TCR_Public/100110.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 10, 2010, Vol. 14, No. 9

                            Headlines



A&K FUNDING: Moody's Downgrades Ratings on Three Series of Notes
AMP A: Moody's Downgrades Rating on $25 Mil. Notes to 'Caa3'
BEAR STEARNS: Fitch Takes Rating Actions on 2005-PWR8 Certs.
BRIT ALLIANCE: Fitch Downgrades Ratings on 2005-X Notes
CITIGROUP MORTGAGE: DBRS Rates Trust Certificates at 'C'

CLEARWATER FUNDING: Fitch Takes Rating Actions on 99-A Notes
CLOVERIE PLC: Fitch Downgrades Ratings on 2006-2 Notes
COMMERCIAL MORTGAGE: Moody's Affirms Ratings on 11 2005-CD1 Certs.
DAVIS SQUARE: Moody's Downgrades Ratings on Three Classes of Notes
GECMC 2005-C4: Moody's Reviews Ratings on 16 Certificates

GS MORTGAGE: Moody's Affirms Ratings on Eight 2004-C1 Certs.
HUDSON MEZZANINE: Moody's Downgrades Rating on Class S to 'Caa3'
JP MORGAN: Fitch Takes Various Rating Actions on 2005-LDP4 Certs.
MERRILL LYNCH: Moody's Affirms Ratings on 16 2006-Canada 18 Certs.
MILLENNIUM PARK: Moody's Downgrades Ratings on Class A-1 Notes

MONUMENTPARK CDO: S&P Downgrades Ratings on Three Classes of Notes
MORGAN STANLEY: Fitch Takes Rating Actions on 2005-HQ6 Certs.
NATIONAL COLLEGIATE: S&P Downgrades Ratings on Class C Notes
NAZARETH LIVING: Fitch Takes Rating Action on $8.3 Mil. Bonds
NORTHWALL FUNDING: Fitch Downgrades Ratings on Three Classes

PRIMUS MANAGED: Moody's Downgrades Rating on Class B-2L to 'C'
RADIAN ASSET: S&P Downgrades Ratings on Four Medium-Term Notes
ROCKWALL CDO: S&P Downgrades Ratings on Various Classes of Notes
SHYPPCO FINANCE: Fitch Downgrades Ratings on Class A-3 to 'D/RR6'
TABERNA PREFERRED: S&P Downgrades Ratings on Various Classes

WACHOVIA BANK: Fitch Downgrades Ratings on Seven 2005-C20 Certs.
WACHOVIA BANK: Fitch Takes Rating Actions on 2005-C21 Certs.
WICKER PARK: Moody's Downgrades Ratings on Two Classes of Notes

* S&P Downgrades Ratings on 23 Tranches From Nine CDO Transactions
* S&P Downgrades Ratings on 48 Classes From 14 RMBS Transactions
* S&P Downgrades Ratings on 77 Tranches From 14 CLO Transactions



                            *********

A&K FUNDING: Moody's Downgrades Ratings on Three Series of Notes
----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of three
series of notes issued by A&K Funding LLC that are primarily
collateralized on a pari passu basis by a single pool of insurance
commission-related fee streams related to a pool of bank-owned
life insurance policies.  The ratings remain on review for further
possible downgrade.

Complete rating actions are:

Issuer: A&K Funding LLC

  -- 7.87% Commercial Asset Backed Notes, Series 2004-A,
     Downgraded to B3 from A3 and remain Under Review for further
     Possible Downgrade, previously on August 13, 2009, A3 Placed
     under Review for Possible Downgrade

  -- 7.39% Commercial Asset Backed Notes, Series 2005-A,
     Downgraded to B3 from A3 and remain Under Review for further
     Possible Downgrade, previously on August 13, 2009, A3 Placed
     under Review for Possible Downgrade

  -- 7.415 % Commercial Asset Backed Notes, Series 2006-A,
     Downgraded to B3 from A3 and remain Under Review for further
     Possible Downgrade, previously on August 13, 2009, A3 Placed
     under Review for Possible Downgrade

                            Rationale

The issuer has no control over any policyholder's decision to
surrender its BOLI policies.  If the policies are surrendered, the
securitized fee streams relating to those policies cease.

