset prior to June's report carried a par face amount of
$3.5 million and matured on April 1, 2009.  The remaining
collateral proceeds were used to pay fees, class B interest, and
approximately $2.5 million of the note balance on the July 2, 2009
payment date.  With no other debt securities remaining in the
portfolio, the expected recovery of the remaining class B notes is
0%, which is consistent with Fitch's 'RR6' rating.

Fitch expects the class B notes to imminently default at their
stated maturity date.  Fitch subsequently withdraws the rating on
the class B notes since a de minimis amount of the transaction
remains outstanding.

Batterson Park CBO I Ltd. is a collateralized debt obligation that
closed Nov. 17, 1998, and is managed by General Re/New England
Asset Management.  The proceeds of the issuance were invested in a
portfolio of U.S high yield corporate bonds and loans.  Payments
are made semi-annually in January and July, and the reinvestment
period ended in January 2003.  The legal final maturity date is
Jan. 2, 2011.  To date, approximately 56.2% of the original class
B note balance has been repaid.


COMMERCIAL CAPITAL: Fitch Downgrades Ratings on Class 3F Notes
--------------------------------------------------------------
Fitch Ratings has downgraded and assigned Rating Outlooks, and
Loss Severity ratings to Commercial Capital Access One, Inc.'s
commercial mortgage series 3:

  -- $10.8 million class 3F to 'B/LS5' from 'BB'; Outlook
     Negative.

Fitch also affirms this class and revised the Recovery Rating as
indicated:

  -- $6.1 million class 3G at 'D' to 'RR6' from 'RR2'.

Additionally, Fitch affirms and assigns LS ratings and Outlooks:

  -- $65.7 million class 3A2 at 'AAA/LS1'; Outlook Stable;
  -- $45.5 million class 3B at 'AAA/LS3'; Outlook Stable;
  -- $43.4 million class 3C at 'A+/LS3'; Outlook Stable;
  -- $19.5 million class 3D at 'BBB+/LS4'; Outlook Stable;
  -- $6.5 million class 3E at 'BBB'/LS5; Outlook Stable.

Fitch does not rate class 3H, which has been reduced to zero due
to losses.  Classes 3A-1 and 3X have been paid in full.

The downgrades are the result of Fitch expected losses on loans
currently in special servicing.  As of the December 2009
distribution report, the transaction has paid down 54.2% to
$198.6 million from $433.7 million at issuance.  Of the original
108 loans, 67 remain in the pool.

There are two assets (1.4%) in special servicing.  The first
specially serviced asset (1.3%) is a 79,668 square foot retail
center together with a ground lease on .28 acres in Waterford,
Michigan.  Occupancy as of Nov. 30, 2009 was 62%.  A foreclosure
was completed on July 7, 2009 and the redemption period expires in
January 2010, at which time the special servicer will begin
marketing the property for sale.

One loan (1.2%) of the remaining 67 is covered by a limited
guaranty provided by Sun America, Inc and has a Sept. 30, 2009
servicer reported debt service coverage ratio of 1.48.  The
guaranty requires Sun America to pay the special servicer, on
behalf of the trustee, an amount equal to any realized losses
arising from specially serviced loans, or to purchase the
specially serviced loans directly from the trust.  The two loans
currently in special servicing are not covered by the guaranty.

Fifteen loans (15.3%) were identified as Fitch loans of concern
due to declining performance.  The largest Fitch loan of concern
is secured by a multifamily property located in Bluffton, SC and
had a servicer reported third-quarter 2009 DSCR of 0.88 times and
an 89% occupancy.


CONNECTICUT VALLEY: 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 Connecticut Valley
Structured Credit CDO II, Ltd.  The notes affected by the rating
action are:

  -- Class A-1 Gtd.  Floating Rate Notes (current balance of
     $79,844,698.9), Downgraded to B3; previously on 3/26/2009
     Downgraded to B1 and Placed Under Review for Possible
     Downgrade

  -- Class A-2 Floating Rate Notes (current balance of
     $159,689,397.88), Downgraded to B3; previously on 3/26/2009
     Downgraded to B1 and Placed Under Review for Possible
     Downgrade

  -- Class B-1 Deferrable Floating Rate Notes, Downgraded to C;
     previously on 3/26/2009 Downgraded to Ca

  -- Class B-2 Deferrable Fixed Rate Notes, Downgraded to C;
     previously on 3/26/2009 Downgraded to Ca

Connecticut Valley Structured Credit CDO II, Ltd., is a
collateralized debt obligation issuance backed by a portfolio of
CLO and CBO tranches.

The rating downgrade actions reflect deterioration in the credit
quality of the underlying portfolio as reflected in recent rating
actions taken with respect to underlying assets.  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 factor), an increase in the dollar amount
of Caa1/CCC+ or lower rated securities, and failure of the
coverage tests, among other measures.  The Moody's ratings of
approximately 65% of the underlying assets have been downgraded
since Moody's last review of the transaction in March 2009.  The
trustee reports that the WARF of the portfolio has increased from
3082 to 3988 as of December 7, 2009, and also reports assets
Caa1/CCC+ or lower rated assets increased from 21 million to 108
million.  In addition, the Trustee reports that the transaction is
currently failing one or more interest coverage tests, including
the Class A/B Principal Coverage Test.

The downgrade actions also reflect the occurrence, as reported by
the Trustee on August 13, 2009, of an event of default under
Section 5.1(vi) of the Indenture dated as of May 6, 2003 as a
result of the Class A Par Value Ratio being less than 102%.  The
Trustee reports also that, pursuant to Section 5.2(a) of the
Indenture, the Controlling Party has directed the Trustee to
declare the principal of and accrued and unpaid interest on the
Notes to be immediately due and payable.  As a result, pursuant to
Section 13.1 of the Indenture, following acceleration of the
notes, interest proceeds from the underlying assets will be
diverted to pay principal on the Class A Notes until such notes
are paid in full before interest proceeds are paid on the
subordinate classes of notes.


CONNECTICUT VALLEY: Moody's Downgrades Ratings on Nine Classes
--------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
ratings of nine classes of notes issued by Connecticut Valley
Structured Credit CDO III, Ltd.  The notes affected by the rating
actions are:

  -- US$225,500,000 Class A-1, Downgraded to B1; previously on
     March 12, 2009 Downgraded to Ba2 and Remained On Review for
     Possible Downgrade

  -- US$35,500,000 Class A-2, Downgraded to Caa2; previously on
     March 12, 2009 Downgraded to Ba3 and Remained On Review for
     Possible Downgrade

  -- US$48,000,000 Class A-3A, Downgraded to Caa3; previously
     on March 12, 2009 Downgraded to B1 and Remained On Review for
     Possible Downgrade

  -- US$11,500,000 Class A-3B, Downgraded to Caa3; previously
     on March 12, 2009 Downgraded to B1 and Remained On Review for
     Possible Downgrade

  -- US$20,000,000 Class Q, Downgraded to Caa3; previously on
     March 12, 2009 Downgraded to B1 and Remained On Review for
     Possible Downgrade

  -- US$30,000,000 Class B-1, Downgraded to C; previously on
     March 12, 2009 Downgraded to B2 and Remained On Review for
     Possible Downgrade

  -- US$10,000,000 Class B-2, Downgraded to C; previously on
     March 12, 2009 Downgraded to B2 and Remained On Review for
     Possible Downgrade

  -- US$14,500,000 Class C-1, Downgraded to C; previously on
     March 12, 2009 Downgraded to B3 and Remained On Review for
     Possible Downgrade

  -- US$2,500,000 Class C-2, Downgraded to C; previously on
     March 12, 2009 Downgraded to B3 and Remained On Review for
     Possible Downgrade

Connecticut Valley Structured Credit CDO III, Ltd., is a
collateralized debt obligation issuance backed by a portfolio of
CLO tranches.

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 factor), a decrease in performing par, and failure of the
coverage tests, among other measures.  The Moody's ratings of
approximately 70% of the underlying assets have been downgraded
since Moody's last review of the transaction in March 2009.
Currently, the trustee reports a net performing par of the
portfolio of $246.5M as compared to $361.7M in February 2009.
Trustee reports that the WARF of the portfolio is 4557 as compared
to 998 in February 2009.  In addition, the Trustee also reports
that the transaction is currently failing all
overcollateralization tests.


CONNECTICUT VALLEY: Moody's Downgrades Ratings on Two Classes
-------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
ratings of two classes of notes issued by Connecticut Valley CLO
Funding IV, Ltd.  The notes affected by the rating action are:

  -- US$225,000,000 Class A-1 Floating Rate Notes Due 2027,
     (current balance of $213,045,688) Downgraded to Caa2;
     previously on 7/23/2009 Downgraded to Caa1 and Placed on
     Watch for Possible Downgrade

  -- US$43,000,000 Class A-2 Floating Rate Notes Due 2027,
     Downgraded to Ca; previously on 7/23/2009 Downgraded to Caa3
     and Placed on Watch for Possible Downgrade

Connecticut Valley CLO Funding IV, Ltd. is a collateralized debt
obligation issuance backed by a portfolio of CLO and CBO tranches.

The rating downgrade actions reflect deterioration in the credit
quality of the underlying portfolio as reflected in the recent
rating actions taken with respect to the underlying assets.
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 factor), an increase in the dollar
amount of securities rated Caa and below, and failure of the
coverage tests, among other measures.  The Moody's ratings of
approximately 31% of the underlying assets have been downgraded
since Moody's last review of the transaction in July 2009.  The
trustee reports that the WARF of the portfolio is 4080 as of
November 25, 2009, and also reports Caa and below rated assets in
the amount of $203 million, accounting for 51% of the portfolio.
In addition, the Trustee reports that the transaction is currently
failing one or more interest coverage tests, including the Class A
Par Value Test.


CRYSTAL RIVER: Fitch Downgrades Ratings on 10 2006-1 Notes
----------------------------------------------------------
Fitch Ratings has downgraded 10 classes issued by Crystal River
Resecuritization CDO 2006-1, Ltd./LLC, and removed eight classes
from Rating Watch Negative as a result of significant negative
credit migration of the commercial mortgage backed securities
collateral within the portfolio.  A complete list of rating
actions follows at the end of this release.

Since Fitch's last rating action in January 2009, approximately
40.3% of the portfolio has been downgraded, and 17.8% was placed
on Rating Watch Negative.  The entire collateral pool has a Fitch
derived rating below investment grade and 49.5% has a rating in
the 'CCC' rating category or lower, compared to 51.9% and 12.2%,
respectively, at last review.  As of the Nov. 23, 2009, trustee
report, 29.5% is considered defaulted as per the transaction
documents.

This transaction was analyzed 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.  However, due to the significant
collateral deterioration, Fitch's expected loss exceeds the credit
enhancement available to all classes.

Fitch analyzed each class' sensitivity to the default of the
distressed collateral compared to its credit enhancement.
Approximately 39.3% of the collateral consists of bonds with a
Fitch derived rating below 'CCC'.  Additionally, 2.6% of higher
rated collateral is currently experiencing full interest
shortfalls.  Due to their thin tranche size, low recoveries are
expected on these bonds upon default.  The expected losses will
ultimately leave a small margin of cushion for additional losses
on the remaining collateral, which is also lowly rated.  The class
A notes, therefore, are assigned a 'CC' rating, indicating that
default is probable.  All other classes have been assigned a 'C'
rating, indicating that default is inevitable.

Although all CDO classes are currently receiving full interest
distributions, due to Fitch's expectation of continued and
additional interest shortfalls on the underlying CMBS, it is
likely that the junior classes will begin to defer interest in the
near term.  Currently, residual interest proceeds are used to pay
down the class A notes; however, Fitch does not expect any
sizeable paydowns to the class A notes as interest shortfalls are
expected to grow.

Crystal River 2006 is a static commercial real estate
collateralized debt obligation that closed on Jan. 12, 2007.  The
transaction is collateralized by 71 CMBS assets, of which 89.9%
are from the 2005 and 2006 vintages, with the balance from the
2007 vintage (9.4%) and the 2002 vintage (0.7%).

Fitch has downgraded these classes as indicated:

  -- $220,537,897 class A notes downgraded to 'CC' from 'BB+';
  -- $35,131,000 class B notes downgraded to 'C' from 'BB';
  -- $17,565,000 class C notes downgraded to 'C' from 'BB-';
  -- $19,517,000 class D notes downgraded to 'C' from 'B+';
  -- $10,734,000 class E notes downgraded to 'C' from 'B';
  -- $9,271,000 class F notes downgraded to 'C' from 'B-';
  -- $4,391,000 class G notes downgraded to 'C' from 'B-';
  -- $5,855,000 class H notes downgraded to 'C' from 'B-';
  -- $14,638,000 class J notes downgraded to 'C' from 'CCC';
  -- $19,517,000 class K notes downgraded to 'C' from 'CC'.

In addition, classes A through H have been removed from Rating
Watch Negative.


DISTRIBUTION FINANCIAL: Fitch Downgrades Ratings on Two Classes
---------------------------------------------------------------
On Dec. 23, 2009, Fitch Ratings downgraded two classes and
affirmed one class of Distribution Financial Services RV/Marine
Trust 2001-1 as part of its ongoing surveillance process.

The rating actions reflect the weaker than expected performance of
the transaction above Fitch's original base case expectations for
both delinquencies and cumulative net losses and the under-
collateralization of the notes.  Fitch placed the Class D notes on
Rating Watch Negative on Dec. 23, 2008.

Current loss performance is considerably worse than originally
expected, and the future, projected performance for the
transaction has been revised upwards.  Total delinquencies are
currently 5.89% and CNL is 4.37%.

Fitch's analysis incorporated anticipated losses on defaulted
collateral given Fitch's recovery expectations.  Fitch's recovery
expectations are based on collateral-specific cash flow
expectations.  The resulting anticipated collateral losses were
then applied to the transaction structure, enabling Fitch to asses
the impact of the losses on the securities and available credit
enhancement.  Fitch's Recovery Ratings are designed to estimate
recoveries on a forward-looking basis while taking into account
the time value of money.

Fitch will continue to closely monitor the performance of the
transaction, and will take further rating actions as deemed
necessary.

Fitch has taken these rating actions, which include assigning
Outlooks:

  -- Class B notes affirmed at 'AA'; Outlook Stable;
  -- Class C notes downgraded to 'BB' from 'A'; Outlook Negative;
  -- Class D notes downgraded to 'C/RR4' from 'B-'.


DIVERSIFIED GLOBAL: Moody's Downgrades Ratings on Two Classes
-------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
ratings of two classes of notes and confirmed the rating of one
class of notes issued by Diversified Global Securities Limited II.
The notes affected by the rating action are:

  -- US$12,000,000 Class B Fixed Rate Senior Subordinate Notes,
     Due December 17, 2017, Downgraded to B3; previously on
     7/14/2009 Downgraded to A2 and Placed Under Review for
     Possible Downgrade

  -- US$12,000,000 Class C Floating Rate Subordinate Notes, Due
     December 17, 2017, Downgraded to Ca; previously on 7/14/2009
     Downgraded to Caa3 and Placed Under Review for Possible
     Downgrade

  -- US$163,000,000 Class A Floating Rate Senior Notes, Due
     December 17, 2017(current balance of $10,177,603), Confirmed
     at A2; previously on 7/14/2009 Downgraded to A2 and Placed
     Under Review for Possible Downgrade

Diversified Global Securities Limited II is a collateralized debt
obligation issuance backed by a portfolio of CLO and CBO tranches.
There are now 13 performing assets in the portfolio, the majority
of which were originated in 2002 and 2003.

The rating downgrade actions are due to deterioration in the
credit quality of the underlying portfolio as refelcted in the
recent rating actions taken with respect to underlying assets.
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 factor) and an increase in the
dollar amount of securities rated Caa and below, among other
measures.  The ratings of four assets, which accounted for
approximately 37% of the underlying assets, have been downgraded
since Moody's last review of the transaction in July 2009.  The
trustee reports as of November 10, 2009, that the WARF of the
portfolio has increased to 4121 from 3560 since last review.  In
addition, 48% of the assets in the portfolio are rated Caa and
below.

Moody's explained that the rating on Class A notes is confirmed as
the expected losses posed to note holders are consistent with the
current rating.  The rating assigned to the Class A notes, the
senior most tranche in this transaction, was placed under review
for possible downgrade on July 14, 1009.  Since the last review,
Moody's has updated the ratings of the underlying portfolio and
observes that principal and interest coverage levels with respect
to Class A notes remain strong.  Three assets in the collateral
pool, accounting for 21% of the performing assets, are currently
rated Aa3 and above.


ESP FUNDING: Moody's Downgrades Ratings on Two Classes of Notes
---------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
ratings of two classes of notes issued by and one swap entered
into by ESP Funding I, Ltd.,:

Issuer: ESP Funding I, Ltd.

  -- US$225,000,000 Advance Swap between IXIS Financial
     Products and ESP Funding I, Ltd. Downgraded to B3;previously
     on December 16, 2008 Downgraded to Ba1 and Remained On Review
     for Possible Downgrade

  -- US$100,000,000 Class A-1R Revolving Floating Rate Senior
     Secured Notes Due 2046, Downgraded to Ca; previously on
     September 26, 2008 Downgraded to Caa3 and Remained On Review
     for Possible Downgrade

  -- US$395,000,000 Class A-1T1 Floating Rate Senior Secured
     Notes Due 2046, Downgraded to Ca; previously on September 26,
     2008 Downgraded to Caa3 and Remained On Review for Possible
     Downgrade

ESP Funding I, Ltd, is a collateralized debt obligation issuance
backed by a portfolio primarily comprised of Residential Mortgage
Backed Securities and Collateralized Loan Obligations from 2005-
2006 vintages.

The rating downgrade action reflects deterioration in the credit
quality of the underlying portfolio.  Credit deterioration of the
collateral pool is observed through several factors, including a
decline in the average credit rating (as measured by an increase
in the weighted average rating factor) and a deterioration in
performing par balance.  The Moody's ratings of approximately 65%
of the underlying assets have been downgraded since Moody's last
review of the transaction in December 2008.  The trustee reports,
as of November 25, 2009, the WARF of the portfolio is currently
2239 compared to 1289 in December 2008.  In this same period, the
balance of performing par declined from approximately $654 million
to $464 million.  The trustee reports that all Principal and
Interest Coverage Tests are currently failing.