The notes were placed under review for possible downgrade to allow
Moody's to evaluate whether, in the current highly challenging
environment for financial institutions, the motivations of the
policyholders and their financial stability are consistent with
assuming a low likelihood for surrender.  Further to this concern,
the successor to the financial institution representing the
largest single exposure in the collateral pool for the notes has
surrendered its policies causing a sharp decline in available cash
flow.  Current servicing reports indicate that current policy-
derived cash flow is insufficient to pay current accrued interest
without drawing on the reserve account.  At current rates the
reserve account will likely be exhausted in three to four years.
While substantial policy-derived cash flows are expected to
continue for more than twenty years, Moody's analysis suggests
that absent significantly better performance than is anticipated
by Moody's will be required in order for that cash flow to be
sufficient to repay any principal.  The B3 rating reflects the
long-tail nature of the remaining expected cash flows as well as
some remaining uncertainty as to the potential for upside in
collateral performance, which could boost the potential for
repayment of principal.

                       Review Will Continue

During the continuing review period Moody's will refine Moody's
analysis.  In particular Moody's will focus on refining Moody's
analysis of the potential for repayment of principal, the
potential for upside in collateral performance particularly should
renewals of certain policies occur, and the degree to which
aggregate post-default cash flows expected to be received over
many years can credited as recovery.

               Collateral And Transaction Structure

The collateral securing the notes includes the right to receive
payment of (i) certain "servicing fees" arising from, or in
connection with services to be provided by Analect Administrative
Services LLC, a Delaware limited liability company, and (ii)
certain "reinsurance receivables" arising from, or in obligation
assumed by Analect Re (Bermuda) Limited, a Bermuda long-term
insurance company, over a defined period of approximately 30 years
from issuance.  The servicing fees and reinsurance receivables
relate to certain life insurance policies sold by Sun Life
Assurance Company of Canada ( U.S.) to financial institutions in
the U.S.

The policies consist of BOLI policies purchased and owned by
various financial and other institutions, on the lives of its
employees (typically its directors, executives, management and key
employees).  Sun Life (Aa3, with a negative outlook), pays the
Periodic Fees as they arise to the issuer.  The amount and
duration of the Periodic Fee payments to the issuer depend
primarily on (i) the projected earnings on the cash surrender
value of the policies, (ii) mortality and (iii) surrender of the
policies.  Of these three factors, surrender is the most critical
since surrender eliminates the portion of the Periodic Fee Stream
associated with the surrendered policy.  Certain of the policies
contain renewal clauses upon payment of additional premia.
Moody's have viewed the likelihood of such renewals as very low.

The notes were sized at closing based on only the initial thirteen
years of projected Periodic Fee payments.  Credit enhancement was
effected due to the inclusion of a full thirty years of Periodic
Fee payments in the collateral, with a corresponding 30-year legal
final maturity.  Therefore if cash flow was not sufficient to
fully amortize the notes over thirteen years, additional cash flow
in later years would be available to complete repayment.  After
payment of servicing fees and other transaction expenses, all cash
flow received is applied first to accrued interest and then the
remainder is applied as principal to repay the notes.

                   Servicing And Administration

Analect U.S. acts as the primary servicer.  Wells Fargo Bank,
National Association acts as trustee and back up servicer.

Analect U.S., formed on November 18, 1999, is a wholly-owned
subsidiary of Analect LLC, and at the time of the transactions'
closing, was one of the largest BOLI originators and servicers in
the market.  Analect U.S.'s principal executive offices are
located Great Neck, NY.

                        Rating Methodology

In rating the transaction Moody's used both qualitative and
quantitative analysis.  Qualitatively, Moody's analysis focused on
these key factors: (i) the likelihood of policyholders
surrendering their BOLI policies, including adverse tax
consequences triggered upon surrender; (ii) continuation of the
favorable tax treatment under federal tax law granted to BOLI
policy holders; (iii) concentration and financial stability of
policyholders related to the collateral pool; (iv) expected
mortality rates; (v) counterparty risk to Sun Life, as the sole
policy underwriter, for the collateral pool; (vi) possible Sun
Life setoff against the collateral if Analect U.S. defaults in its
servicing performance and the presence of a highly rated back-up
servicer; (vii) the likelihood that the BOLI policies' complied
with the law of insurable interest so that the policies status as
property of the issuer could not be successfully challenged by the
BOLI policies' underlying insurable employees; and (viii)
regulatory oversight and restrictions on BOLI investments.

Quantitatively, Moody's estimates future Periodic Fee cashflows
based on available data concerning cash surrender values and
current cash inflows from the assets, as well as mortality rates
and investment returns.  These cashflows were then used to pay
down the bonds and to observe the probability and severity of
default under various scenarios.


AMP A: Moody's Downgrades Rating on $25 Mil. Notes to 'Caa3'
------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
rating of one class of credit linked notes issued by AMP A CLO
2007-2.  The note affected by the rating action is:

  -- US$25,000,000 Credit Linked Notes, Downgraded to Caa3;
     previously on April 22, 2009 Downgraded to Caa2 and Remained
     On Review for Possible Downgrade

AMP A CLO 2007-2 is a static synthetic ABS CDO referencing a
portfolio of CLO tranches.

The rating downgrade action is the result of deterioration in the
credit quality of the reference portfolio as refelcted in a
current weighted average rating factor of 1031 as compared to 120
when the Notes were intially rated by Moody's.

Moody's continues to monitor this transaction using primarily the
methodology and its supplements for ABS CDOs as described in
Moody's Special Report below:

  -- Moody's Approach to Rating SF CDOs (August 2009)

In deriving its ratings, Moody's uses the collateral instrument's
current rating-based expected loss, Moody's recovery rate table,
and the original rating of the instrument along with its average
life to infer an unadjusted default probability.  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, and specific documentation
features.  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.


BEAR STEARNS: Fitch Takes Rating Actions on 2005-PWR8 Certs.
------------------------------------------------------------
Fitch Ratings takes various rating actions on Bear Stearns
Commercial Mortgage Securities Trust's commercial mortgage pass-
through certificates, series 2005-PWR8 including downgrades of 13
classes.

The downgrades are the result of Fitch's loss expectations and its
prospective views regarding cash flow declines and commercial real
estate market values.  Fitch forecasts potential losses of 4.6%
for this transaction, should market conditions not recover.  The
rating actions are based on the full losses of 4.6% as a majority
of loans mature in the next five years.  The bonds with Negative
Outlooks indicate classes that may be downgraded in the future.

To determine potential defaults for each loan, Fitch assumed cash
flow would decline by 10% from year-end 2008.  That is consistent
with the analysis used in its review of recent vintage
transactions whereby cash flow was assumed to decline 15% from
year-end 2007 projected over a three-year period.  If the stressed
cash flow would cause the loan to fall below 0.95 times (x) debt
service coverage ratio, Fitch assumed the loan would default
during the term.  To determine losses, Fitch used the above
stressed cash flow and applied a market cap rate by property type,
ranging between 7.5% and 10%, to derive a value.  If the loan
balance at default is less than Fitch's derived value, the loan
would realize that amount of loss.  These loss estimates were
reviewed in more detail for loans representing 45.4% of the pool
and, in certain cases, revised based on additional information
and/or property characteristics.  Loss expectations attributed to
loans reviewed in detail represent 81.4% of the 4.6%.

Approximately 72.3% of the mortgages mature within the next five
years: 0.9% in 2010, 3.9% in 2014, and 67.5% in 2015.

Fitch identified 36 Loans of Concern (17.9%) within the pool,
seven of which (4.5%) are specially serviced.  Three of the Fitch
Loans of Concern (5.5%) are within the transaction's top 15 loans,
and one (2%) is specially serviced.

Losses are expected on two (15.5%) of the loans within the Top 15;
both have defaulted or are expected to default during the term.
Loss severities associated with these loans range from 31.6% to
51.5%.  The largest overall contributors to deal loss are:
Kaleidoscope Center (22.9%), Marriott Troy (17.9%), and Union
Centre Pavillion (7.3%).

The Kaleidescope Center loan is secured by a 277,472 sf lifestyle
center in Mission Viejo, CA.  The loan transferred to the special
servicer July 25, 2009 for imminent default and is now in
foreclosure.  As of the May 2009 rent roll, the property was 72%
occupied, down from 85.5% at issuance.  Largest tenants include:
Edward's Theatres (owned by Regal Entertainment, 27.1% of NRA,
expires June 2014), Bristol Farms (rated 'BB-'; Outlook Stable by
Fitch, 16.3% of NRA, expires September 2013), and Burke Williams
(8.2% of NRA, Month-to-month lease).  Bristol Farms, the grocery
anchor for the property, has vacated the space, but continues to
pay rent.  The servicer-reported DSCR as of July 31, 2009 was
0.99x.  Fitch expects a loss of approximately 48% upon
disposition, based on a Fitch adjusted valuation of the asset by
the special servicer.