Moody's also notes on February 27, 2008, as reported by the
Trustee, the occurrence of an Event of Default described in
Section 5.1 (h) of the Indenture dated September 7, 2006, due to a
failure to satisfy the minimum Class A Principal Coverage Ratio.


FANNIE MAE: Moody's Downgrades Ratings on Four 2004-W13 Tranches
----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of four
tranches from Fannie Mae REMIC Trust 2004-W13.  The collateral
backing this transaction consists primarily of first-lien, fixed
rate, Alt-A residential mortgage loans.

These actions are a result of updated loss expectations on the
underlying collateral relative to available credit enhancement.

Moody's methodology for rating securities backed by more seasoned
Alt-A pools takes into account the annualized loss rate from the
prior 12 months and the projected loss rate over the next 12
months, and then translates these measures into lifetime losses
based on a deal's expected remaining life.  Recent Losses are
calculated by assessing cumulative losses incurred over the prior
12-months as a percentage of the average pool factor in the last
year.  For Pipeline Losses, Moody's uses an annualized roll rate
of 15%, 30%, 65% and 90% for loans that are delinquent 60-days,
90+ days, are in foreclosure, and REO respectively.  Moody's then
applies deal-specific severity assumptions ranging from 40% to
55%.  The results of these two calculations - Recent Losses and
Pipeline Losses - are weighted to arrive at the lifetime
cumulative loss projection.

Once expected losses have been determined, Moody's assesses
available credit enhancement from subordination,
overcollateralization, excess spread and any external support
(mortgage insurance, pool policy, etc.).  The available
enhancement is weighed against projected future losses to
ultimately arrive at an updated rating.

List of actions:

Issuer: Fannie Mae REMIC Trust 2004-W13

  -- Cl. M, Downgraded to Caa2; previously on Jan 6, 2005 Assigned
     Aa3

  -- Cl. B-1, Downgraded to C; previously on Jan 6, 2005 Assigned
     A3

  -- Cl. B-2, Downgraded to C; previously on Jan 6, 2005 Assigned
     Baa2

  -- Cl. B-3, Downgraded to C; previously on Jan 6, 2005 Assigned
     Ba3


GOOD SAMARITAN: Moody's Affirms 'B2' Rating on $72 Mil. Bonds
-------------------------------------------------------------
Moody's Investors Service has affirmed the B2 bond rating on Good
Samaritan Hospital's bonds, affecting $72 million of Series 1991
fixed rate bonds.  At this time, Moody's are revising the outlook
to stable from negative.  The outlook revision is based on the
improvement of both operating performance and unrestricted cash in
the last year, which Moody's believe provides some cushion at the
current rating level.  The affirmation of the low rating reflects
the fact that operating margins and cash still remain very weak
and are expected to decline in the next year.  Longer-term, a
positive outlook or rating upgrade would be considered upon the
substantial and sustainable improvement in operating performance
and cash to help ensure the hospital's long-term viability.

Legal Security: Bonds are secured by a first lien on certain
pledged assets, which include the medical center and underlying
real estate, a conference center, and two parking structures.
There are limits on additional indebtedness.  There is no debt
service reserve fund; the hospital makes monthly interest and
sinking fund payments into a bond fund.

Interest Rate Derivatives: None

                            Strengths

* High-end clinical provider with almost 200 open heart surgeries
  performed in fiscal year 2009, and a relatively high Medicare
  case mix index of 1.64; prior declines in heart surgeries were
  due to alternative treatments and competition; volumes have
  leveled in the most recent year

* Conservative debt structure with all fixed rate debt and no
  interest rate derivatives

* Presence of $44 million in unrestricted cash from a land sale
  that could provide a short-term source of liquidity for
  operations and debt service, but in the next several years is
  expected to be spent on capital

* Potential future benefit from projected growth and
  revitalization of the downtown Los Angeles area

                           Challenges

* Unrestricted cash (excluding the $44 million in proceeds from a
  land sale) has grown notably in fiscal year 2009 to $53 million
   (69 days cash on hand) at August 31, 2009 from $16 million (22
  days) at August 31, 2008 due primarily to investment returns and
  a strategy to shift to corporate fixed income securities from
  government securities; however, cash is expected to decline to a
  weak $30 million over the next two years as the hospital uses
  cash to complete a major project

* Long-term historical trend of erratic volumes and a shift to
  obstetrics from cardiac services due to physician turnover; as
  new physicians have been recruited, there has been some rebound
  in surgeries in the recent year

* High and growing Medi-Cal patient base, representing 24% of
  gross revenues, due to a shift in service mix, and resulting in
  a higher dependency on the state for adequate funding

* Even with recent operating improvement in fiscal year 2009,
  cashflow margins are extremely weak at 1.8% in fiscal year 2009,
  resulting in very weak leverage measures including a low peak
  debt service coverage of 1.4 times

* Small and very competitive primary service area consisting of 11
  hospitals; larger service area includes over 20 hospitals

* Unionized nursing staff and sizable wage increases in the past
  several years; the hospital is currently negotiating new
  contracts

* Deferred capital needs, resulting in a very high average age of
  plant of 28 years

                   Recent Developments/Results

Good Samaritan is located in Los Angeles, California.  Since
Moody's last report in May 2009, Good Samaritan's unrestricted
cash position has grown notably, primarily due to investment
gains.  As of fiscal year ended August 31, 2009, unrestricted
cash was $53.1 million (69 days cash on hand), compared with
$16 million (22 days) as of August 31, 2008.  Management had
projected cash to decline to approximately $8 million by fiscal
year end 2009 (August 31).  The growth in cash is reportedly due
to investment gains following a change in the hospital's asset
allocation from government treasuries to certain types of
corporate bonds.  As of October 31, 2009, unrestricted cash was
$51 million.  Unrestricted cash is expected to decline over the
next two years to approximately $30 million due to the funding of
a major project, discussed below.  Routine capital spending in FY
2010 is expected to be about $12 million.

Good Samaritan currently has an additional source of liquidity in
the form of $44 million in cash acquired from a land sale.  The
funds are unrestricted and can be used to support operations and
debt service.  However, this money has been set aside by the board
to fund the construction of a large 190,000 square foot medical
office building and outpatient pavilion, which will assist with
recruiting physicians and expand clinical space.  The total cost
of this project is approximately $80 million but the hospital
expects the cost to decline following rebidding the project.  The
project will be funded with the $44 million in land proceeds, a
$12 million gift that has been received and is currently held as
restricted funds, and unrestricted cash.  The project funds are
invested approximately 40% in equities, which Moody's believe
creates risk given market volatility and the intent to use these
funds in the near future.

Historically the hospital's volumes have been very erratic and
tied to physician turnover, although recent trends are more
positive.  Following inpatient and outpatient declines in 2007,
admissions were up 3.9% and outpatient surgeries up 8.4% in 2008
due to the recruitment of new surgeons.  In fiscal year 2009,
admissions were down 0.7%, outpatient surgeries were up 3.5% and
inpatient surgeries were up 14%.  Growth in surgeries is due to
the recent recruitment of orthopedists, and to the opening of a
clinical decision unit that has driven an increase in the number
of medical transports received through the emergency department.
Importantly, growth has been in more profitable Medicare volumes.
Admissions were flat primarily due to the impact of pricing
strategies that resulted in less volume but a favorable financial
impact.  Cardiology volumes continue to decline with cardiac caths
down 15% in 2009.

The hospital achieved some operating improvement in fiscal year
2009, although margins are still very weak.  The operating loss
was $10.2 million (-4%) in fiscal year 2009, compared with an
operating loss of $15.6 million (-6%) in 2008.  Operating cashflow
was $5.1 million (1.8%) in 2009, compared with $0.9 million (0.4%)
in 2008.  The improvement is due to growth in surgeries, higher
Medicare business, and higher special state funding.  The hospital
engaged Wellspring and has identified $7.8 million of savings,
most of which will benefit fiscal year 2010 and 2011.

Fiscal year 2010 is budgeted at a higher operating loss than
fiscal year 2009.  Fiscal year 2010 will be challenged with lower
special state funding and lower Medicare increases.  Revenue for
the two months of fiscal year 2010 is down from the prior year.
The hospital continues to face high wage increases under its
current union contracts and is currently in the process of
renegotiating new contracts.

Good Samaritan's Medi-Cal business continues to rise, increasing
Good Samaritan's dependency on state funding sources.  Medi-Cal
increased to 24% from 22% of gross revenue in the last year.  The
hospital is expecting a rate increase under its contract with
Medi-Cal; however, Moody's believe the state's fiscal challenges
put this funding at risk.  In 2006 Good Samaritan qualified for
funding under a special funding distribution from the State of
California, which has been received through 2009.  The future of
this funding is uncertain.

While performance in 2009 is better, over the longer-term the
hospital has not been able to translate its size, presence and
service strength into profitable and sustainable performance,
which has resulted in its very weak financial position.
Furthermore, the hospital has failed thus far to demonstrate a
strong capacity to fundraise.  Given its fundamental strengths and
prominent board, Moody's believe the hospital should be performing
at much better levels.  Moody's believe that the hospital's
viability will be dictated by whether management and the board are
able to reverse operating losses and sustain adequate operating
profits, invest in needed facilities to retain physicians, grow
volume, restore cash levels and realize potential fundraising
opportunities.

                             Outlook

The outlook revision is based on the improvement of both operating
performance and unrestricted cash in the last year, which Moody's
believe provides some cushion at the current rating level.

                 What could change the rating--UP

Substantial and sustainable improvement in operating performance
and unrestricted cash levels

                What could change the rating--DOWN

Decline in unrestricted cash to levels that risk debt service
payments, continued operating losses

                         Key Indicators

Assumptions & Adjustments:

  -- Based on financial statements for Good Samaritan Hospital

  -- First number reflects audit fiscal year ended August 31, 2008

  -- Second number reflects draft of audit for fiscal year ended
     August 31, 2009

  -- Investment returns smoothed at 6% unless otherwise noted

* Inpatient admissions: 18,067; 17,938

* Total operating revenues: $259 million; $280 million

* Moody's-adjusted net revenue available for debt service: $6.2
  million; $12.3 million

* Total debt outstanding: $76 million; $72 million

* Maximum annual debt service (MADS): $8.6 million; $8.6 million

* MADS coverage based on reported investment income: 1.4 times;
  2.6 times

* Moody's-adjusted MADS coverage: 0.7 times; 1.4 times

* Debt-to-cash flow: 89 times; 10 times

* Days cash on hand: 22 days; 69 days

* Cash-to-debt: 21%; 73%

* Operating margin: (6.0)%; (3.6)%

* Operating cash flow margin: 0.4%; 1.8%

The last rating action was on May 1, 2009, when the B2 rating for
Good Samaritan Hospital was affirmed and the negative outlook
maintained.


HSPI DIVERSIFIED: Moody's Cuts Rating on Class S Notes to 'B3'
--------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
rating of one class of notes issued by HSPI Diversified CDO Fund
I, Ltd.:

  -- US$22,900,000 Class S Senior Secured Floating Rate Notes
     due 2014 (current balance of $19,061,334), Downgraded to B3;
     previously on December 16, 2008 Downgraded to B1 and Placed
     Under Review for Possible Downgrade.

HSPI Diversified CDO Fund I, Ltd., issued on December 12, 2006, is
a collateralized debt obligation backed by a portfolio of ABS
Securities.

The rating downgrade action is due to deterioration in the credit
quality of the underlying portfolio as reflected in the recent
rating actions taken with respect to underlying assets.  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 factor), an increase in the dollar amount
of defaulted securities, and failure of the coverage tests, among
other measures.  The Moody's ratings of approximately 45% of the
underlying assets have been downgraded since Moody's last review
of the transaction in April 2009.  The trustee reports that the
WARF of the portfolio is 2868 as of November 4, 2009 and also
reports defaulted assets in the amount of $345 million.  Moody's
noted that the Class S Senior Notes have not received any
scheduled principal payments since August 2008.

The transaction experienced an Event of Default as reported by the
Trustee on May 12, 2008.

In addition to the quantitative factors that are explicitly
modeled, qualitative factors are part of rating committee
considerations.  These qualitative factors include the structural
protections in each transaction, the recent deal performance in
the current market environment, the legal environment, specific
documentation features, 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.


INDIANA HEALTH: Fitch Assigns 'BB+' Ratings on Revenue Bonds
------------------------------------------------------------
Fitch Ratings assigns a 'BB+' rating to these Indiana Health
Facilities Financing Authority revenue bonds issued on behalf of
Methodist Hospitals:

  -- $14.6 million series 1996 Indiana Health Facilities Financing
     Authority revenue bonds;

  -- $60.6 million series 2001 Indiana Health Facilities Financing
     Authority revenue bonds.

The Rating Outlook is Stable.

Rating Rationale:

  -- Methodist is one of only 12 disproportionate share designate
     hospitals in Indiana, which results in substantial additional
     Medicaid revenue.

  -- Strong and consistent liquidity measures through 2008 and the
     interim period have enabled Methodist to subsidize poor
     operations while maintaining an adequate cash position.

  -- Improving operational performance in the interim 2009 periods
     and a demonstrated ability to manage expenses within a more
     efficient operating base has led to a more stable credit
     profile.

  -- The Stable Outlook results from the recent appointment of a
     permanent leadership team, which has contributed to improved
     operational performance in the six month interim period ended
     Sept. 30, 2009.

Key Rating Drivers:

  -- Successful implementation of the medical staff development
     plan to stem the losses of active physicians generating
     clinical volume, and the development of a loyal physician
     base going forward.

  -- Achievement of strategic initiatives that are focused on
     continued cost controls and patient revenue growth, while
     maintaining a consistent level of strong liquidity.

  -- The potential impact to reimbursement at a state level from
     changes to the disproportionate share (DSH) program, and
     potential impact at a national level as a result of health
     care reform.

Security:

The series 2001 and series 1996 bonds are secured by the gross
revenues of the obligated group (The Methodist Hospitals).

Credit Summary:

Methodist's solid balance sheet has been a key credit strength for
some time, serving as a mitigant that has allowed it to weather
various operational challenges in recent years.  Specifically, the
challenging economic indicators in the Gary service area coupled
with a consent decree that mandates parity services offered on
both hospital campuses has limited management's ability and
agility to properly respond to the changing economic realities
within the industry and the service area.  With 203 days of cash
on hand (DCOH) at the nine month period ending Sept. 30 2009,
Methodist has strengthened the balance sheet from 149.6 DCOH as of
fiscal year end 2008.  This is due in large part to improved
operations and cash flow generation in the interim period.
Methodist operates two acute care hospitals in Indiana; a 302-bed
hospital in Gary and a 313-bed hospital in Merriville.  While
Merriville generally has favorable economic indicators, the Gary
market is challenged by higher self pay and Medicaid populations,
a declining growth rate, and a poor economy.  Methodist has been
restricted in its operations by a consent decree, issued in 1979
by the U.S. Office of Civil Rights that requires Methodist to
offer the same scope and scale of services at both hospital
campuses.  While Methodist has been able to find some flexibility
within the decree, its restrictive mandates have muted
management's ability to respond in an effective and efficient
manner to address the market pressures extant in its service area
and within the industry.

Methodist has undergone a significant organizational overhaul
since 2006, which led to a stressed relationship between the
medical staff and hospital leadership.  A sharp decline in the
number of active medical staff in fiscal 2008 was demonstrative of
that tenuous relationship.  A large exodus of the medical staff
culminated in a loss of $22.7 million from operations in fiscal
2008.  However, in late 2008 and into early 2009, the Methodist
Board installed a new permanent leadership team that was amenable
to many of the departed medical staff.  The new management team
has gained significant traction deploying new strategic
imperatives focused on maintaining a vibrant and engaged medical
staff who are committed to Methodist going forward.  Strategic
efforts also include scaling and programming service offerings in
an efficient manner that will decrease costs and enable revenue
enhancement efforts to take hold.  These combined efforts have
produced positive results in the interim period, as Methodist
generated $4.9 million from operations (2.1% operating margin and
12.4% EBITDA margin).

Credit concerns include Methodist's inconsistent operating
performance, its reliance on the Indiana DSH program, and the
restrictions associated with the consent decree.  Since 2005,
Methodist has had varied operating performance, generating
operating margins of -5.6%, -1.1%, 7.9%, and -7.7% in the fiscal
years ending 2005, 2006, 2007, and 2008 respectively.  This is due
in part to Methodist's reliance on state subsidies to supplement
operations, which have been paid in periods subsequent to the
booking of the operating expenses.  Methodist received
approximately $33.5 million (14% of total revenue) in the nine
month period ending Sept. 30 2009, and $21.8 million (7.4% of
total revenue) in fiscal 2008 from the DSH program.  Some of the
2009 payments contained amounts that should have been paid in
2008.  While Fitch believes that the State of Indiana will
continue to support providers that serve a high level of Medicaid
patients, the timing, amount and funding sources for such payments
and the net impact to Methodist cannot be determined beyond 2010
and present a fundamental credit risk going forward.

(The) Methodist Hospitals Inc. operates a 302-bed acute care
facility in Gary, Indiana, and a 313-bed acute care facility in
Merriville, Indiana.  The obligated group is comprised of
Methodist Hospitals Inc. Methodist covenants to disclose audited
financial statements within 150 days of fiscal year end.  Annual
disclosure is posted to the Municipal Securities Rulemaking
Board's EMMA system and includes audited financial statements and
utilization statistics.  Total revenues for fiscal 2008 were
$294.7 million.


LOS ROBLES: Moody's Cuts Rating on Class A-1a Notes to 'Caa3'
-------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
rating of one class of notes issued by Los Robles CDO Ltd.  The
notes affected by the rating action are:

  -- Up to US$187,500,000 Class A-1a Floating Rate Notes due
     August 12, 2047 (current balance of $20,645,600), Downgraded
     to Caa3; previously on December 11, 2008 Downgraded to B2 and
     Placed Under Review for Possible Downgrade.

Los Robles CDO Ltd., issued on August 10, 2007, is a
collateralized debt obligation backed by a portfolio of ABS
Securities.

The rating downgrade action is due to deterioration in the credit
quality of the underlying portfolio as reflected in the recent
rating actions taken with respect to underlying assets.  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 factor), an increase in the dollar amount
of defaulted securities, and failure of the coverage tests, among
other measures.  The Moody's ratings of approximately 43% of the
underlying assets have been downgraded since Moody's last review
of the transaction in April 2009.  The trustee reports that the
WARF of the portfolio is 2186 as of December 4, 2009 and also
reports defaulted assets in the amount of $307 million.  Moody's
noted that the transaction is burdened by a large pay-fixed,
receive-floating interest rate swap where payments to the hedge
counterparty absorb a large portion of excess spread.

In addition to the quantitative factors that are explicitly
modeled, qualitative factors are part of rating committee
considerations.  These qualitative factors include the structural
protections in each transaction, the recent deal performance in
the current market environment, the legal environment, specific
documentation features, 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.


MADISON AVENUE: Moody's Confirms Rating on Class B Notes at 'Caa3'
------------------------------------------------------------------
Moody's Investors Service announced that it has confirmed the
rating of one class of notes issued by Madison Avenue Structured
Finance CDO I, Limited.  The notes affected by the rating action
are:

Issuer: Madison Avenue Structured Finance CDO I, Limited.

  -- Class B Floating Rate Notes Due 2036, Confirmed at Caa3;
     previously on March 20, 2009, Downgraded to Caa3 and Placed
     Under Review for Possible Downgrade

Madison Avenue Structured Finance CDO I, Limited, is a
collateralized debt obligation issuance backed by a portfolio of
ABS assets.  The majority of the assets were originated prior to
2005.

Moody's explained that the ratings are confirmed as the expected
losses posed to note holders are consistent with the current
ratings.  The rating confirmation reflects the offsetting impact
of principal amortization of certain assets in the underlying
collateral portfolio and deterioration in the overall credit
quality of the underlying portfolio.  Since Moody's last review of
the transaction in March 2009, 15% of the underlying assets were
downgraded.  In addition, the Trustee reports that the transaction
is currently failing one or more principal and interest coverage
tests, including the Class AB Overcollateralization Test.
However, Class A Notes principal amount has been paid down by 6.7%
of the outstanding balance since the last Moody's review.


MERRILL LYNCH: Fitch Upgrades Ratings on Three Classes of Notes
---------------------------------------------------------------
Fitch Ratings has upgraded classes I-A1, I-A2, and I-A3 of Merrill
Lynch Mortgage Backed Securities Trust MLMBS 2007-3.  The four
other classes rated by Fitch in the transaction remain at their
current ratings.

  -- Class I-A1 (59025JAA3) upgraded to 'AA/LS2' from 'CCC/RR2';
     Outlook Stable;

  -- Class I-A2 (59025JAP0) upgraded to 'A/LS5' from 'C/RR5';
     Outlook Stable;

  -- Class I-A3 (59025JAQ8) upgraded to 'A/LS2 from 'C/RR2';
     Outlook Stable;

  -- Class II-A1 (59025JAB1) remains at 'CC/RR2';

  -- Class II-A2 (59025JAC9) remains at 'C/RR5';

  -- Class III-A1 (59025JAD7) affirmed at 'B/LS2'; Outlook
     Negative;

  -- Class III-A2 (59025JAE5) remains at 'C/RR3'.

The rating changes are due to a revision in the interpretation of
the transaction's allocation of losses among senior classes.  The
senior classes are collateralized with three mortgage pools (I,
II, III) and are credit-enhanced by subordinate classes which are
cross-collateralized with all mortgage pools.  The six subordinate
classes are not rated by Fitch and currently provide approximately
$8.6 million in credit protection for the senior classes.

Initially, the transaction's loss allocation was interpreted such
that in the event the cross-collateralized subordinate classes
were completely written off due to mortgage losses, the senior
classes would incur writedowns from any further mortgage losses in
their respective individual mortgage pools.  However the
transaction's structure allows for senior classes to establish
over-collateralization which provides additional credit
protection.  An individual mortgage group will establish over-
collateralization if it incurs fewer mortgage losses as a
percentage of its pool balance than other pools while the
subordinate classes are still outstanding.  Conversely, pools
which incur higher mortgage losses than other pools will establish
under-collateralization.

In the event the subordinate classes are completely written off,
further mortgage losses from over-collateralized mortgage groups
will be allocated to under-collateralized mortgage groups until
the senior classes of each group equal the balance of their
respective mortgage pools.

As of the November 2009 remittance date, the Group I senior
classes had established approximately $1.3 million in over-
collateralization.  The Group I mortgage pool has not incurred a
loss to date, while mortgage losses from Group II and Group III
have resulted in over $2 million in subordinate class writedowns.
Fitch expects the Group I loss percentage to remain lower than the
other groups and for Group I senior classes to benefit from over-
collateralization once the subordinate classes have been
completely written off.

Fitch's mortgage pool loss assumptions as a percentage of the
remaining pool balance are:

  -- Group I: 6%
  -- Group II: 22%
  -- Group III: 10%
  -- Total: 16%

As part of this review, Fitch projected cash flows to determine
the amount of collateral loss which would cause each bond to
default, also referred to as the bond's break-loss.  Fitch's cash
flow assumptions are described in the report 'U.S. Prime RMBS
Surveillance Criteria' published on March 30, 2009.

The revised break-losses, loss coverage ratios, and discounted
recovery proceeds as a percentage of the current bond balance for
distressed classes are:

  -- Class I-A1 (59025JAA3), BL 26.49, LCR 1.67
  -- Class I-A2 (59025JAP0), BL 23.09, LCR 1.45
  -- Class I-A3 (59025JAQ8), BL 23.24, LCR 1.46
  -- Class II-A1 (59025JAB1), BL 5.73, LCR 0.36, DRP 79%
  -- Class II-A2 (59025JAC9), BL 4.02, LCR 0.25, DRP 18%
  -- Class III-A1 (59025JAD7), BL 18.92, LCR 1.19
  -- Class III-A2 (59025JAE5), BL 6.65, LCR 0.42, DRP 50%

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.


NEW ORLEANS SEWERAGE: Fitch Takes Rating Action on $36.75MM Bonds
-----------------------------------------------------------------
Fitch Ratings takes this rating action on New Orleans Sewerage and
Water Board, Louisiana, as part of its continuous surveillance
effort:

  -- $36.75 million water revenue bonds, series 1998 and series
     2002, affirmed at 'B'.

The Rating Outlook is Stable.

Rating Rationale:

  -- The financial profile of the water system remains weak,
     although 2009 results are expected to be better due to a FEMA
     reimbursement for current and prior years' operating
     expenditures.

  -- New management and an improved working relationship with FEMA
     should benefit financial operations.

  -- The economic recovery in New Orleans has slowed in recent
     months, as evidenced by significant declines in sales tax
     revenues, a drop in employment and an increase in the
     unemployment rate.

  -- Significant amounts of federal and state funds continue to
     come into New Orleans for various infrastructure projects;
     while many are still in design stage, the transition to
     construction should provide some positive economic momentum.

Key Rating Drivers:

  -- Management anticipates that a series of recently adopted
     water rate increases (annual hikes from 2007-2011), increases
     in non-consumption related user fees, and tighter budgetary
     controls will enable the water system to establish self
     sufficiency for operating expenses by 2010, a critical
     milestone for any consideration of upward rating movement.

  -- The magnitude of water system capital needs-both immediate
     and long term-will continue to pressure resources and likely
     will lead to additional borrowings and rate increases, which
     may raise affordability concerns.

Security:

The bonds are secured by the net revenues of the board's water
utility system, after payment of operating expenses.

Credit Summary:

The water fund continues to struggle as recurring revenues fall
short of meeting both operational and debt service requirements.
While Fitch notes that the water system historically has posted
annual net losses (including deprecation expenses), the losses
climbed steeply in 2005 and have remained elevated, exceeding
$35 million in both 2007 and 2008.  While water system working
capital remains negative, liquidity turned positive in 2008, with
cash and investments totaling $5.1 million.  Management reports
that 2009 water fund results will be aided by a $17 million FEMA
reimbursement for operational outlays since 2005.  The one-time
reimbursement revenues, which are unrestricted, should generate
positive operating results for the year and satisfactory debt
service coverage.

Going forward, management recognizes the need to align recurring
water utility revenues with expenses, build up liquidity, and
generate funds for capital projects.  Toward that end, the Board
recently authorized a comprehensive financial plan and rate study
for the water system (as well as the sewer and drainage systems)
that is expected to be completed by the fourth quarter of 2010.
This action follows a series of water rate increases approved by
the Board in March, 2007 that by 2011 will boost water charges by
more than 50% cumulatively.  Although Fitch believes that a
combination of rate hikes and a steady increase in customer count
eventually will stabilize water system operations, utility charge
affordability remains a concern given the relatively low wealth
levels in the city.

All three systems have large future capital needs, which result
from a combination of storm damage and aging infrastructure.
Estimated capital costs for the water system through 2014 total
roughly $240 million, with anticipated funding from board
resources projected to cover slightly less than two-thirds of the
costs.  Capital costs for all three systems total $2.9 billion
through 2014.  The largest component is drainage with
$2.26 billion in needs; funding for drainage projects will be
financed largely with federal monies-currently projected at nearly
$1.7 billion.  The current customer base of more than 123,000 has
shown steady growth since June 2008 when a program to aggressively
pursue and close inactive accounts peaked, and the customer count
now exceeds 85% of the pre-Katrina total of more than 140,000.

Recessionary forces have affected News Orleans' tourism business
and retail activity, offsetting the positive effect of ongoing
reconstruction activity in the city.  An additional credit concern
is the longer term challenge that New Orleans faces as it
continues its economic and financial recovery from Hurricane
Katrina in 2005.  While progress has been made, Fitch notes that
much work remains to be done in the critical areas of housing,
healthcare, education and public infrastructure; the city still
faces years of recovery ahead.  Despite the current economic
weakness, Fitch believes that the large amount of recovery and
rebuilding money flowing into the city and surrounding area over
the near term will provide a certain level of support to economic
activity and will establish a solid foundation for future economic
growth.

The most recent estimates put the city's population at between
310,000-330,000, or roughly 70% of the pre-storm total.  After
registering some moderate improvement in 2007 and 2008, employment
levels in both the city and the metropolitan area dropped 4% in
October 2009 compared to the prior year period due to the
recession.  Employment in the metro area remains about 15% below
pre-Katrina levels.  The latest city unemployment rate of 9.8%
(October 2009) was up from last year and exceeded the state (7.1%)
and national (9.5%) averages for the month.

The city's taxable values have continued to grow, although at a
slower pace than the rapid gains registered in 2007 and 2008.
Values climbed more than 10% in 2007 and jumped nearly 38% in 2008
thanks to citywide reappraisals.  The gains for 2009 and 2010 were
more modest at 2.1% and 3%, respectively.  Values should continue
to register gains as rebuilding efforts for both residential and
commercial properties continue.  The federal Road Home Program is
one of the largest of the numerous federal and state financial
assistance efforts and targets the most pressing need in post-
Katrina New Orleans housing.  The most recent program totals cite
roughly 125,000 closings, or nearly 90% of the total number of
applications.  The program to date has disbursed more than
$8 billion for residential rebuilding efforts in coastal areas of
Louisiana.


NEWBURY STREET: Moody's Cuts Rating on Class A-1 Notes to 'Ca'
--------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
rating of one class of notes issued by Newbury Street CDO, Ltd.
The notes affected by the rating action are:

  -- US$1,000,000,000 Class A-1 First Priority Senior Secured
     Floating Rate Notes Due 2053, (current balance of
     $987,375,737) Downgraded to Ca; previously on 12/11/2008
     Downgraded to Caa3 and Placed on Watch for Possible
     Downgrade.

Newbury Street CDO, Ltd., is a collateralized debt obligation
issuance backed by a portfolio of RMBS, CMBS and CLOs.

The rating downgrade actions are the result of deterioration in
the credit quality of the underlying asset portfolio as reflected
in recent rating actions taken with respect to the underlying
assets.  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 factor), decrease in
performing par, and failure of the coverage tests, among other
measures.  The Noody's ratings of approximately 22% of the
underlying assets have been downgraded since Moody's last review
of the transaction in April 2009.  The trustee reports that the
WARF of the portfolio has increased from 1721 as of April, 2009,
to 2415 as of November 2009.  Trustee also reports that the par
has reduced by approximately $200 million since last review.  In
addition, the Trustee reports that the transaction is currently
failing one or more interest coverage tests, including the Class
A/B Overcollateralization Test.


PINNACLE CBO: Fitch Downgrades Ratings on Two Classes of Notes
--------------------------------------------------------------
Fitch Ratings has downgraded and withdrawn its ratings on two
classes of notes issued by Pinnacle CBO, Ltd./Corp.

This review was conducted under the framework described in the
report 'Global Structured Finance Rating Criteria'.  Recovery
Ratings were assigned in compliance with Fitch's 'Criteria for
Structured Finance Recovery Ratings' and 'Global Surveillance
Criteria for Corporate CDOs'.

The downgrade reflects the issuer's failure to redeem the full
principal amount due to the senior notes and second priority
senior notes on its legal final maturity date of Nov. 27, 2009.
Liquidation of the collateral is still pending, but the trustee
currently does not have an estimate as to when the final
distribution will occur.

The Recovery Rating on these notes indicate Fitch's expectation
that the senior notes will recover between 71% and 90% of the
current principal and interest due, consistent with an 'RR2'.
Fitch expects the second priority senior notes will recover less
than 10% of the current principal and interest due, which is
consistent with an 'RR6'.

Fitch subsequently withdraws the rating of both of the notes since
both have matured.

This rating action is effective immediately:

  -- $984,171 senior notes downgraded to 'D/RR2' from 'CC/RR2' and
     withdrawn;

  -- $93,085,859 second priority senior notes downgraded to
     'D/RR6' from 'C/RR6' and withdrawn.


STRUCTURED ASSET: Moody's Downgrades Ratings on Eight Bonds
-----------------------------------------------------------
Moody's has downgraded eight bonds and put on watch for downgrade
six bonds issued by Structured Asset Mortgage Investments Inc
1998-02.  The bonds 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).  Certain bonds
are being placed on review for possible downgrade pending
reconciliation of the resecuritization deal balance and the
current outstanding balance of the underlying securities.  As of
November 2009, the transaction was undercollateralized by
$484,511.

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 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 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.

For securities insured by a financial guarantor, the rating on the
securities is equal to the higher of (i) the guarantor's financial
strength rating and (ii) the current underlying rating (i.e.,
absent consideration of the guaranty) on the security.  The
principal methodology used in determining the underlying rating is
the same methodology for rating securities that do not have a
financial guaranty and is as described above.

Complete Rating Actions are:

Issuer: Structured Asset Mortgage Investments Inc 1998-02

  -- A-5, Aaa Placed Under Review for Possible Downgrade;
     previously on Sep 15, 2002 Assigned Aaa

  -- B, Aa2 Placed Under Review for Possible Downgrade; previously
     on Mar 30, 1998 Assigned Aa2

  -- C, Downgraded to A2 and Placed Under Review for Possible
     Downgrade; previously on Mar 30, 1998 Assigned Aa3

  -- D, Downgraded to Ba1 and Placed Under Review for Possible
     Downgrade; previously on Mar 30, 1998 Assigned A2

  -- E, Downgraded to Ba3 and Placed Under Review for Possible
     Downgrade; previously on Mar 30, 1998 Assigned A3

  -- F, Downgraded to Caa1 and Placed Under Review for Possible
     Downgrade; previously on Mar 30, 1998 Assigned Baa2

  -- G, Downgraded to C; previously on Mar 30, 1998 Assigned Baa3

  -- H, Downgraded to C; previously on Mar 30, 1998 Assigned Ba2

  -- PO, Downgraded to C; previously on Mar 30, 1998 Assigned Ba2

  -- X, Downgraded to C; previously on Mar 30, 1998 Assigned Aaa


STRUCTURED MORTGAGE: Moody's Cuts Ratings on Two 1997-1 Bonds
-------------------------------------------------------------
Moody's has downgraded two bonds and put on watch for downgrade
one bond issued by Structured Mortgage Trust 1997-1.  Class A is
being placed on review for possible downgrade pending
reconciliation of the resecuritization deal balance and the
current outstanding balance of the underlying securities.  As of
November 2009 reporting the transaction was undercollateralized by
$150,924.

The notes 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 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 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 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.

For securities insured by a financial guarantor, the rating on the
securities is equal to the higher of (i) the guarantor's financial
strength rating and (ii) the current underlying rating (i.e.,
absent consideration of the guaranty) on the security.  The
principal methodology used in determining the underlying rating is
the same methodology for rating securities that do not have a
financial guaranty and is as described above.

Complete Rating Actions are:

Issuer: Structured Mortgage Trust 1997-1

  -- A, Baa3 Placed Under Review for Possible Downgrade;
     previously on Mar 27, 1997 Assigned Baa3

  -- B, Downgraded to Ca; previously on May 18, 2005 Confirmed at
     Ba2

  -- C, Downgraded to C; previously on May 18, 2005 Downgraded to
     Caa3


WASHINGTON MUTUAL: S&P Downgrades Ratings in Class A Notes
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class A notes issued by Washington Mutual Master Note Trust.
Concurrently, S&P raised its ratings on the class B and C notes.
Finally, S&P removed all of the affected ratings from CreditWatch
with developing indications.

The upgrades of the class C notes reflect S&P's view that the
performance of the pool of credit card receivables originated by
JPMorgan Chase, which collateralizes the master trust, has
improved and the increased level of loss coverage that the
existing credit support provides against S&P's revised base-case
loss assumption for this trust.  The rating actions on the class A
and B notes reflect the link between S&P's ratings on the notes
and the corporate credit rating of the originator, because S&P
view the notes as secured loans to the originator.