The Marriott Troy loan is collateralized by a 350 unit full-
service hotel in Troy, MI.  RevPAR at the property declined to
$32.98 during the second quarter of 2009, down from $105.11 at
issuance.  The servicer-reported DSCR as of June 30, 2009 was
0.55x reflecting the drop in RevPAR.  The loan remains current as
of November 2009; however, Fitch expects the loan may default
during the term due to the declining occupancy and performance.
Fitch used a stress a capitalization rate to reflect location and
performance issues and expects a 37% loss based on the trailing 12
month net income as of September 2009.

The Union Centre Pavilion loan is secured by a 145,803 sf anchored
retail center in West Chester, OH, 18 miles north of Cincinnati.
The largest tenant at the property is Biggs (47.2% of NRA, expires
2021), with no other tenant comprising larger than 5% of NRA.  The
loan transferred to the special servicer Feb. 11, 2009 and is
currently 90+ days delinquent.  As of June 30, 2009, occupancy has
dropped to 75.3% from 93.6% at issuance.  As of July 30, 2009,
servicer-reported DSCR was 0.85x.  The special servicer is working
with the borrower toward a resolution.  Fitch expects a 36% loss
based on a Fitch adjusted valuation of the asset by special
servicer.

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

  -- $150 million class A-J to 'A/LS3' from 'AAA'; Outlook
     Negative;

  -- $37.5 million class B to 'BBB/LS5' from 'AA'; Outlook
     Negative;

  -- $17.7 million class C to 'BBB-/LS5' from 'AA-'; Outlook
     Negative;

  -- $26.5 million class D to 'BB/LS5' from 'A'; Outlook Negative;

  -- $17.7 million class E to 'BB/LS5' from 'A-'; Outlook
     Negative;

  -- $19.9 million class F to 'B/LS5' from 'BBB'; Outlook
     Negative;

  -- $15.4 million class G to 'B-/LS5' from 'BBB-'; Outlook
     Negative;

  -- $17.7 million class H to 'B-/LS5' from 'BB'; Outlook
     Negative;

  -- $8.8 million class J to 'B-/LS5' from 'B+'; Outlook Negative;

  -- $4.4 million class K to 'B-/LS5' from 'B'; Outlook Negative;

  -- $6.6 million class M to 'CCC/RR6' from 'B-';

  -- $2.2 million class N to 'CC/RR6' from 'CCC/RR1';

  -- $4.4 million class P at 'CC/RR6' from 'CCC/RR2'.

Fitch has affirmed, removed from Rating Watch Negative, assigned a
LS rating and Outlook to this class as indicated:

  -- $6.6 million class L to 'B-/LS5' from 'B-'; Outlook Negative.

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

  -- $6.9 million class A-1 at 'AAA/LS1'; Outlook Stable;
  -- $46.5 million class A-2 at 'AAA/LS1'; Outlook Stable;
  -- $63 million class A-3 at 'AAA/LS1'; Outlook Stable;
  -- $128 million class A-AB at 'AAA/LS1'; Outlook Stable;
  -- $1020.4 million class A-4 at 'AAA/LS1'; Outlook Stable;
  -- $50 million class A4-FL at 'AAA/LS1'; Outlook Stable;
  -- Interest-only class X-1 at 'AAA'; Outlook Stable;
  -- Interest-only class X-2 at 'AAA'; Outlook Stable.

Fitch does not rate the $17.7 million class Q.


BRIT ALLIANCE: Fitch Downgrades Ratings on 2005-X Notes
-------------------------------------------------------
Fitch Ratings has downgraded and withdrawn the rating on the class
of notes issued by Brit Alliance CDOSpoke 2005-X.

This rating action is a result of a negotiated settlement between
the issuer (Brit Alliance) and swap counterparty (Morgan Stanley
Capital Services) to terminate the transaction.  The notes have
sustained a near complete loss and accordingly, the rating has
been downgraded to 'D' and subsequently withdrawn.

Brit Alliance CDOSpoke 2005-X was an unfunded managed synthetic
collateralized debt obligation that references a portfolio of
various asset backed security assets that closed on June 7, 2006.
The transaction was designed to provide credit protection for
realized losses on the referenced portfolio through a credit
default swap between the issuer and the swap counterparty.

Fitch has downgraded and withdrawn this rating:

  -- $30,000,000 class A notes to 'D' from 'CCC'.


CITIGROUP MORTGAGE: DBRS Rates Trust Certificates at 'C'
--------------------------------------------------------
DBRS has today assigned the following ratings to the
Resecuritization Trust Certificates, Series 2009-12, issued by
Citigroup Mortgage Loan Trust 2009-12 (the Trust):

        -- $ 1.6 million Class 1A2 rated at C
        -- $ 3.1 million Class 2A2 rated at C
        -- $ 9.3 million Class 3A2 rated at C
        -- $ 2.3 million Class 4A2 rated at C
        -- $ 20.5 million Class 5A2 rated at C
        -- $ 2.2 million Class 6A2 rated at C

DBRS rates six groups in this resecuritization trust, each
consisting of one senior residential mortgage-backed security
(RMBS). The ratings on the DBRS-rated groups reflect the quality
of the underlying assets within their respective groups.  Certain
classes of certificates (Initial Exchangeable Certificates) are
exchangeable for certain other classes of certificates (Subsequent
Exchangeable Certificates) in the combinations described in the
private placement memorandum.

Other than the specified classes above, DBRS does not rate any
other certificates in this transaction.

Interest and principal payments on the certificates will be made
generally on the 25th day of each month commencing in January
2010.  For all DBRS-rated groups, interest payments will be
distributed on a pro rata basis to the certificates within their
respective groups.  Principal will be distributed on a sequential
basis to the certificates within their respective groups until the
certificate principal balances thereof are reduced to zero.

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

The Trust is a resecuritization consisting of six senior RMBS,
represented by various real estate mortgage investment conduits
(REMICs).  The REMICs are backed by pools of prime and Alt-A,
fixed or adjustable rate, first-lien one- to four-family
residential mortgages.


CLEARWATER FUNDING: Fitch Takes Rating Actions on 99-A Notes
------------------------------------------------------------
Fitch Ratings has affirmed one class and downgraded one class of
notes issued by Clearwater Funding CBO 99-A Ltd/Corp.

This review was conducted under the framework described in the
reports 'Global Structured Finance Rating Criteria', 'Global
Rating Criteria for Corporate CDOs', 'Global Surveillance Criteria
for Corporate CDOs', 'Criteria for Structured Finance Loss
Severity Ratings', 'Criteria for Structured Finance Recovery
Ratings' and 'Rating Market Value Structures'.

The affirmation of the class A notes is based on the principal
cash balance that covers nearly all of the class A notes and the
expectation that these notes will be paid in full in the near
term.  The downgrade of the class B notes is the result of growing
issuer concentration among lowly rated credits and reliance on
long dated collateral for the return of principal.

Since the last review in 2007, the credit quality of the portfolio
has deteriorated with 67% of the collateral carrying lower ratings
and approximately 3% of the portfolio being defaulted compared to
0% at the last review.  Amortization of the portfolio has also
resulted in outsized issuer concentration with the two largest
issuers each representing 18% of the portfolio and carrying Fitch
derived ratings of 'CC' and 'BB'.  In addition, approximately 48%
of the portfolio is scheduled to mature after the final maturity
of the transaction in February 2011, exposing the class B notes in
particular to significant market value risk.

This review did not utilize the Global Cash Flow model given the
short remaining tenor of the transaction and the high obligor
concentration of the portfolio.  Instead, the current principal
cash balance of $19 million, the projected recovery estimate on
the defaulted collateral and the projected market value of the
long dated assets were all applied in accordance with the
principal waterfall.  Additionally, an expected loss was assigned
to the remaining performing assets and the expected return from
these assets was also applied in accordance with the principal
waterfall.  The sum of all available proceeds was used to
calculate the notes expected total return and to determine the
long-term credit rating of the remaining liabilities.  The
structural features of the transaction were also factored into the
analysis.  Since principal proceeds are first used to address any
interest shortfall for notes prior to principal distributions in
the principal waterfall, the expected shortfall amount was netted
out from the available proceeds for the notes.