In May 2009, Chase removed all WaMu-bank originated accounts and
all delinquent Chase-originated accounts (that were added to the
trust after Chase assumed servicing in September 2008) from WaMu
Trust.  Chase then replaced these accounts with seasoned Chase-
originated accounts.  As a result, the trust now consists of only
Chase-originated accounts that perform significantly better than
the WaMu-originated accounts that previously supported the trust.
Although the current net charge-off rate exhibited by the trust is
low at 5.2%, S&P expects that the performance of the trust
receivables will be similar to that of the Chase-managed
portfolio.  S&P's current base-case assumptions for the loss rate,
total payment rate, and yield for that portfolio are 8.5%-10.5%,
14.0%-16.0%, and 13.0%-15.0%, respectively.

Based on these base-case assumptions, the available credit
enhancement for the class C notes is consistent with S&P's 'A+'
rating, while the available credit support for the class A and B
notes is consistent with a higher rating than Chase's credit
rating.  However, because the May 2009 account removal was
nonrandom, the transfer of the receivables to the trust may not be
viewed as a sale for accounting purposes.  Since one of the
conditions of the availability of the FDIC legal isolation safe
harbor (12 C.F.R.  ?360.6) is the accounting treatment of the
asset transfer as a sale, a "true sale" opinion based on such safe
harbor was not delivered.  S&P's ratings on the WaMu notes
therefore reflect that they are now backed by assets that might
not be legally isolated from the originator's insolvency risk, and
represent the lower of either (i) Chase's credit rating and (ii)
the rating that is consistent with the credit enhancement
available for each class of notes.

Ratings Raised And Removed From Creditwatch Developing

                Washington Mutual Master Note Trust

                            Ratings
                            -------
                Class     To        From
                -----     --        ----
                2007-B1   AA-       A-/Watch Dev
                2006-C1   A+        BB+/Watch Dev
                2006-C2   A+        BB+/Watch Dev
                2007-C1   A+        BB+/Watch Dev

      Ratings Lowered And Removed From Creditwatch Developing

                Washington Mutual Master Note Trust

                             Ratings
                             -------
                 Class     To        From
                 -----     --        ----
                 2006-A2   AA-       AA/Watch Dev
                 2007-A1   AA-       AA/Watch Dev
                 2007-A2   AA-       AA/Watch Dev
                 2007-A4   AA-       AA/Watch Dev
                 2007-A5   AA-       AA/Watch Dev


* Fitch Corrects Ratings on Small Balance Commercial Loan Deals
---------------------------------------------------------------
This is an amended version of a press release issued Dec. 23,
2009, containing revised information on the rating for CBA 2007-1
class A.

Fitch Ratings places these small balance commercial loan
transactions on Rating Watch Negative:

Hometown Commercial Trust 2006-1:

  -- Interest-only class X at 'AAA', Rating Watch Negative.

Hometown Commercial Trust 2007-1:

  -- Interest-only class X at 'AAA', Rating Watch Negative.

CBA 2005-1:

  -- $79.4 million class A at 'AAA', Rating Watch Negative;
  -- Interest-only class X-2 at 'AAA', Rating Watch Negative;
  -- $7.5 million class M-1 at 'AA', Rating Watch Negative;
  -- $5.6 million class M-2 'BBB+', Rating Watch Negative;
  -- $2.7 million class M-3 at 'BBB-', Rating Watch Negative.

CBA 2006-1:

  -- $90 million class A at 'AAA', Rating Watch Negative;
  -- Interest-only X-1 class at 'AAA', Rating Watch Negative;
  -- $4.6 million class M-1 at 'AA-', Rating Watch Negative;
  -- $$4.6 million class M-2 at 'BBB', Rating Watch Negative;
  -- $5 million class M-3 at 'BB-', Rating Watch Negative.

CBA 2006-2:

  -- Interest-only class X-1 at 'AAA', Rating Watch Negative.

The $84.2 million class A, $3.7 million class M-1, and $4.9
million class M-2 remain on Rating Watch Negative.

CBA 2007-1:

  -- $94 million class A at 'AA-', Rating Watch Negative;
  -- $109.7 million class X-1 at 'AAA', Rating Watch Negative;
  -- $3.5 million class M-1 at 'A-', Rating Watch Negative;
  -- $3.7 million class M-2 at 'BBB-', Rating Watch Negative;
  -- $2.2 million class M-3 at 'BB-', Rating Watch Negative;
  -- $1.4 million class M-4 at 'B-', Rating Watch Negative.

LaSalle 2006-MF3:

  -- $315.7 million class A at 'AA', Rating Watch Negative;
  -- Interest-only class X at 'AAA', Rating Watch Negative;
  -- $8 million class B at 'A', Rating Watch Negative;
  -- $12.9 million class C at 'BBB', Rating Watch Negative;
  -- $8 million class D at 'BB+', Rating Watch Negative;
  -- $3.7 million class E at 'B', Rating Watch Negative.

LaSalle 2006-MF4:

  -- $332.9 million class A at 'AA', Rating Watch Negative;
  -- $Interest-only class X at 'AAA', Rating Watch Negative;
  -- $7.9 million class B at 'A', Rating Watch Negative;
  -- $11.8 million class C at 'BBB', Rating Watch Negative;
  -- $9 million class D at 'BB', Rating Watch Negative;
  -- 2.3 million class E at 'BB', Rating Watch Negative.

LaSalle 2007-MF5:

  -- $381.3 million class A at 'AA-', Rating Watch Negative;
  -- $Interest-only class X at 'AAA', Rating Watch Negative;
  -- $9.2 million class B at 'A+', Rating Watch Negative;
  -- $13.4 million class C at 'BBB-', Rating Watch Negative;
  -- $8.5 million class D at 'BB', Rating Watch Negative;
  -- $3 million class E at 'BB-', Rating Watch Negative;
  -- $4.9 million class F at 'B-', Rating Watch Negative.

In addition, these classes have incurred principal losses and are
downgraded:

LaSalle 2006-MF4:

  -- class H to 'D/RR6' from 'C/RR6';
  -- class J to 'D/RR6' from 'C/RR6';
  -- class K to 'D/RR6' from 'C/RR6'.

LaSalle 2007-MF5:

  -- class K to 'D/RR6' from 'C/RR6';
  -- class L to 'D/RR6' from 'C/RR6';
  -- class M to 'D/RR6' from 'C/RR6'.

The Rating Watch Negative actions are due to the increasing number
of specially serviced loans and interest shortfalls within the
transactions since Fitch's last rating action.  Severe market
value declines have resulted in the increasing number of specially
serviced loans and correspond to very high loss severities on
loans liquidated within the last year.

Fitch expects classes in some transactions to incur future
interest shortfalls resulting from advances, appraisal reductions,
special servicing and legal fees.  Fitch does not expect current
or future shortfalls to be recovered.

The transactions are collateralized by small balance commercial
loans secured by multifamily, mobile home parks and mixed use
properties.

Fitch will resolve the Rating Watch status after a review of the
remaining loans in the transaction and updated information and
valuations on the loans currently in special servicing.


* Fitch Downgrades Ratings on 48 Classes From Nine CDO Deals
------------------------------------------------------------
Fitch Ratings has downgraded 48 classes and affirmed 36 classes of
notes from nine collateralized debt obligations backed primarily
by trust preferred securities and subordinated debt issued by real
estate investment trusts, homebuilders, and specialty finance
companies.  Credit deterioration characterized by defaults and
rating downgrades on these underlying securities have been the
primary drivers of these rating actions.  Across the nine CDOs
with notes downgraded, on average 9.8% of their portfolios have
defaulted or deferred since January 2009 while 30.4% have been
downgraded since January 2009.  Rating actions and transaction
specific performance information are detailed below.


Attentus CDO I, Ltd.

  -- $232,752,118 class A-1 notes downgraded to 'CCC' from 'BB';
     removed from Rating Watch Negative;

  -- $20,000,000 class A-2 notes downgraded to 'CCC' from 'B';
     removed from Rating Watch Negative;

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

The class C-1, C-2A, C-2B, D, and E notes are affirmed at 'C'.

Attentus I has a reported collateral balance of $431 million
containing $70.8 million of defaulted securities.  Since January
2009, Attentus I participated in approximately $115.2 million of
exchanges for $113.3 million of replacement securities.  In
addition, the portfolio has experienced $24.3 million in new
defaulted securities and the average collateral credit quality has
deteriorated to 'CCC+' from 'B+'.

The class A-1 notes of Attentus I continue to amortize due to the
failing class A/B overcollateralization test.  All OC and interest
coverage tests are failing their respective trigger levels.
During the last payment date, the class A-1 notes received
$0.1 million of principal from interest proceeds and $4.3 million
of principal from collateral amortizations.  Due to historically
low LIBOR, hedge counterparty payments have been outsized relative
to interest collections.  If this continues, Fitch expects the
timely pay tranches to experience an interest shortfall in the
near future.  Hedge counterparty payments increased from 43.8% of
interest collections in February 2009 to 71.4% in November 2009.

Attentus CDO III, Ltd.

  -- $122,785,515 class A-1A notes affirmed at 'A', removed from
     Rating Watch Negative, assigned a'LS5'rating and assigned a
     Negative Outlook;

  -- $100,000,000 class A-1B notes affirmed at 'AA-', Outlook
     Negative;

  -- $100,000,000 class A-2 notes downgraded to 'CC' from 'BB',
     removed from Rating Watch Negative;

  -- $34,441,735 class B notes downgraded to 'C' from 'B', removed
     from Rating Watch Negative.

The class C-1, C-2, D, E-1, E-2, and F notes are affirmed at 'C'.

Attentus III has a reported collateral balance of $498.7 million
containing $130 million of defaulted and deferring securities.
Since January 2009, Attentus III participated in approximately
$135.1 million in exchanges for $140.6 million of replacement
securities.  In addition, the portfolio has experienced
$70.4 million in new defaulted and deferring securities and the
average collateral credit quality has deteriorated from 'B+' to
'CCC+'.

The class A-1A notes of Attentus III has amortized by
$16.4 million since January 2009.  Furthermore, the class A-1A
notes will continue to benefit from amortization of collateral as
all of the OC tests are currently failing their respective trigger
levels.  As of the last payment date, the class A-1A notes
received $2.2 million of principal due to coverage test failures
while the class A-1B and A-2 notes received full periodic
interest.  Fitch does not expect an interest shortfall to the
class A notes to occur in the near term unless there is a
precipitous drop in interest collections due to additional
defaults.  The rating of the class A-1B notes relies on a
financial guarantee policy from Assured Guaranty (rated 'AA-',
Outlook Negative by Fitch).

Kodiak CDO I, Ltd./Corp

  -- $273,244,475 class A-1 notes downgraded to 'CCC' from 'BBB',
     removed from Rating Watch Negative;

  -- $103,500,000 class A-2 notes downgraded to 'CC' from 'BB',
     removed from Rating Watch Negative;

  -- $83,000,000 class B notes downgraded to 'CC' from 'B',
     removed from Rating Watch Negative;

  -- $30,408,845 class C downgraded to 'C' from 'CCC'.

The class D-1, D-2, D-3, E-1, E-2, F, G, and H notes are affirmed
at 'C'.

Kodiak I has a reported collateral balance of $671.4 million
containing $150.7 million of defaulted securities.  Since January
2009, Kodiak I participated in approximately $165.1 million in
exchanges for $152.1 million of replacement securities.  In
addition, the portfolio has experienced $87.4 million in new
defaulted securities and the average collateral credit quality has
deteriorated to 'B-/CCC+' from 'B'.

The class A-1 notes of Kodiak I continue to amortize due to the
failing OC and IC tests.  At the last payment date, the class A-1
notes received $2.9 million of principal from interest due to a
coverage test failure.  All of the timely pay classes received
full periodic interest at the last payment date.  Interest
collections are relatively robust, as evidenced by the senior IC
test of 122.65%.  Fitch does not expect an interest shortfall to
occur in the near term unless there is a precipitous drop in
interest collections due to additional defaults.

Kodiak CDO II, Ltd./Corp

  -- $321,195,144 class A-1 notes downgraded to 'CCC' from 'BBB',
     removed from Rating Watch Negative;

  -- $53,000,000 class A-2 notes downgraded to 'CCC' from 'BB+',
     removed from Rating Watch Negative;

  -- $80,000,000 class A-3 notes downgraded to 'CC' from 'BB',
     removed from Rating Watch Negative;

  -- $81,000,000 class B-1 notes downgraded to 'CC' from 'B',
     removed from Rating Watch Negative;

  -- $5,000,000 class B-2 notes downgraded to 'CC' from 'B',
     removed from Rating Watch Negative;

  -- $38,000,000 class C-1 notes downgraded to 'CC' from 'CCC';

  -- $2,000,000 class C-2 notes downgraded to 'CC' from 'CCC';

  -- $36,000,000 class D notes affirmed at 'CC';

  -- $35,000,000 class E notes downgraded to 'C' from 'CC';

  -- $44,642,807 class F notes affirmed at 'C'.

Kodiak II has a reported collateral balance of $777.2 million
containing $78.8 million of defaulted securities.  Since January
2009, Kodiak II participated in approximately $172.5 million of
exchanges for $231.7 million of replacement securities.  In
addition, the portfolio has experienced $49.6 million in new
defaulted securities and the average collateral credit quality has
deteriorated to 'B-/CCC+' from 'B+'.

The class A-1 notes of Kodiak II continue to amortize due to
failing OC tests.  Although all IC tests are currently failing
their respective trigger levels, all the timely pay classes, as
well as the class C, D and E notes received full periodic interest
on the last payment date.

Taberna Preferred Funding I, Ltd.

  -- $302,317,217 class A-1A notes downgraded to 'CCC' from 'BB',
     removed from Rating Watch Negative;

  -- $12,738,085 class A-1B notes downgraded to 'CCC' from 'BB',
     removed from Rating Watch Negative;

  -- $87,000,000 class A-2 notes downgraded to 'CC' from 'CCC';

  -- $64,000,000 class B-1 notes downgraded to 'CC' from 'CCC';

  -- $10,000,000 class B-2 notes downgraded to 'CC' from 'CCC';

  -- $37,750,000 class C-1 notes downgraded to 'C' from 'CC';

  -- $25,750,000 class C-2 notes downgraded to 'C' from 'CC';

  -- $4,500,000 class C-3 notes downgraded to 'C' from 'CC';

  -- $13,500,000 class D notes downgraded to 'C' from 'CC';

  -- $32,223,130 class E notes affirmed at 'C'.

Taberna I has a reported collateral balance of $622.7 million.
The portfolio contains $31 million of defaulted securities which
have all defaulted since January 2009.  Additionally, the average
collateral credit quality has deteriorated to 'CCC+' from 'B'
since January 2009.  During the same period, Taberna I
participated in approximately $149.7 million in exchanges for
$140.7 million in replacement securities.

The class A-1 notes of Taberna I continue to amortize due to the
failing class C/D OC test, receiving over $1 million from interest
and principal proceeds to amortize on the last payment date.  Due
to historically low LIBOR, hedge counterparty payments have been
outsized relative to interest collections.  Hedge counterparty
payments increased from 2.9% of interest collections in January
2009 to 52% in October 2009.

Taberna Preferred Funding V, Ltd.

  -- $91,568,526 class A-1LA notes downgraded to 'CC' from 'BB+',
     removed from Rating Watch Negative;

  -- $228,921,312 class A-1LAD notes downgraded to 'CC' from
     'BB+', removed from Rating Watch Negative;

  -- $60,000,000 class A-1LB notes downgraded to 'CC' from 'B',
     removed from Rating Watch Negative;

  -- $90,292,532 class A-2L notes downgraded to 'C' from 'CCC'.

The class A-3L, A-3FV, A-3FX, B-1L, B-2L, and B-2FX notes are
affirmed at 'C'.

Taberna V has a reported collateral balance of $652.2 million
containing $154 million of defaulted and deferring securities.
Since January 2009, Taberna V participated in approximately
$269.1 million in exchanges for $229.7 million of replacement
securities.  In addition, the portfolio has experienced
$79 million in new defaulted and deferring securities and the
average collateral credit quality has deteriorated to 'CCC+/CCC'
from 'BB-/B+'.

The class A-1LA and class A-1LAD notes of Taberna V continue to
amortize due to the failing IC tests.  On the November 2009
payment date, the class A-1LA and class A-1LAD notes received
$1.8 million of principal from interest and principal collections
due to coverage test failures.  Due to historically low LIBOR,
hedge counterparty payments have been outsized relative to
interest collections.  If this continues, Fitch expects the timely
pay notes to experience an interest shortfall in the near future.
Hedge counterparty payments increased from 18.2% of interest
collections in February 2009 to 71.8% in November 2009.

Taberna Preferred Funding VII, Ltd.

  -- $258,105,913 class A-1LA notes downgraded to 'CC' from 'BBB',
     removed from Rating Watch Negative;

  -- $120,000,000 class A-1LB notes downgraded to 'C' from 'B',
     removed from Rating Watch Negative;

  -- $25,000,000 class A-2LA notes downgraded to 'C' from 'CCC';

  -- $50,000,000 class A-2LB notes downgraded to 'C' from 'CC'.

The class A-3L, B-1L, and B-2L notes are affirmed at 'C'.

Taberna VII has a reported collateral balance of $567.6 million
containing $85 million of defaulted securities.  Since January
2009, Taberna VII participated in $168.8 million of exchanges for
$140.8 million of replacement securities.  In addition, the
portfolio has experienced $50 million in new defaulted securities
and the average collateral credit quality has deteriorated to
'CCC+' from 'B'.

The class A-1LA notes of Taberna VII continues to amortize due to
the failing senior OC test.  Currently, all OC and IC tests are
failing their respective trigger levels.  On the Nov. 5, 2009
payment date, the class A-1LB and A-2LA notes relied upon proceeds
from principal collections to service their interest payments.
Due to declining interest collections a combination of
historically low interest rates as well as debt exchanges, Fitch
anticipates an interest shortfall in the near term to the A-2LA
notes which would trigger an Event of Default.  Interest
collections have fallen by nearly $2 million since February 2009.
At the same time, the interest rate hedge payments have increased
from $2.4 million to $5.5 million.

Taberna Preferred Funding VIII, Ltd.

  -- $153,713,268 class A-1A notes downgraded to 'CCC' from 'BBB',
     removed from Rating Watch Negative;

  -- $206,552,205 class A-1B notes downgraded to 'CCC' from 'BBB',
     removed from Rating Watch Negative;

  -- $120,000,000 class A-2 notes downgraded to 'CC' from 'BB',
     removed from Rating Watch Negative;

  -- $75,000,000 class B notes downgraded to 'CC' from 'B',
     removed from Rating Watch Negative;

  -- $40,000,000 class C notes downgraded to 'C' from 'B-',
     removed from Rating Watch Negative;

  -- $22,000,000 class D notes downgraded to 'C' from 'CCC';

  -- $38,059,063 class E notes downgraded to 'C' from 'CC';

  -- $45,784,079 class F notes affirmed at 'C'.

Taberna VIII has a reported collateral balance of $741.5 million
which includes principal cash of $33.4 million.  The portfolio
contains $69.5 million of defaulted securities which have all
defaulted since January 2009.  Additionally, the average
collateral credit quality has deteriorated to 'B-/CCC+' from 'B'
since January 2009.  During the same period, Taberna VIII has
participated in $144.8 million of exchanges for $138.5 million of
replacement securities.

The class A-1A and A-1B notes are amortizing from principal
proceeds and interest proceeds diverted to cure the class D OC
test.  On the Nov. 5, 2009 payment date, all timely pay classes,
as well as the class C and D notes received their full periodic
interest payment.  Fitch expects the timely pay notes to continue
to receive interest payments in the near to medium term because of
significant periodic interest collections.

Taberna Preferred Funding IX, Ltd.

  -- $267,516,962 class A-1LA notes downgraded to 'CC' from 'BBB',
     removed from Rating Watch Negative;

  -- $97,278,895 class A-1LAD notes downgraded to 'CC' from 'BBB',
     removed from Rating Watch Negative;

  -- $116,000,000 class A-1LB notes downgraded to 'C' from 'BB',
     removed from Rating Watch Negative;

  -- $25,000,000 class A-2LA notes downgraded to 'C' from 'B+',
     removed from Rating Watch Negative;

  -- $53,000,000 class A-2LB notes downgraded to 'C' from 'B',
     removed from Rating Watch Negative;

  -- $20,256,870 class A-3LA notes downgraded to 'C' from 'CCC';

  -- $25,535,291 class A-3LB notes downgraded to 'C' from 'CCC'.

The class B-1L and B-2L notes are affirmed at 'C'.

Taberna IX has a reported collateral balance of $732.8 million
which includes principal cash of $6.3 million.  The portfolio
contains $103.4 million of defaulted and deferring securities
which have all defaulted or deferred since January 2009.
Additionally, the average collateral credit quality has
deteriorated to 'CCC+' from 'B+' since January 2009.  During the
same period, Taberna IX participated in $148.2 million of
exchanges for $142.4 million of replacement securities.

The class A-1LA and A-1LAD notes of Taberna IX are amortizing due
to the failing class A-2L OC test.  Although there were sufficient
interest proceeds to pay interest to timely pay classes on the
most recent payment date, interest collections have fallen over
$3 million since February due in part to exchanges and
historically low LIBOR.  As a percentage of interest collections,
payments to the hedge counterparty increased from 22.5% to 71.4%
during the same period.  If this trend continues, Fitch expects an
interest shortfall to the senior notes and subsequent Event of
Default within the near term.

These reviews were conducted under the framework described in the
reports, 'Global Rating Criteria for Structured Finance CDOs' and
'Global Rating Criteria for Corporate CDOs' using the Portfolio
Credit Model (PCM) for projecting future default levels for the
underlying portfolios.  Fitch utilized both public and private
ratings on underlying collateral for its analysis.  Fitch relied
on private shadow ratings from its REIT and corporate groups for
54% of the portfolios, while the remaining ratings used were
publicly available.

For purposes of incorporating recovery estimates on defaulted
securities, Fitch generally assumed 100% loss on defaulted TruPS
securities consistent with their deeply subordinated nature, while
utilizing Recovery Ratings for Fitch rated collateral and Fitch's
internal estimates for privately rated securities.

Fitch believes that the excess spread that was a meaningful
component in previous rating analyses will not be a significant
benefit to credit enhancement in the future as a result of the
reduction in cash flow associated with increased defaults and deep
'out-of-the-money' interest-rate hedging strategies.  Therefore,
Fitch did not use cash flow analysis in the evaluation of the
credit enhancement to the rated bonds.  Instead, Fitch considered
the effect of excess spread that is redirected through structural
features such as OC and IC tests and other turbo features on a
qualitative basis when applicable.

The resulting rating loss rates from PCM for each rating level
were compared to the credit enhancement measurement for each rated
CDO bond.  Rating changes were made to bonds where the current
ratings were not adequately supported by the credit enhancement
levels.


* Fitch Puts Ratings on Small Balance Loan Deals on Negative Watch
------------------------------------------------------------------
Fitch Ratings places these small balance commercial loan
transactions on Rating Watch Negative:

Hometown Commercial Trust 2006-1:

  -- Interest-only class X at 'AAA', Rating Watch Negative.

Hometown Commercial Trust 2007-1:

  -- Interest-only class X at 'AAA', Rating Watch Negative.

CBA 2005-1:

  -- $79.4 million class A at 'AAA', Rating Watch Negative;
  -- Interest-only class X-2 at 'AAA', Rating Watch Negative;
  -- $7.5 million class M-1 at 'AA', Rating Watch Negative;
  -- $5.6 million class M-2 'BBB+', Rating Watch Negative;
  -- $2.7 million class M-3 at 'BBB-', Rating Watch Negative.

CBA 2006-1:

  -- $90 million class A at 'AAA', Rating Watch Negative;
  -- Interest-only X-1 class at 'AAA', Rating Watch Negative;
  -- $4.6 million class M-1 at 'AA-', Rating Watch Negative;
  -- $$4.6 million class M-2 at 'BBB', Rating Watch Negative;
  -- $5 million class M-3 at 'BB-', Rating Watch Negative.

CBA 2006-2:

  -- Interest-only class X-1 at 'AAA', Rating Watch Negative.

The $84.2 million class A, $3.7 million class M-1, and $4.9
million class M-2 remain on Rating Watch Negative.

CBA 2007-1:

  -- $94 million class A at 'AAA', Rating Watch Negative;
  -- $109.7 million class X-1 at 'AAA', Rating Watch Negative;
  -- $3.5 million class M-1 at 'A-', Rating Watch Negative;
  -- $3.7 million class M-2 at 'BBB-', Rating Watch Negative;
  -- $2.2 million class M-3 at 'BB-', Rating Watch Negative;
  -- $1.4 million class M-4 at 'B-', Rating Watch Negative.

LaSalle 2006-MF3:

  -- $315.7 million class A at 'AA', Rating Watch Negative;
  -- Interest-only class X at 'AAA', Rating Watch Negative;
  -- $8 million class B at 'A', Rating Watch Negative;
  -- $12.9 million class C at 'BBB', Rating Watch Negative;
  -- $8 million class D at 'BB+', Rating Watch Negative;
  -- $3.7 million class E at 'B', Rating Watch Negative.

LaSalle 2006-MF4:

  -- $332.9 million class A at 'AA', Rating Watch Negative;
  -- $Interest-only class X at 'AAA', Rating Watch Negative;
  -- $7.9 million class B at 'A', Rating Watch Negative;
  -- $11.8 million class C at 'BBB', Rating Watch Negative;
  -- $9 million class D at 'BB', Rating Watch Negative;
  -- 2.3 million class E at 'BB', Rating Watch Negative.

LaSalle 2007-MF5:

  -- $381.3 million class A at 'AA-', Rating Watch Negative;
  -- $Interest-only class X at 'AAA', Rating Watch Negative;
  -- $9.2 million class B at 'A+', Rating Watch Negative;
  -- $13.4 million class C at 'BBB-', Rating Watch Negative;
  -- $8.5 million class D at 'BB', Rating Watch Negative;
  -- $3 million class E at 'BB-', Rating Watch Negative;
  -- $4.9 million class F at 'B-', Rating Watch Negative.

In addition, these classes have incurred principal losses and are
downgraded:

LaSalle 2006-MF4:

  -- class H to 'D/RR6' from 'C/RR6';
  -- class J to 'D/RR6' from 'C/RR6';
  -- class K to 'D/RR6' from 'C/RR6'.

LaSalle 2007-MF5:

  -- class K to 'D/RR6' from 'C/RR6';
  -- class L to 'D/RR6' from 'C/RR6';
  -- class M to 'D/RR6' from 'C/RR6'.

The Rating Watch Negative actions are due to the increasing number
of specially serviced loans and interest shortfalls within the
transactions since Fitch's last rating action.  Severe market
value declines have resulted in the increasing number of specially
serviced loans and correspond to very high loss severities on
loans liquidated within the last year.

Fitch expects classes in some transactions to incur future
interest shortfalls resulting from advances, appraisal reductions,
special servicing and legal fees.  Fitch does not expect current
or future shortfalls to be recovered.

The transactions are collateralized by small balance commercial
loans secured by multifamily, mobile home parks and mixed use
properties.

Fitch will resolve the Rating Watch status after a review of the
remaining loans in the transaction and updated information and
valuations on the loans currently in special servicing.


* Fitch Publishes New Hybrid Securities Rating Criteria
-------------------------------------------------------
Fitch Ratings has published revised global criteria for rating
hybrid securities.  The new guidelines apply to hybrids issued by
companies in all sectors, including banks, insurers, non-bank
financial institutions, and non-financial corporate entities,
affecting preferred and preference shares and trust preferred
securities, as well as deferrable coupon subordinated and junior
subordinated securities.

The affected instruments are generally distinguished from straight
debt instruments by provisions that cause them to absorb losses in
a going concern (i.e. without triggering a general corporate
default and without effect upon senior obligations).  The most
commonly encountered forms of going concern loss absorption are
cumulative coupon deferral, non-cumulative coupon omission,
principal write-down (either with or without the potential to be
written back up) and conversion into a more equity-like instrument
(typically common equity or potentially some form of preference
share) at the time of the issuer's financial distress.

During the past two years, a period of financial distress for many
hybrid issuers in the financial institutions sector, Fitch
downgraded numerous hybrid securities when their issuers'
circumstances indicated a heightened risk of loss.  The new
guidelines incorporate this experience and provide more explicit
direction than in the past about how changes in the financial
circumstances and credit quality of the issuer will affect the
ratings of a loss-absorbing hybrid instrument.

Implementation of the new guidelines is expected to result in
downgrades of one notch for many deferrable hybrids that are
currently performing, while those hybrids with more material loss
absorption provisions or with triggers for loss absorption that
are very readily triggered may be subject to a two-notch (or
greater) downgrade.  However, hybrids that are not currently
performing or have speculative ratings in the range of 'B+' to 'C'
are not subject to notching standards, and are evaluated on a
case-by-case basis.  For some hybrid instruments that were
previously downgraded into the 'B+' to 'C' range, a reevaluation
of the issuer's current prospects may indicate a likely return to
a performing status or may indicate a more permanent loss, and
ratings in those cases could be raised, lowered or affirmed after
review.  Fitch intends to announce ratings changes resulting from
the revised criteria early in 2010.

Instruments whose ratings are not affected by the new criteria
include: ordinary senior subordinated and subordinated debt
instruments without coupon deferral or mandatory loss absorption
features; and normal convertible securities (except for those that
include loss absorption features such as coupon deferral or
conversion triggered by their issuer's financial distress or
inadequacy of regulatory capital.)

The change in the rating and notching guidelines for hybrids is
separate from and does not imply any change in Fitch's guidelines
for equity credit for hybrid securities, still governed by
criteria 'Equity Credit for Hybrids & Other Capital Securities',
originally published on June 25, 2008.  That report is now revised
to remove an appendix that summarized the former rating
guidelines.  Also, the new guidelines supersede and replace
'Support Ratings and the Rating of Bank Hybrid Capital and
Preferred Stock', dated July 27, 2005.

Life Cycle Approach to Hybrid Ratings:

The report defines four potential stages in the 'life cycle' of a
hybrid instrument.  These stages are: (1) when issuer fundamentals
are acceptable; (2) as issuer fundamentals decline and some form
of loss absorption is more likely; (3) when hybrid loss absorption
features are activated; and (4) when normal payments are resumed.
Not all instruments experience all of these stages; indeed, many
or most hybrid securities remain in Stage 1 for the entire period
they are outstanding.  However, the new guidelines give more
detailed guidance of how ratings will change when the issuer's
financial condition worsens, making loss absorption more likely,
or subsequently improves.

In Stage 1, Fitch's approach to rating hybrids remains one of
notching a particular security from an anchor or reference rating,
typically the Issuer Default Rating, but in the case of a
regulated bank, the anchor rating is the notional unsupported
rating of the issuer rather than the IDR that incorporates a
presumption of support.  The notches below the anchor rating
represent incremental risk relative to that reference rating.  The
incremental risk in all junior debt or preferred securities
includes the risk of increased loss severity after the issuer's
default, but in the case of hybrid instruments with going concern
loss absorption there is also an element which represents the
heightened risk of non-performance by a going concern which has
not defaulted on any other obligations.  The new guidelines
recognize that added source of risk, widening the notching of
hybrids of investment grade issuers in the first stage to -2 or -3
notches (or more in certain cases) relative to the anchor rating,
versus -1 to -2 notches in the prior guidelines.

In Stages 2 and 3, Fitch's rating approach departs from notching
or linkage with the IDR of the issuer.  The rating in Stage 2, the
rating committee will anticipate that there is an increased
possibility of loss absorption and will consider the potential
severity of rating changes that could occur if Stage 3 becomes a
reality.  In Stage 3, when loss absorption is already a reality,
the rating will typically reflect Fitch's estimation of future
expected payments of coupons and principal over the instrument's
remaining term.  The most likely rating is in the range of 'B+' to
'C', the scale for non-performing securities.  Ratings are likely
to be reassessed periodically in Stage 3 to reflect the evolution
of Fitch's expectations.

In Stage 4, if an issuer resumes making normal payments on the
hybrid, Fitch will reevaluate the hybrid's rating in the context
of the prospects for future payments of coupons and principal.

Other topics covered in the new guidelines include:

  -- Ratings treatment in the rare case of a cumulative deferral
     that is expected to be of short duration and resumption of
     payments is highly probable;

  -- The effect of an alternate settlement mechanism on
     instruments during a deferral;

  -- Ratings of the hybrids of issuers whose baseline recoveries
     in the event of default are above or below Fitch's norms
     (e.g., lower than normal recoveries for insurance holding
     companies, higher than normal recoveries for utilities).


* Moody's Changes Loss Projections for US Prime Jumbo RMBS Deals
----------------------------------------------------------------
Moody's Investors Service has revised its loss projections for
U.S. prime jumbo residential mortgage backed securities issued
between 2005 and 2008.  On average, Moody's is now projecting
cumulative losses of 3.8% for 2005 securitizations, 8.0% for 2006
securitizations, 10.9% for 2007 securitizations and 12.3% for 2008
securitizations, reported as a percentage of original balance.  As
a result of the revision, on December 17, 2009, Moody's placed
4474 tranches of jumbo RMBS with an original balance of
$234 billion and current outstanding balance of $143 billion, on
review for possible downgrade.  Moody's are now placing three
additional bonds on review for possible downgrade -- these bonds
were mistakenly omitted from the list published on December 17,
2009.

Moody's has already taken widespread rating actions on deals
backed by jumbo collateral from the 2005-2008 vintages from March
through July of this year.  The updated loss projections will have
the greatest impact on senior securities issued in 2005.

On October 29, Moody's announced that it would update certain
assumptions underlying loss projections for each of the major RMBS
sectors.  The rapidly deteriorating performance of jumbo pools in
conjunction with macroeconomic conditions that remain under duress
prompted the announcement.  Over the past nine months serious
delinquencies (loans 60 or more days delinquent, including loans
in foreclosure and homes that are held for sale) on jumbo mortgage
pools backing 2005 to 2008 securitizations have increased
markedly.  Since March, serious delinquencies for the 2005, 2006,
2007 and 2008 vintages have increased to 3.2% from 2.1%, 6.0% from
3.8%, 7.6% from 4.8% and 7.8% from 4.6% respectively (reported as
a percentage of original pool balance).

Even though the Case-Shiller index in recent months has reported
very modest home price gains, Moody's believes the overhang of
impending foreclosures will impact home prices negatively in the
coming months.  Moody's Economy.com (MEDC) expects home prices to
decline an additional 9% to reach a peak-to-trough decline of
approximately 37%.  Adding to borrowers' financial pressure,
unemployment is now projected to peak at around 10.6% from
previous projections of 9.8% from the first quarter of this year.
Both measures are expected to reach their peaks sometime in the
second half of 2010, after which recovery is expected to be slow.

                      Estimation of Losses

To estimate losses, Moody's first projected delinquencies through
the second half of 2010.  Moody's estimated that the proportion of
contractually current or 30-day delinquent loans that will become
seriously delinquent by the second half of 2010 will be 3.7%,
7.0%, 8.4%, and 9.4% for the 2005, 2006, 2007 and 2008 vintages,
respectively.

Growth in new delinquency levels beyond the second half of 2010 is
expected to decline with improving economic and housing
conditions.  To estimate delinquencies beyond 2010, Moody's
decelerated the new delinquency rates by 15% for 2011, 25% for
2012, 35% for 2013 and 40% for 2014 and beyond.  The deceleration
rates reflect home price, unemployment and foreclosure projections
from MEDC beyond 2010.