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

The Recovery Ratings of the class B notes were based on the total
expected future cash flows projected to be available to these
bonds in a base case default scenario.  Recovery Ratings are
designed to provide a forward-looking estimate of recoveries on
currently distressed or defaulted structured finance securities.
Distressed securities are defined as bonds that face a real
possibility of default at or prior to maturity and by definition
are rated 'CCC' or below.  For further detail on Recovery Ratings,
please see Fitch's report 'Global Surveillance Criteria for
Corporate CDOs'.

Clearwater 99 is a collateralized bond obligation that closed
March 3, 1999, and is currently managed by Tiber Asset Management,
LLC.  Payments on the rated notes are made semi-annually in
February and July and the reinvestment period ended in August
2003.  The scheduled maturity date is in February 2011.

Fitch has affirmed, downgraded and assigned LS and Recovery
Ratings as indicated:

  -- $20,550,100 class A senior notes affirmed at 'AAA/LS3';
  -- $50,000,000 class B notes downgraded to 'CC/RR2' from 'B'.

Fitch does not assign Rating Outlooks to classes rated 'CCC' or
lower.  The Rating Outlook for the class B notes was Negative
prior to the downgrade.


CLOVERIE PLC: Fitch Downgrades Ratings on 2006-2 Notes
------------------------------------------------------
Fitch Ratings downgrades the sole class of notes issued by
Cloverie Plc 2006-2.

Cloverie 2006-2 experienced multiple writedown Credit Events with
respect to obligations within the reference portfolio.  The
cumulative cash settlement amount had thus far reached $386,033
and was due Dec. 4, 2009.  The notes have been downgraded to 'D'
because Fitch believes that these writedowns are irreversible.

Cloverie 2006-2 is a partially funded, static synthetic
collateralized debt obligation that closed in January 2006.  The
transaction represents leveraged exposure to a diversified
portfolio of asset-backed securities.  The note proceeds from the
class B notes collateralize a credit default swap with Citigroup
Global Markets Limited as the Swap Counterparty.  A modified 'Pay-
As-You-Go' template is utilized to define the terms of the credit
default swap.  The reference portfolio is comprised primarily of
subprime residential mortgage-backed securities.

Fitch has taken this rating action:

  -- $9,613,966 class B notes downgraded to 'D' from 'CC'.


COMMERCIAL MORTGAGE: Moody's Affirms Ratings on 11 2005-CD1 Certs.
------------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 11 classes and
downgraded 15 classes of CD 2005-CD1 Commercial Mortgage Trust,
Commercial Mortgage Pass-Through Certificates, Series 2005-CD1.
The downgrades are due to higher expected losses for the pool
resulting from anticipated losses from specially serviced loans,
increased credit quality dispersion, and concerns about
refinancing risk for loans approaching maturity in an adverse
environment.  Eight loans, representing 6% of the pool, mature
within the next 24 months and have a Moody's stressed debt service
coverage ratio less than 1.00X.

The affirmations are due to key rating parameters, including
Moody's loan to value ratio, DSCR and the Herfindahl Index,
remaining within acceptable ranges.

On December 16, 2009, Moody's placed 15 classes on review for
possible downgrade due to higher expected losses for the pool
resulting from anticipated losses from loans in special servicing
and increased credit quality dispersion for the remainder of the
pool.  This action concludes that review.  The rating action is
the result of Moody's on-going surveillance of commercial mortgage
backed securities transactions.

As of the December 17, 2009 distribution date, the transaction's
aggregate certificate balance has decreased by 4% to $3.78 billion
from $3.90 billion at securitization.  The Certificates are
collateralized by 223 mortgage loans ranging in size from less
than 1% to 8% of the pool, with the top ten loans representing 33%
of the pool.  The pool includes three loans with investment-grade
underlying ratings, representing 12% of the pool.  At
securitization, four additional loans, representing 13% of the
pool, also had underlying ratings.  However, due to declines in
performance and the resulting increase in leverage, these loans
are now analyzed as part of the conduit pool.  Two loans,
representing less than 1% of the pool, have defeased and are
collateralized by U.S. Government securities.

Forty-six loans, representing 17% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the
Commercial Mortgage Securities Association's monthly reporting
package.  As part of Moody's ongoing monitoring of a transaction,
Moody's reviews the watchlist to assess which loans have material
issues that could impact performance.

One loan has been liquidated from the pool, resulting in a
$1.7 million realized loss (75% loss severity).  Currently, 13
loans, representing 8% of the pool, are in special servicing.  Two
of the specially serviced loans, representing 5% of the pool, are
secured by malls owned by affiliates of General Growth Properties
which were included in GGP's bankruptcy filing.  In December, the
Bankruptcy Court confirmed the reorganization plans for
approximately $10.25 billion of secured debt, including two loans
in this transaction.

The largest GGP loan is the Main Mall Loan ($139.9 million - 3.7%
of the pool), which is secured by the borrower's interest in a
1.0 million square foot regional mall located in Portland, Maine.
The bankruptcy plan provided for a restructuring of this loan that
includes extending the maturity date from June 2010 to December
2016.  It is expected that the loan will be returned to the master
servicer after the restructure is completed.  Moody's analyzed
this loan as part of the conduit model pool.  Moody's LTV and
stressed DSCR for the A Note are 89% and 1.06X, respectively,
compared to 78% and 1.11X at last review.

The second GGP loan is the Chico Mall Loan ($39.1 million -- 1.0%
of the pool), which is secured by a 398,000 square foot mall
located in Chico, California.  This property was included in a
list of "special consideration properties" identified in the GGP
bankruptcy reorganization plan.  Either the lender or the borrower
may compel the other party to enter into a deed in lieu of
foreclosure agreement, providing for conveyance of the property to
the lender.  Moody's has recognized a loss on this loan and the
remaining 11 specially serviced loans Of the remaining specially
serviced loans, seven loans are either 90+days delinquent, real
estate owned or in the process of foreclosure.  The servicer has
recognized an aggregate $50.8 million appraisal reduction for nine
of the specially serviced loans.  Moody's estimates an aggregate
$59.6 million loss for all specially serviced loans (36% loss
severity on average).

In addition to recognizing losses from specially serviced loans,
Moody's has assumed a high default probability on six poorly
performing loans (4% of the pool) that mature within the next 24
months.  Moody's estimates a $39.2 million aggregate loss for
these troubled loans (25% loss severity on average).  Moody's
rating action recognizes potential uncertainty around the timing
and magnitude of loss from these troubled loans.

Moody's was provided with full-year 2008 operating results for 91%
of the pool.  Excluding specially serviced and troubled loans,
Moody's weighted average LTV ratio is 103%, the same as at Moody's
previous full review.  Although the overall LTV has remained
stable, credit quality dispersion has increased.  Based on Moody's
analysis, 21% of the pool has an LTV in excess of 120% compared to
8% at last review.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCR are 1.41X and 1.00X, respectively, compared to
1.36X and 0.98X at last review.  Moody's actual DSCR is based on
Moody's net cash flow and the loan's actual debt service.  Moody's
stressed DSCR is based on Moody's NCF and a 9.25% stressed rate
applied to the loan balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple-notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 53 compared to 54 at last review.

The largest loan with an underlying rating is the One Court Square
Loan ($290.0 million - 7.7% of the pool), which is secured by a
1.4 million square foot Class A office building located in Long
Island City (Queens), New York.  The property is also encumbered
by a $25 million B Note which secures non-pooled Class OCS.  The
property is 100% leased to Citibank through May 2020 (Citibank,
N.A -- Moody's senior unsecured rating A1, stable outlook).
Moody's current underlying rating and stressed DSCR of the pooled
note are Baa2 and 1.03X, respectively, the same as at last review.
Moody's current underlying rating of the B Note is Baa3, the same
as at last review.

The second largest loan with an underlying rating is the 100 East
Pratt Loan ($105.0 million -- 2.8% of the pool), which is secured
by a 656,000 square foot office building located in Baltimore,
Maryland.  The largest tenant is T.  Rowe Price Associates, which
leases 58% of the premises through June 2017.  Moody's current
underlying rating and stressed DSCR are Baa3 and 1.34X,
respectively, compared to Baa3 and 1.43X at last review.

The third largest loan with an underlying rating is the 220 East
67th Street Loan ($2.5 million -- 0.1% of the pool), which is
secured by a 114-unit residential cooperative located in
Manhattan, New York.  Moody's current underlying rating is Aaa,
the same as at last review.

The other loans that originally had underlying ratings are the
Yahoo! Center Loan ($250.0 million -- 6.7% of the pool), the Maine
Mall Loan ($139.9 million -- 3.7% of the pool), and the Loews
Universal Hotel Portfolio Loan ($55.0 million -- 1.5% of the
pool).  Due to increased leverage these loans no longer have
investment-grade underlying ratings and are now analyzed as part
of the conduit pool.