To calculate the default rate on the projected delinquencies,
Moody's assumed an average roll rate (probability of transition
from delinquency into default) of 88%.  The loss on the loan upon
default (severity of loss) is expected to be around 50% on average
-- this is higher than historical severities as home prices are
expected to depreciate further.

In addition, the government's effort to curb loan defaults and
foreclosures through loan modification has failed to gain
traction; prompting Moody's to reduce the average modification
benefit to projected losses across vintages from 15% in March to
less than 5% going forward.

Moody's will release a special report in the coming weeks that
will detail its methodology for determining revised loss
projections for jumbo transactions issued from 2005 to 2008.

                          Rating Actions

To assess the rating implications of the updated loss levels on
jumbo RMBS, Moody's will analyze each transaction through a
variety of scenarios in the Structured Finance Workstation, the
cash flow engine provided by Moody's Wall Street Analytics.  The
scenarios incorporate ninety-six different combinations of loss
levels, loss timing and prepayment curves.

On senior securities, the extent of rating actions due to the
revised loss projections will vary by vintage.  Currently, over
70% of the senior securities issued in 2005 maintain investment
grade ratings.  Moody's anticipates a majority of these ratings to
migrate to Ba/B ratings.  However, over 70% of the senior
securities issued in 2006 and 2007 are already rated below
investment grade and consequently are expected to experience
smaller rating migrations.  In general, bonds that have a short
estimated life or are supported by other senior securities will
more likely see smaller rating transitions.  The rated
subordinated tranches from 2005 to 2008 vintages have already been
downgraded to Ca or C.

Moody's rates securities B2 or higher if they are likely to be
paid off under an expected scenario.  If a security is likely to
take a loss under an expected scenario, it will typically be rated
B3 or lower.  Securities with expected recoveries of 65% to 95%
are rated in the Caa range.  Securities with expected recoveries
of 35% to 65% are rated Ca, while securities with expected
recoveries below 35% are rated C.

Complete rating actions are:

Issuer: Chase Mortgage Finance Trust Series 2007-A1

  -- Cl. 12-A3, Caa1 Placed Under Review for Possible Downgrade;
     previously on May 26, 2009 Downgraded to Caa1

  -- Cl. 13-A2, Caa1 Placed Under Review for Possible Downgrade;
     previously on May 26, 2009 Downgraded to Caa1

Issuer: Chase Mortgage Finance Trust Series 2007-S2

  -- Cl. 2-A1, B3 Placed Under Review for Possible Downgrade;
     previously on April 28, 2009 Downgraded to B3


* Moody's Downgrades Rating on Senior STAR Bonds to 'Ba3'
---------------------------------------------------------
Moody's Investors Service has downgraded to Ba3 from Ba2 the
rating on the City of Sparks, Nevada's Tourism Improvement
District No. 1 (Legends at Sparks Marina) Senior Sales Tax
Anticipation Revenue Bonds, Series A (the senior STAR bonds); the
outlook is stable.  The bonds were issued in June 2008 as fixed-
rate obligations with a "turbo" feature and are secured by a net
4.8384% sales tax to be collected within the 147.7 acre district,
which encompasses a retail shopping and entertainment project
adjacent to Interstate 80 in the City of Sparks, Nevada (GO rated
A3).  The bonds are currently outstanding in the amount of
$83.29 million.

The downgrade primarily reflects lower-than-expected actual and
projected sales tax collections from the project and
correspondingly reduced debt service coverage expectations given
weak economic conditions in the Reno area.  The rating also
reflects depletion of the capitalized interest account as of
December 15, 2009, and the potential for a draw on the debt
service reserve fund if sales tax collections prove insufficient
in the months leading up to the next debt service payment date on
June 15, 2010.  Positively, Moody's notes that the debt service
reserve fund for this transaction was cash funded in 2008 in the
amount of $7.96 million and is invested in a bank certificate of
deposit which matures prior to the June 15, 2010 debt service
date.  Also reflected in the rating is the successful construction
and current ramp-up of most of the Phase I projects relating to
the Series A STAR bonds, the limited size and diversity of the
district and the high concentration of tax collections received
from the district's largest taxpayers.

The stable rating outlook reflects Moody's expectation that
projected sales tax receipts, combined with the presence of a cash
funded debt service reserve, will ensure timely payment of debt
service over the medium-term.  In the near-term, key rating
considerations will include the adequacy of actual sales tax
collections leading up to the June 15 and December 15, 2010 debt
service dates as well as continued progress in leasing and opening
additional retail space.  Longer-term, the strength of the
regional economic recovery, the development's ability to secure
commitments from additional project participants and, ultimately,
a track record of satisfactory sales tax collections could put
positive pressure on the rating.

Major Retail And Entertainment Project Designed To Attract Tourism
               And Serve The Washoe County Region

The Legends at Sparks Marina is a 1.93 million sq. ft.
retail/entertainment project developed by RED Development on a
147.7-acre site adjacent to Interstate 80 on the east side of the
Reno-Sparks MSA.  RED is an established developer that has
successfully built and owned a variety of similar projects
throughout the Midwest and West.  The project is expected to be
developed in two phases: Phase I consists of approximately
1.18 million square feet of retail, restaurant and hotel space,
the retail portion of which has been constructed and is in the
ramp-up phase of operations.  Phase I also includes development of
a 578,000 square foot hotel/casino component (the Olympia
Hotel/Casino) that is currently on hold with no definitive
completion date or financing plan in place.  Phase II consists of
168,699 square feet of additional retail space which was
originally expected to open in May 2009, but is currently delayed.
To date, the project's principal occupants include Scheels All
Sports, Target, Best Buy and a host of factory stores.  In
addition to the delayed Olympia Gaming project, a number of other
Phase IB and Phase II participants that have yet to construct and
occupy their facilities include Lowe's, JC Penney, Heritage Inn
Hotels, Mountain Family RV, a movie theater and a variety of other
proposed retail stores and restaurants.

Construction Completed On Phase IA Projects; Retailers Ramping Up
             Operations In Midst Of Severe Recession

Although construction is now completed on the Phase IA projects
(on which the original sales tax projections were based) and all
of that space is occupied (with the exception of the Olympia
Gaming project), sales tax collections to date are well below
initial projections given a combination of poor economic
conditions and initial delays in leasing and opening certain
retail components of the project.  Key occupants and their opening
dates are: Scheels opened in September 2008, Target opened in
October 2008, Best Buy in March 2009 and another 43 factory store
retailers and restaurants, most of which opened in the summer and
fall of 2009.

In addition to attracting tourists traveling along adjacent
Interstate 80, the project intends to serve the greater Washoe
County (GO rated Aa2) region.  Washoe County is the second largest
economic region in Nevada, after the Las Vegas metropolitan area,
and is located in the northwestern section of the state bordering
California and Oregon.  The county contains the Cities of Reno (GO
rated Aa3) and Sparks (GO rated A3) and portions of Lake Tahoe.
The regional economy is currently experiencing a severe recession
and is expected to lag the U.S. in its recovery.  The area remains
somewhat dependent on gaming and recreation, though the
warehousing and manufacturing sectors have provided some
diversification in recent years.  Area wealth levels are also
favorable with per capita and median family incomes measuring
110.4% and 106.7% of state levels, respectively.

            Original Transaction Structured To Achieve
                  1.65 Times Senior Lien Coverage;
     Updated Projections Fall Well Short Of Earlier Estimates

The senior STAR bonds were originally issued to provide a major
portion of the financing for development of the project.  The
bonds were issued under the authority granted by Nevada's 2005
Tourism Improvement District Law, which enabled the City's
creation of the Sparks, Nevada, Tourism Improvement District No. 1
on June 23, 2007.  Under the authorizing statute, the
"preponderance" of sales tax collections within the district must
be attributable to tourism activity, subject only to a one-time
certification with no look-back test.  The senior STAR bonds were
issued concurrently with $36.6 million of subordinate STAR bonds
(not rated) and $26.4 million of local improvement district bonds
(not rated).

In addition to senior STAR bond proceeds, the overall project
financing plan reflected a variety of additional public financing
sources including the subordinate sales tax bonds (purchased by
the RED with funds borrowed under the KeyBank Bridge Loan) and
local improvement district (assessment) bonds mentioned above, as
well as tax increment financing.  The primary private sources of
financing include RED equity, KeyBank predevelopment and
construction loans, and contributions by Scheels, Target, Olympia
Gaming, Lowe's and JC Penney, among other participants, to build
their facilities.  Lowe's and JC Penney have yet to make firm
commitments to the project, though Lowe's has purchased its site
and is reportedly moving forward with construction for a fall
opening in 2010.  As noted above, Olympia Gaming has not yet
secured its portion of the project financing though, importantly,
Olympia's sales tax contribution does not represent a significant
share of the pledged Phase IA sales tax revenues.

The original offering was sized based on leases signed as of
March 14, 2008 (the Phase IA Leases).  Debt service on the
original transaction was structured to reflect a ramp-up in sales
tax collections through 2011 as the various project phases came on
line.  Thereafter, the bonds were structured with 2.5% annual debt
service escalation, which mirrored the assumed annual sales tax
growth rate for the 20-year term of the bonds.  The bond structure
also reflected a mandatory "turbo" feature which, under the
original "moderate" projection, resulted in early retirement of
all senior STAR bonds in 2021.  Given a significant reduction in
the current RERC estimates, and the fact that turbo redemption
funds are applied to the retirement of any outstanding subordinate
and mezzanine bonds prior to early retirement of senior STAR
bonds, Moody's does not anticipate significant early retirement of
the senior STAR bonds in the near- to medium-term.

Annual debt service coverage on the senior STAR bonds was
originally projected to be 1.65 times based on the "moderate"
scenario of sales tax projections prepared in 2008 by the
independent sales tax feasibility consultant, Real Estate Research
Consultants, Inc. Though the original RERC projections reflected
seemingly reasonable assumptions for the project type, retailer
mix and region at the time, the severity of the recession combined
with leasing delays have resulted in sales tax revenues well below
original projections.  Revised "moderate" projections of sales tax
generated by currently open retailers now indicate that long-term
debt service coverage is expected to be approximately 1.4 times
(as opposed to the originally projected 1.65 times) based on a
reduced sales per square foot assumption of $290, compared with
$340 in the original projections.  RERC's recent "low" projection
provides just over 1.0 times coverage of the senior STAR bonds
over the long-term and, near-term, falls approximately $164,000
short of meeting the June 15, 2010 debt service requirement.
Given the expectation of very thin coverage levels over the next
six to twelve months, Moody's will continue to closely monitor
sales tax collections and comment as warranted.

Moody's notes that the issuer's expectation is to combine all of
the currently signed leases with additional Phase IB and Phase II
leases to be factored into the sizing of a second series of parity
senior STAR bonds.  This second series was originally expected to
be issued in the amount of $78.3 million in September 2008, but
weaker-than-expected project performance has delayed the issuance
of additional bonds indefinitely.

                   High Taxpayer Concentration

An important consideration in the assigned rating is the
relatively high concentration of sales tax collections expected to
be derived from the district's largest taxpayers.  In the original
projections provided by RERC, approximately 72.1% of the projected
Phase IA sales taxes to be collected in 2015 were to be derived
from the five largest taxpayers (collectively, Best Buy, Forever
21, Mountain Family RV, Target and Scheels All Sports).  At
projected build out, including all of the Phase I and Phase II
components of the development, the five largest taxpayers' share
of total projected 2015 collections was to fall to a lower, but
still concentrated 41.1%.  RERC's recent projections do not
address taxpayer concentration, but Moody's estimates that
taxpayer concentration remains fairly high and is in line with
original estimates.

                  Satisfactory Legal Provisions

Legal provisions are satisfactory and reflect a 1.65 times
additional bonds test and a cash-funded debt service reserve sized
at 10% of original proceeds.  Mezzanine and subordinate bond
indentures outline additional bonds tests of 1.25 times and 1.10
times, respectively.  Importantly, a default on the mezzanine or
subordinate bonds does not trigger a cross-default on the senior
bonds.

The last rating action with respect to the Sparks Tourism
Improvement District No. 1, NV was on May 6, 2008, when the
district's senior STAR bonds were assigned a rating of Ba2 with a
stable outlook.


* S&P Downgrades Ratings on 718 Classes of Mortgage Certs. to 'D'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings to 'D' on
718 classes of mortgage pass-through certificates from 611 U.S.
residential mortgage-backed securities transactions.  S&P removed
12 of the lowered ratings from CreditWatch with negative
implications.  In addition, S&P placed 66 other ratings from 10
transactions on CreditWatch with negative implications.  The
ratings on 60 additional classes from six of these transactions
remain on CreditWatch with negative implications.

Approximately 80.25% of the defaulted classes were from
transactions backed by Alternative-A or subprime mortgage loan
collateral.  The 718 defaulted classes consisted of these:

* 411 classes were from Alt-A transactions (57.24% of all
  defaults);

* 166 were from subprime transactions (23.09% of all defaults);

* 81 were from prime jumbo transactions;

* 33 were from closed-end second-lien transactions;

* Eight were from outside-the-guidelines transactions;

* Five were from reperforming transactions;

* Four were from one second-lien high loan-to-value transaction;

* Three were from home equity line of credit transactions;

* Three were from risk-transfer transactions;

* One was from a document-deficient transaction;

* One was from first-lien high loan-to-value transactions;

* One was from a REMIC (resecuritized real estate mortgage
  investment conduit) transaction; and

* One was from an RMBS other transaction.

The 718 downgrades to 'D' reflect S&P's assessment of principal
write-downs on the affected classes during recent remittance
periods.  Thirty-six of the defaulted ratings are on classes that
are bond insured by Financial Guaranty Insurance Company.  S&P
lowered these ratings to 'D' because on Nov. 24, 2009, the New
York Insurance Department ordered a suspension of any and all
claim payments by FGIC.  The CreditWatch placements reflect the
fact that the affected classes are within a group that includes a
class that defaulted from a 'B-' rating or higher.  S&P lowered
approximately 96.10% of the ratings from the 'CCC' or 'CC' rating
categories, and S&P lowered approximately 97.77 % from a
speculative-grade category.

S&P expects to resolve the CreditWatch placements affecting these
transactions after S&P complete its reviews of the underlying
credit enhancement.  Standard & Poor's will continue to monitor
its ratings on securities that experience principal write-downs,
and S&P will adjust the ratings as S&P deem appropriate.


* S&P Downgrades Ratings on 25 Classes From 15 US NIM RMBS Deals
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 25
classes from 15 U.S. net interest margin securities residential
mortgage-backed securities transactions issued between 2003 and
2007.  S&P removed eight of the lowered ratings from CreditWatch
with negative implications.  In addition, one of the lowered
ratings remains on CreditWatch with negative implications to
reflect the rating on the related class insurer.

Most of the rating actions reflect S&P's view that the NIMS are
not receiving adequate cash flows to pay the applicable interest
and principal amounts due to the NIMS holders.  S&P attributes
these interest shortfalls to the inability of the underlying
transactions to maintain sufficient overcollateralization for
residual interest to be released to the NIMS.  Generally, for each
of these NIMS transactions, the overcollateralization levels for
the underlying deals have been below their targets for a period of
six months or more, or the NIMS have experienced interest
shortfalls for six months or more.  Additionally, based on S&P's
observations of the performance trends of products and vintages
consistent with the underlying transactions, S&P believes that it
is unlikely that residual interest will be available for the NIMS
going forward.

Standard & Poor's will continue to monitor NIMS as applicable and
adjust the ratings as S&P think appropriate.

                         Ratings Lowered

                       CMO Holdings III Ltd.
                        Series      2006-24

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        IV-A-1     18977BAR7     CC                   B

                      CMO Holdings III Ltd.
                 Series      2007-N8-I, 2007-N8-II

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        I-A-3      12587PFD7     CC                   BB+

                          CWABS 2005-4N
                        Series      2005-4N

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        N-4        1266733U4     CC                   BB

                 GSAA Home Equity Trust 2005-NIM3
                      Series      2005-NIM3

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        Notes      36242DT45     CC                   CCC

                       GSMSC 2007-NIM3, LTD.
                       Series      2007-NIM3

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        N2         362543AB6     CC                   BBB-
        N3         36254PAA9     CC                   BB
        N4         36254PAB7     CC                   B

                       GSMSC 2007-NIM4 Ltd.
                        Series      2007-4

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        N3         3622NFAA7     CC                   BB
        N4         3622NFAB5     CC                   B

                 MASTR Alternative Loan NIM 2007-1
                        Series      2007-1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        1-N-2      55275YAB3     CC                   BBB-
        1-N-3      55275XAA7     CC                   BB-
        2-N-1      55275YAE7     CC                   A-
        3-N-1      55275YAC1     CC                   A-

                   Nationstar NIM Ltd. 2007-CN
                       Series      2007-CN

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        A          63860MAA6     CC                   A-
        B          63860MAB4     CC                   BBB-

                 SB Finance NIM Trust 2005-WFHEN1
                      Series      2005WFHEN1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        Notes      78401NAG5     CC                   A-

       Ratings Lowered And Removed From Creditwatch Negative

                         CWALT 2007-AH1N
                      Series      2007-AH1N

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    N-2        02150CAC1     CC                   BBB-/Watch Neg
    N-3        02150CAD9     CC                   BB/Watch Neg

                     Impac NIM Trust 2007-2
                       Series      2007-1

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    N          452565AA2     CC                   BBB-/Watch Neg

                   MLMI Cayman NIM 2006-OA1 Ltd.
                       Series      2006-OA1

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    N3         55312PAC5     CC                   BB-/Watch Neg

                         SASCO ARC Company
                        Series      2003-BC2

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    B          80382SAK4     CC                   BB-/Watch Neg
    C          80382SAL2     CC                   BB-/Watch Neg
    D          80382QAF9     CC                   CCC/Watch Neg

             SASCO Net Interest Margin Trust 2003-3XS
                       Series      2003-3XS

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    Notes      803827AD6     CC                   BB/Watch Neg

       Rating Lowered And Remaining On Creditwatch Negative


                    SASCO NIMS Trust 2007-WF1
                       Series      2007-WF1

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    A          80385XAA2     BB-/Watch Neg        A-/Watch Neg


* S&P Downgrades Ratings on 34 Classes From 16 Subprime RMBS Deals
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 34
classes from 16 U.S. subprime residential mortgage-backed
securities transactions from 1998-2001.  S&P removed four of the
lowered ratings from CreditWatch with negative implications.
Additionally, S&P affirmed its ratings on 49 classes from these
transactions, as well as 13 additional subprime transactions and
three prime jumbo transactions.  S&P removed four 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
(REO) 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.

For information on how S&P derive its loss assumptions, its use of
loss curve forecasting methodology, and how S&P incorporate each
transaction's current delinquency (including 60- and 90-day
delinquencies), default, and loss trends into its analysis, please
see the articles list 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 its 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 its 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.

For subprime transactions, to maintain a 'AAA' rating, S&P
considers whether a class is able to withstand approximately 150%
of its base-case loss assumptions, subject to individual caps and
qualitative factors assumed on specific transactions.  When
affirming a 'B' rating on a class, S&P considers whether a bond is
able to withstand S&P's base-case loss assumptions.  Other rating
categories are dispersed, about equally, between S&P's 'AAA' and
'B' loss assumptions.  For example, to maintain a 'BB' rating on
one class, S&P may consider whether the class is able to withstand
approximately 110% of its base-case loss assumptions, while in
connection with a different class, S&P may consider whether it is
able to withstand approximately 120% of S&P's base-case loss
assumptions to maintain a 'BBB' rating.

For prime jumbo transactions, a class may have to withstand
approximately 127% of S&P's base-case loss assumptions in order to
maintain a 'BB' rating, while a different class may have to
withstand approximately 154% of S&P's base-case loss assumptions
to maintain a 'BBB' rating.  An affirmed 'AAA' rating reflects
S&P's opinion that the class can withstand approximately 235% of
S&P's base-case loss assumptions.

The collateral backing these deals originally consisted
predominantly of prime jumbo and subprime 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 deems
appropriate.

                          Rating Actions

                    Aames Mortgage Trust 2001-3
                        Series      2001-3

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-1        00253CHB6     B-                   B

                 ABFS Mortgage Loan Trust 2000-1
                        Series      2000-1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        A-2        000759BQ2     CCC                  BB

           Conseco Finance Home Equity Loan Trust 2001-C
                        Series      2001-C

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-1        20847TBB6     B                    BBB
        B-2                      CC                   B

           Conseco Finance Home Equity Loan Trust 2001-D
                        Series      2001-D

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-1        20847TBM2     CC                   BB

                 CSFB ABS Trust Series 2001-HE20
                      Series      2001-HE20

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-1        22540VBY7     B-                    AA

               Merrill Lynch Mortgage Investors Inc.
                       Series      1999-CB1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        1A         12489WAA2     A                    AAA
        1A-PO      12489WAC8     A                    AAA
        1M-1       12489WAD6     CCC                  A
        1M-2       12489WAE4     CC                   BBB-
        1M-3       12489WAF1     CC                   B-
        1M-4       12489WAG9     CC                   B-

                       Mid-State Trust VIII
                              Series

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    Nts        595497AA6     BBB                  BBB/Watch Neg

     Morgan Stanley Dean Witter Capital I Inc. Trust 2001-AM1
                       Series      2001-AM1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-1        61746WJD3     B-                   BBB
        M-2        61746WJE1     CC                   CCC

      Mortgage Lenders Network Home Equity Loan Trust 1999-2
                        Series      1999-2

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        A          61913JAG1     D                    AAA

                New South Home Equity Trust 2001-1
                        Series      2001-1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        A-1        64880MAQ5     B                    BBB

           Provident Bank Home Equity Loan Trust 2000-1
                        Series      2000-1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        X-1                      CC                   BBB+
        X-2                      CC                   AA

           Provident Bank Home Equity Loan Trust 2000-2
                        Series      2000-2

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        X-1                      CC                   BBB
        X-2                      CC                   BBB

                    RASC Series 2001-KS1 Trust
                       Series      2001-KS1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        A-I-5      76110WLB0     CC                   CCC
        A-I-6      76110WLC8     CC                   CCC

                    RASC Series 2001-KS3 Trust
                       Series      2001-KS3

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        A-I-5      76110WMB9     B-                   AAA
        A-I-6      76110WMC7     B-                   AAA
        M-I-1      76110WMF0     CC                   BBB-
        M-I-2      76110WMG8     CC                   B
        M-II-1     76110WMJ2     CC                   B
        M-II-2     76110WMK9     CC                   CCC

          Salomon Home Equity Loan Trust, Series 2001-1
                        Series      2001-1

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    AF-3       79550DAC3     AAA                  AAA/Watch Neg
    MF-1       79550DAD1     CCC                  AA/Watch Neg
    MV-2       79550DAJ8     A                    A/Watch Neg
    MV-3       79550DAK5     A-                   A-/Watch Neg
    MV-4       79550DAL3     CC                   BBB/Watch Neg

               Saxon Asset Securities Trust 2001-3
                        Series      2001-3

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    M-1        805564KE0     BB-                  A
    M-2        805564KF7     CC                   CCC

                      UCFC Loan Trust 1998-C
                        Series      1998-C

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    A-6        90263BGT9     CC                   BBB/Watch Neg
    A-7        90263BGU6     CC                   BBB/Watch Neg

                         Ratings Affirmed

                    Aames Mortgage Trust 2001-3
                        Series      2001-3

                  Class      CUSIP         Rating
                  -----      -----         ------
                  A-1        00253CGY7     AA

                  ABFS Mortgage Loan Trust 2001-2
                        Series      2001-2

                  Class      CUSIP         Rating
                  -----      -----         ------
                  A-1        00079CAB5     BB+
                  A-4        00079CAE9     BB+
                  A-IO       00079CAF6     BB+

                 ABFS Mortgage Loan Trust 2001-3
                        Series      2001-3

                  Class      CUSIP         Rating
                  -----      -----         ------
                  A-1        000759BW9     BB+
                  A-2        000759BY5     BB+

                     AFC Trust Series 2000-1
                        Series      2000-1

                  Class      CUSIP         Rating
                  -----      -----         ------
                  1A         00105HEG7     BBB

                      AFC Trust Series 2000-2
                        Series      2000-2

                  Class      CUSIP         Rating
                  -----      -----         ------
                  1A         00105HEJ1     BB+
                  2A         00105HEK8     BB+

                 Citicorp Mortgage Securities Inc.
                       Series      1988- 1

                  Class      CUSIP         Rating
                  -----      -----         ------
                  A-3        172921BN7     A

           Conseco Finance Home Equity Loan Trust 2001-C
                        Series      2001-C

                  Class      CUSIP         Rating
                  -----      -----         ------
                  A-5        20847TAX9     AAA
                  M-1        20847TAZ4     AA+
                  M-2        20847TBA8     A

           Conseco Finance Home Equity Loan Trust 2001-D
                        Series      2001-D

                  Class      CUSIP         Rating
                  -----      -----         ------
                  A-5        20847TBH3     AAA
                  M-1        20847TBK6     AA
                  M-2        20847TBL4     A

                  CSFB ABS Trust Series 2001-HE20
                       Series      2001-HE20

                  Class      CUSIP         Rating
                  -----      -----         ------
                  A-1        22540VBU5     AAA
                  A-IO       22540VBW1     AAA

          Equity One Mortgage Pass-Through Trust 2001-3
                        Series      2001-3

                  Class      CUSIP         Rating
                  -----      -----         ------
                  AF-4       294754AL0     B
                  AV-1       294754AM8     BBB

              Guardian S&L Assn, Huntington Beach, CA
                        Series      1989-10

                  Class      CUSIP         Rating
                  -----      -----         ------
                  A          40145CAW5     BB

         Home Improvement & Home Equity Loan Trust 1997-E
                        Series      1997-E

                  Class      CUSIP         Rating
                  -----      -----         ------
                  HE:B-1     393505YX4     A-

                      Home Loan Trust 2000-1
                        Series      2000-1

                  Class      CUSIP         Rating
                  -----      -----         ------
                  A-1        404214AC2     AAA
                  A-2        404214AD0     AAA

               Merrill Lynch Mortgage Investors Inc.
                       Series      1999-H1

                  Class      CUSIP         Rating
                  -----      -----         ------
                  A-5        589929TP3     AAA
                  M-1        589929TR9     AA+

      Mortgage Lenders Network Home Equity Loan Trust 2000-1
                        Series      2000-1

                  Class      CUSIP         Rating
                  -----      -----         ------
                  A-4        61913JAM8     AAA
                  A-5        61913JAN6     AAA

        New Century Home Equity Loan Trust, Series 2001-NC2
                       Series      2001-NC2

                  Class      CUSIP         Rating
                  -----      -----         ------
                  M-2        79548K6C7     AA

                New South Home Equity Trust 2001-1
                        Series      2001-1

                  Class      CUSIP         Rating
                  -----      -----         ------
                  A-2        64880MAR3     BBB

               Option One Mortgage Loan Trust 2001-4
                        Series      2001-4

                  Class      CUSIP         Rating
                  -----      -----         ------
                  A          68389FBW3     A
                  M-1        68389FBX1     B

           Provident Bank Home Equity Loan Trust 2000-1
                        Series      2000-1

                  Class      CUSIP         Rating
                  -----      -----         ------
                  A-1        743844CY6     BB+
                  A-2        743844CZ3     BB+

           Provident Bank Home Equity Loan Trust 2000-2
                        Series      2000-2

                  Class      CUSIP         Rating
                  -----      -----         ------
                  A-1        743844DA7     BB+
                  A-2        743844DB5     BB+

                  RAFC Asset-Backed Trust 2001-1
                        Series      2001-1

                  Class      CUSIP         Rating
                  -----      -----         ------
                  M-2        749213AE4     AA+
                  B-1        749213AF1     BBB

                   RASC Series 2001-KS1 Trust
                       Series      2001-KS1

                  Class      CUSIP         Rating
                  -----      -----         ------
                  A-II       76110WLD6     A+

                    RASC Series 2001-KS3 Trust
                       Series      2001-KS3

                  Class      CUSIP         Rating
                  -----      -----         ------
                  A-II       76110WME3     AAA

                Saxon Asset Securities Trust 2001-3
                        Series      2001-3

                  Class      CUSIP         Rating
                  -----      -----         ------
                  AF-6       805564KJ9     AAA
                  AV-1       805564KA8     AAA
                  X-IO       805564KH3     AAA

                  WMC Mortgage Loan Trust 1998-1
                        Series      1998-1

                  Class      CUSIP         Rating
                  -----      -----         ------
                  M-1        92928XAB9     AAA
                  B          92928XAD5     B


* S&P Downgrades Ratings on 12 Classes of Notes From Eight Deals
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 12
classes of notes from eight U.S. rental fleet asset-backed
securities transactions.  Additionally, S&P affirmed its ratings
on nine classes from six transactions, and subsequently withdrew
one of these ratings at the issuer's request.  Concurrently, S&P
removed all of ratings from CreditWatch negative, where they were
placed Jan. 14, 2009.

The rating actions result from the application of S&P's recently
revised criteria for residual-value stress assumptions for U.S.
rental fleet ABS transactions.  S&P revised its residual-value
stress assumptions to reflect the substantial used-vehicle price
volatility witnessed in 2008.  Because the residual-value
component of S&P's collateral risk assessment for a rental fleet
ABS is a significant part of its credit analysis, the revised
residual-value stress assumptions caused a considerable increase
in the stress haircuts that S&P applies to vehicle residual values
and a considerable increase in credit enhancement levels that S&P
believes consistent for each rating category.

S&P's lowered ratings on 12 classes of notes reflect S&P's opinion
that these securities no longer have credit enhancement levels
that are consistent with the previous rating categories.

S&P affirmed its ratings on these eight classes for various
reasons:

* The rating on the class A-3 notes from Cendant Rental Car
  Funding LLC's series 2005-1 reflects the financial enhancement
  rating on MBIA Insurance Corp. (BB+/Negative), the notes'
  monoline insurer, and therefore is not affected by its revised
  residual-value stress assumptions;

* The rating on the notes from Avis Budget Rental Car Funding
  LLC's series 2005-2 reflect the financial enhancement rating on
  Assured Guaranty Corp. (AAA/Negative), the notes'  monoline
  insurer, and therefore is not affected by its revised residual-
  value stress assumptions;

* The ratings on the class A-1 and A-2 notes from Rental Car
  Finance Corp.'s series 2005-1 reflect S&P's view that the notes
  benefit from credit enhancement levels consistent with the
  current rating categories notwithstanding its revised residual-
  value stress assumptions; and

* The ratings on the class A-2 and A-3 notes from Hertz Vehicle
  Financing LLC's series 2005-1 and the class A-3 and A-4 notes
  from series 2005-2 reflect, notwithstanding S&P's revised
  residual value assumptions, each of these classes are two-thirds
  through their respective controlled amortization periods and are
  scheduled to mature on Feb. 25, 2010.

Lastly, the affirmed rating on the notes from Avis Budget Rental
Car Funding LLC's series 2008-1 reflects S&P's view that the notes
benefit from a level of credit enhancement that is consistent with
the current rating category notwithstanding S&P's revised residual
value assumptions.  The issuer restructured this facility in
October 2009, and increased the amount of credit enhancement.
Following the affirmation, S&P withdrew the rating at the request
of the issuer.

       Ratings Lowered And Removed From Creditwatch Negative

                    Rental Car Finance Corp.

                                      Rating
                                      ------
        Series    Class            To        From
        ------    -----            --        ----
        2006-1    A                BB-       BBB/Watch Neg
        2007-1    A                BB        BBB/Watch Neg

                    Hertz Vehicle Financing LLC

                                      Rating
                                      ------
        Series    Class            To        From
        ------    -----            --        ----
        2005-1    A-4              BB+       BBB/Watch Neg
                  A-5              BB+       BBB/Watch Neg
        2005-2    A-5              BB+       BBB/Watch Neg
                  A-6              BB+       BBB/Watch Neg

                      AESOP Funding II LLC

                                      Rating
                                      ------
        Series    Class            To        From
        ------    -----            --        ----
        2003-4    A-4              B         B+/Watch Neg

              Cendant Rental Car Funding (AESOP) LLC

                                      Rating
                                      ------
        Series    Class            To        From
        ------    -----            --        ----
        2005-4    A-1              B         B+/Watch Neg
                  A-2              B         B+/Watch Neg
                  A-3              B         B+/Watch Neg

              Cendant Rental Car Funding (AESOP) LLC

                                      Rating
                                      ------
        Series    Class            To        From
        ------    -----            --        ----
        2006-1    Notes            BB+       BBB/Watch Neg

            Avis Budget Rental Car Funding (AESOP) LLC

                                      Rating
                                      ------
        Series    Class            To        From
        ------    -----            --        ----
        2007-2    A-1              BB+       BBB/Watch Neg

      Ratings Affirmed And Removed From Creditwatch Negative

                    Rental Car Finance Corp.

                                      Rating
                                      ------
        Series    Class            To        From
        ------    -----            --        ----
        2005-1    A-1              B         B/Watch Neg
                  A-2              B         B/Watch Neg

                   Hertz Vehicle Financing LLC

                                      Rating
                                      ------
        Series    Class            To        From
        ------    -----            --        ----
        2005-1    A-2              BBB       BBB/Watch Neg
                  A-3              BBB       BBB/Watch Neg
        2005-2    A-3              BBB       BBB/Watch Neg
                  A-4              BBB       BBB/Watch Neg

                         Ratings Affirmed

              Cendant Rental Car Funding (AESOP) LLC

                   Series     Class       Rating
                   ------     -----       ------
                   2005-1     A-3         BB+

            Avis Budget Rental Car Funding (AESOP) LLC

                   Series     Class       Rating
                   ------     -----       ------
                   2005-2    Notes        AAA

                   Rating Affirmed And Withdrawn

            Avis Budget Rental Car Funding (AESOP) LLC

                                       Rating
                                       ------
         Series     Class           To        From
         ------     -----           --        ----
         2008-1     Notes           A         A/Watch Neg
                                    NR        A


* S&P Downgrades Ratings on 76 Tranches From 15 CLO Transactions
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 76
tranches from 15 U.S. collateralized loan obligation transactions
and removed them from CreditWatch with negative implications.  The
affected tranches have a total issuance amount of $4.424 billion.
S&P withdrew its rating on one tranche from ColumbusNova CLO Ltd
2007-I following the consolidation of the notes.  S&P also
affirmed its ratings on 10 tranches from six transactions and
removed eight of them from CreditWatch negative.

The downgrades reflect two primary factors:

* The application of S&P's new corporate collateralized debt
  obligation criteria; and

* Deterioration in the credit quality of certain CLO tranches due
  to increased exposure to obligors that have either defaulted or
  experienced downgrades into the 'CCC' range.

The downgrades of 10 classes from seven 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.

S&P's analysis incorporated the asset recovery assumptions in its
new CDO criteria.  To provide additional transparency into the
assumptions used in the analysis, S&P is providing the tiered
recovery rate assumed for the cash flows generated for the 'AAA'
liability rating for each transaction.

                              Table 1

         Tiered Recovery Rate For 'AAA' Liability Rating

       Transaction                         Recovery rate (%)
       -----------                         -----------------
       AIMCO CLO Series 2005-A             45.9
       Apidos CDO I                        43.9
       Avenue CLO II Ltd.                  42.5
       ColumbusNova CLO Ltd 2007-I         45.2
       ColumbusNova CLO Ltd. 2006-I        46.1
       Essex Park CDO Ltd.                 40.0
       FM Leveraged Capital Fund II        40.1
       Four Corners CLO III Ltd.           47.3
       GSC Investment Corp CLO 2007 Ltd.   46.1
       Harch CLO III Ltd.                  45.1
       Landmark II CDO Ltd.                43.1
       Ocean Trails CLO II                 43.3
       Shinnecock CLO 2006-1 Ltd.          40.9
       Stanfield Veyron CLO Ltd.           45.1
       Stone Tower CLO VII Ltd.            45.0

S&P will continue to review the remaining transactions with
ratings placed on CreditWatch following its corporate CDO criteria
update and resolve the CreditWatch status of the affected
tranches.

                          Rating Actions

                                                  Rating
                                                  ------
Transaction                       Class       To          From
-----------                       -----       --          ----
AIMCO CLO, Series 2005-A          A-1A        AA+         AAA/Watch Neg
AIMCO CLO, Series 2005-A          A-1B        AA+         AAA/Watch Neg
AIMCO CLO, Series 2005-A          A-2         AA-         AA/Watch Neg
AIMCO CLO, Series 2005-A          B           BBB+        A/Watch Neg
AIMCO CLO, Series 2005-A          C           B+          BBB/Watch Neg
AIMCO CLO, Series 2005-A          D           CCC+        BB/Watch Neg
Apidos CDO I                      A-1         AA+         AAA/Watch Neg
Apidos CDO I                      A-2         A+          AA/Watch Neg
Apidos CDO I                      B           BBB+        A/Watch Neg
Apidos CDO I                      C           BB+         BBB/Watch Neg
Apidos CDO I                      D           B+          BB/Watch Neg
Avenue CLO II, Ltd.               A-1L        AA+         AAA/Watch Neg
Avenue CLO II, Ltd.               A-2L        A+          AA/Watch Neg
Avenue CLO II, Ltd.               A-3L        BBB+        A-/Watch Neg
Avenue CLO II, Ltd.               B-1L        B+          BBB/Watch Neg
Avenue CLO II, Ltd.               B-2L        CCC-        BB/Watch Neg
ColumbusNova CLO Ltd 2007-I       A-1         AA+         AAA/Watch Neg
ColumbusNova CLO Ltd 2007-I       B           AA-         AA/Watch Neg
ColumbusNova CLO Ltd 2007-I       C           A-          A/Watch Neg
ColumbusNova CLO Ltd 2007-I       D           BBB-        BBB/Watch Neg
ColumbusNova CLO Ltd 2007-I       E           BB          BB/Watch Neg
ColumbusNova CLO Ltd. 2006-I      A           AA+         AAA/Watch Neg
ColumbusNova CLO Ltd. 2006-I      B           A+          AA/Watch Neg
ColumbusNova CLO Ltd. 2006-I      C           BBB+        A/Watch Neg
ColumbusNova CLO Ltd. 2006-I      D           BB+         BBB/Watch Neg
ColumbusNova CLO Ltd. 2006-I      E           B+          BB/Watch Neg
Essex Park CDO Ltd                A-1a        AA+         AAA/Watch Neg
Essex Park CDO Ltd                A-1v        AA+         AAA/Watch Neg
Essex Park CDO Ltd                A-2a        AA+         AAA/Watch Neg
Essex Park CDO Ltd                A-2v        AA+         AAA/Watch Neg
Essex Park CDO Ltd                B-1         A+          AA/Watch Neg
Essex Park CDO Ltd                B-2         A+          AA/Watch Neg
Essex Park CDO Ltd                C-1         BBB-        A/Watch Neg
Essex Park CDO Ltd                C-2         BBB-        A/Watch Neg
Essex Park CDO Ltd                D           BB          BBB/Watch Neg
FM Leveraged Capital Fund II      A-1         AAA         AAA/Watch Neg
FM Leveraged Capital Fund II      A-2         AA+         AAA/Watch Neg
FM Leveraged Capital Fund II      B           AA          AA/Watch Neg

FM Leveraged Capital Fund II      C           BBB+        A/Watch Neg
FM Leveraged Capital Fund II      D           BB+         BBB/Watch Neg
FM Leveraged Capital Fund II      E           CCC+        BB/Watch Neg
Four Corners CLO III, Ltd.        A           AA+         AAA/Watch Neg
Four Corners CLO III, Ltd.        B           A+          AA/Watch Neg
Four Corners CLO III, Ltd.        C           BBB+        A/Watch Neg
Four Corners CLO III, Ltd.        D           B+          BBB/Watch Neg
Four Corners CLO III, Ltd.        E           CCC-        BB/Watch Neg
GSC Investment Corp CLO 2007 Ltd  A           AA-         AAA/Watch Neg
GSC Investment Corp CLO 2007 Ltd  B           A+          AA/Watch Neg
GSC Investment Corp CLO 2007 Ltd  C           BBB+        A/Watch Neg
GSC Investment Corp CLO 2007 Ltd  D           BB+         BBB/Watch Neg
GSC Investment Corp CLO 2007 Ltd  E           BB-         BB/Watch Neg
Harch CLO III Limited             A-1         AAA         AAA/Watch Neg
Harch CLO III Limited             A-2         AA+         AAA/Watch Neg
Harch CLO III Limited             B           A+          AA/Watch Neg
Harch CLO III Limited             C           BBB+        A/Watch Neg
Harch CLO III Limited             D           BB+         BBB/Watch Neg
Harch CLO III Limited             E           CCC+        BB/Watch Neg
Landmark II CDO Ltd.              A           AA          AA/Watch Neg
Landmark II CDO Ltd.              B           BBB         BBB/Watch Neg
Landmark II CDO Ltd.              C           CC          CCC/Watch Neg
Ocean Trails CLO II               A-1         AA-         AAA/Watch Neg
Ocean Trails CLO II               A-2         A+          AAA/Watch Neg
Ocean Trails CLO II               A-3         A           AA/Watch Neg
Ocean Trails CLO II               B           BBB-        A/Watch Neg
Ocean Trails CLO II               C           BB          BBB/Watch Neg
Ocean Trails CLO II               D           B           BB/Watch Neg
Shinnecock CLO 2006-1 Ltd.        A-1         AA+         AAA/Watch Neg
Shinnecock CLO 2006-1 Ltd.        A-2         AA          AAA/Watch Neg
Shinnecock CLO 2006-1 Ltd.        B           A           AA/Watch Neg
Shinnecock CLO 2006-1 Ltd.        C           BB+         A/Watch Neg
Shinnecock CLO 2006-1 Ltd.        D           BB          BBB/Watch Neg
Shinnecock CLO 2006-1 Ltd.        E           CCC+        BB/Watch Neg
Stanfield Veyron CLO Ltd          A-1-A       AAA         AAA/Watch Neg
Stanfield Veyron CLO Ltd          A-1-R(Rev)  AAA         AAA/Watch Neg
Stanfield Veyron CLO Ltd          A-1-B       AA+         AAA/Watch Neg
Stanfield Veyron CLO Ltd          A-2         AA+         AAA/Watch Neg
Stanfield Veyron CLO Ltd          B           A+          AA/Watch Neg
Stanfield Veyron CLO Ltd          C(Def)      BBB+        A/Watch Neg
Stanfield Veyron CLO Ltd          D(Def)      CCC-        BBB/Watch Neg
Stone Tower CLO VII Ltd           A-1         AA+         AAA/Watch Neg
Stone Tower CLO VII Ltd           A-2         AA-         AAA/Watch Neg
Stone Tower CLO VII Ltd           A-3         A+          AA/Watch Neg
Stone Tower CLO VII Ltd           B           BBB+        A/Watch Neg
Stone Tower CLO VII Ltd           C           B+          BBB/Watch Neg

                         Ratings Affirmed

       Transaction                       Class       Rating
       -----------                       -----       ------
       Avenue CLO II Ltd.                X           AAA
       Landmark II CDO Ltd.              D           CC

                         Ratings Withdrawn

                                                    Rating
                                                    ------
  Transaction                       Class       To          From
  -----------                       -----       --          ----
  ColumbusNova CLO Ltd 2007-I       A-2         NR          AAA/Watch
Neg


* S&P Downgrades Ratings on 80 Tranches From 16 CLO Transactions
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 80
tranches from 16 U.S. collateralized loan obligation transactions
and removed them from CreditWatch with negative implications.  The
affected tranches have a total issuance amount of $6.028 billion.
S&P also affirmed its ratings on 11 tranches from seven
transactions and removed 10 of them from CreditWatch negative.

The downgrades reflect two primary factors:

* The application of S&P's updated corporate collateralized debt
  obligation criteria; and

* Deterioration in the credit quality of certain CLO tranches due
  to increased exposure to obligors that have either defaulted or
  experienced downgrades into the 'CCC' range.

The downgrades of 19 classes from 11 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.

S&P's analysis incorporates the asset recovery assumptions in its
new CDO criteria.  To provide additional transparency into the
assumptions S&P used in its analysis, S&P is providing the tiered
recovery rate S&P assumed for the cash flows generated for each
transaction's 'AAA' liability rating.

                              Table 1

         Tiered Recovery Rate For 'AAA' Liability Rating

       Transaction                         Recovery Rate (%)
       -----------                         -----------------
       AIMCO CLO Series 2006-A                          45.2
       Airlie CLO 2006-I Ltd.                           45.8
       AMMC CLO V Ltd.                                  46.5
       Artus Loan Fund 2007-I Ltd.                      41.5
       Castle Hill I - Ingots Ltd.                      46.9
       ColumbusNova CLO Ltd. 2006-II                    46.3
       Fore CLO Ltd. 2007-1                             48.6
       Franklin CLO IV Ltd.                             49.7
       Halcyon Loan Investors CLO II Ltd.               41.2
       Hudson Straits CLO 2004 Ltd.                     38.6
       Latitude CLO II Ltd.                             39.4
       Muir Grove CLO Ltd.                              44.1
       OFSI Fund III Ltd.                               42.3
       Rosedale CLO II Ltd.                             42.8
       San Gabriel CLO I Ltd.                           42.5
       Stanfield Daytona CLO Ltd.                       44.9

S&P will continue to review the remaining transactions with
ratings placed on CreditWatch following S&P's corporate CDO
criteria update and resolve the CreditWatch status of the affected
tranches.

                           Rating Actions

                                             Rating
                                             ------
  Transaction                     Class    To      From
  -----------                     -----    --      ----
  AIMCO CLO Series 2006-A         A-1      AA+     AAA/Watch Neg
  AIMCO CLO Series 2006-A         A-2      AA-     AA/Watch Neg
  AIMCO CLO Series 2006-A         B        BBB+    A/Watch Neg
  AIMCO CLO Series 2006-A         C        B+      BBB/Watch Neg
  AIMCO CLO Series 2006-A         D        CCC+    BB/Watch Neg
  Airlie CLO 2006-I Ltd.          A-1      AA+     AAA/Watch Neg
  Airlie CLO 2006-I Ltd.          A-2      A+      AA/Watch Neg
  Airlie CLO 2006-I Ltd.          B        BBB+    A/Watch Neg
  Airlie CLO 2006-I Ltd.          C        CCC+    BBB/Watch Neg
  Airlie CLO 2006-I Ltd.          D        CCC-    BB/Watch Neg
  AMMC CLO V Ltd.                 A-1-A    AAA     AAA/Watch Neg
  AMMC CLO V Ltd.                 A-1-R    AAA     AAA/Watch Neg
  AMMC CLO V Ltd.                 A-1-B    AA+     AAA/Watch Neg
  AMMC CLO V Ltd.                 A-2      AA+     AAA/Watch Neg
  AMMC CLO V Ltd.                 B        A+      AA/Watch Neg
  AMMC CLO V Ltd.                 C        BBB+    A-/Watch Neg
  AMMC CLO V Ltd.                 D        CCC-    BB+/Watch Neg
  Artus Loan Fund 2007-I Ltd.     A-1L     AA-     AAA/Watch Neg
  Artus Loan Fund 2007-I Ltd.     A-2L     A-      AA/Watch Neg
  Artus Loan Fund 2007-I Ltd.     A-3L     BBB-    A/Watch Neg
  Artus Loan Fund 2007-I Ltd.     B-1L     BB      BBB/Watch Neg
  Artus Loan Fund 2007-I Ltd.     B-2L     CCC+    BB/Watch Neg
  Castle Hill I - Ingots Ltd.     A-1      AAA     AAA/Watch Neg
  Castle Hill I - Ingots Ltd.     A-2      AA+     AAA/Watch Neg
  Castle Hill I - Ingots Ltd.     B        A       A/Watch Neg
  ColumbusNova CLO Ltd. 2006-II   A        AA+     AAA/Watch Neg
  ColumbusNova CLO Ltd. 2006-II   B        AA-     AA/Watch Neg
  ColumbusNova CLO Ltd. 2006-II   C        A-      A/Watch Neg
  ColumbusNova CLO Ltd. 2006-II   D        BBB     BBB/Watch Neg
  ColumbusNova CLO Ltd. 2006-II   E        BB      BB/Watch Neg
  Fore CLO Ltd. 2007-1            A-1a     AA+     AAA/Watch Neg
  Fore CLO Ltd. 2007-1            A-1b     AA+     AAA/Watch Neg
  Fore CLO Ltd. 2007-1            A-2      AA+     AAA/Watch Neg
  Fore CLO Ltd. 2007-1            B        AA      AA/Watch Neg
  Fore CLO Ltd. 2007-1            C        BBB+    A/Watch Neg
  Fore CLO Ltd. 2007-1            D        B+      BBB-/Watch Neg
  Franklin CLO IV Ltd.            A        AA+     AAA/Watch Neg
  Franklin CLO IV Ltd.            B        A+      AA/Watch Neg
  Franklin CLO IV Ltd.            C        BB+     A/Watch Neg
  Franklin CLO IV Ltd.            D        CCC-    BBB/Watch Neg
  Franklin CLO IV Ltd.            E        CCC-    BB/Watch Neg
  Halcyon Loan Investors CLO II   A-1-J    AA-     AAA/Watch Neg
   Ltd.
  Halcyon Loan Investors CLO II   A-1-S    AA+     AAA/Watch Neg
   Ltd.
  Halcyon Loan Investors CLO II   A-2      A       AA/Watch Neg
   Ltd.
  Halcyon Loan Investors CLO II   B        BBB+    A/Watch Neg
   Ltd.
  Halcyon Loan Investors CLO II   C        BB+     BBB-/Watch Neg
   Ltd.
  Halcyon Loan Investors CLO II   D        CCC-    BB-/Watch Neg
   Ltd.
  Hudson Straits CLO 2004 Ltd.    A-1      AA+     AAA/Watch Neg
  Hudson Straits CLO 2004 Ltd.    A-2      AA+     AAA/Watch Neg
  Hudson Straits CLO 2004 Ltd.    B        A+      AA/Watch Neg
  Hudson Straits CLO 2004 Ltd.    C        BBB     A/Watch Neg
  Hudson Straits CLO 2004 Ltd.    D-1      B+      BBB/Watch Neg
  Hudson Straits CLO 2004 Ltd.    D-2      B+      BBB/Watch Neg
  Hudson Straits CLO 2004 Ltd.    E        CCC-    BB/Watch Neg
  Latitude CLO II Ltd.            A-1      AAA     AAA/Watch Neg
  Latitude CLO II Ltd.            A-2      AA-     AAA/Watch Neg
  Latitude CLO II Ltd.            B        BBB-    A/Watch Neg
  Latitude CLO II Ltd.            C        B+      BBB/Watch Neg
  Latitude CLO II Ltd.            D        CCC-    BB/Watch Neg
  Muir Grove CLO Ltd.             A        A+      AAA/Watch Neg
  Muir Grove CLO Ltd.             B        A-      AA/Watch Neg
  Muir Grove CLO Ltd.             C        BBB-    A/Watch Neg
  Muir Grove CLO Ltd.             D        BB      BBB/Watch Neg
  Muir Grove CLO Ltd.             E        B       BB/Watch Neg
  OFSI Fund III Ltd.              A-1      AA      AAA/Watch Neg
  OFSI Fund III Ltd.              A-2      AA      AAA/Watch Neg
  OFSI Fund III Ltd.              B        A+      AA/Watch Neg
  OFSI Fund III Ltd.              C        BBB     A/Watch Neg
  OFSI Fund III Ltd.              D        B+      BBB/Watch Neg
  OFSI Fund III Ltd.              E-1      CCC-    BB/Watch Neg
  OFSI Fund III Ltd.              E-2      CCC-    BB/Watch Neg
  Rosedale CLO II Ltd.            A        AA+     AAA/Watch Neg
  Rosedale CLO II Ltd.            B        A+      AA/Watch Neg
  Rosedale CLO II Ltd.            C        BBB+    A/Watch Neg
  Rosedale CLO II Ltd.            D        BB+     BBB/Watch Neg
  Rosedale CLO II Ltd.            E        CCC-    BB/Watch Neg
  Rosedale CLO II Ltd.            X        AAA     AAA/Watch Neg
  San Gabriel CLO I Ltd.          A-1L     AA-     AAA/Watch Neg
  San Gabriel CLO I Ltd.          A-1LV    AA-     AAA/Watch Neg
  San Gabriel CLO I Ltd.          A-2L     BBB+    AA/Watch Neg
  San Gabriel CLO I Ltd.          A-3L     BB+     A/Watch Neg
  San Gabriel CLO I Ltd.          B-1L     B+      BBB-/Watch Neg
  San Gabriel CLO I Ltd.          B-2L     CCC-    B+/Watch Neg
  Stanfield Daytona CLO Ltd.      A-1L     AA+     AAA/Watch Neg
  Stanfield Daytona CLO Ltd.      A-1LV    AA+     AAA/Watch Neg
  Stanfield Daytona CLO Ltd.      A-2L     AA-     AA/Watch Neg
  Stanfield Daytona CLO Ltd.      A-3L     BBB+    A/Watch Neg
  Stanfield Daytona CLO Ltd.      B-1L     BB+     BBB/Watch Neg
  Stanfield Daytona CLO Ltd.      B-2L     CCC-    BB/Watch Neg
  Stanfield Daytona CLO Ltd.      X        AAA     AAA/Watch Neg

                          Rating Affirmed

         Transaction                     Class    Rating
         -----------                     -----    ------
         Stanfield Daytona CLO Ltd.      C-2      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 2010.  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 ***