The top three performing conduit loans represent 12% of the pool.
The largest conduit loan is the Yahoo! Center Loan ($250.0 million
-- 6.7% of the pool), which is secured by a 1.1 million square
foot Class A office campus located in Santa Monica, California.
The property was 87% leased as of June 2009 compared to 83% at
last review.  The largest tenant is Yahoo! Inc. which leases 49%
of the property through August 2015.  Although the property's
performance has been stable, Moody's valuation incorporates a
stressed cash flow due to Moody's concerns about the Santa Monica
office market.  Asking rents have declined approximately 16% as of
the third quarter 2009 compared to the third quarter of 2008.
Moody's LTV and stressed DSCR are 77% and 1.20X, respectively,
compared to 72% and 1.29X at last review.

The second largest conduit loan is the TPMC Portfolio Loan
($104.2 million -- 2.8% of the pool), which is secured by several
properties located in suburban Houston, Texas.  The properties
include a 699,000 square foot office building, a
theater/commercial building and a parking garage.  The portfolio
was 98% occupied as of September 2009 compared to 96% at last
review.  Moody's LTV and stressed DSCR are 103% and 1.01X,
respectively, compared to 105% and 0.98X at last review.

The third largest conduit loan is the Florence Mall Loan
($95.3 million -- 2.5% of the pool), which is secured by the
borrower's interest in a 929,000 square foot regional mall located
in suburban Cincinnati, Ohio.  The center is anchored by Sears,
Macy's, JCPenney and Macy's Home Store.  The property has
experienced recent declines as a result of the economic recession.
As of June 2009, the property was 80% leased compared to 93% in
December 2008.  The center is owned by an affiliate of GGP, but
was not included in their bankruptcy filing.  Moody's LTV and
stressed DSCR are 90% and 1.08X, respectively, compared to 87% and
1.09X at last review.

Moody's rating action is:

  -- Class A-1, $27,384,780, affirmed at Aaa; previously assigned
     at Aaa on 1/13/2006

  -- Class A-1D, $30,724,387, affirmed at Aaa; previously assigned
     at Aaa on 1/13/2006

  -- Class A-2FL, $200,000,000, affirmed at Aaa; previously
     assigned at Aaa on 1/13/2006

  -- Class A-2FX, $70,000,000, affirmed at Aaa; previously
     assigned at Aaa on 1/13/2006

  -- Class A-3, $112,000,000, affirmed at Aaa; previously assigned
     at Aaa on 1/13/2006

  -- Class A-SB, $198,275,000, affirmed at Aaa; previously
     assigned at Aaa on 1/13/2006

  -- Class A-4, $1,563,032,000, affirmed at Aaa; previously
     assigned at Aaa on 1/13/2006

  -- Class A-1A, $388,141,280, affirmed at Aaa; previously
     assigned at Aaa on 1/13/2006

  -- Class A-M, $387,824,000, affirmed at Aaa; previously assigned
     at Aaa on 1/13/2006

  -- Class X, Notional, affirmed at Aaa; previously assigned at
     Aaa on 1/13/2006

  -- Class A-J, $305,412,000, downgraded to Aa1 from Aaa;
     previously placed on review for possible downgrade on
     12/16/2009

  -- Class B, $29,087,000, downgraded to Aa2 from Aa1; previously
     placed on review for possible downgrade on 12/16/2009

  -- Class C, $43,630,000, downgraded to A1 from Aa2; previously
     placed on review for possible downgrade on 12/16/2009

  -- Class D, $43,630,000, downgraded to A2 from Aa3; previously
     placed on review for possible downgrade on 12/16/2009

  -- Class E, $58,174,000, downgraded to Baa1 from A2; previously
     placed on review for possible downgrade on 12/16/2009

  -- Class F, $38,783,000, downgraded to Baa3 from A3; previously
     placed on review for possible downgrade on 12/16/2009

  -- Class G, $43,630,000, downgraded to Ba2 from Baa1; previously
     placed on review for possible downgrade on 12/16/2009

  -- Class H, $43,630,000, downgraded to B2 from Baa2; previously
     placed on review for possible downgrade on 12/16/2009

  -- Class J, $48,478,000, downgraded to Caa1from Baa3; previously
     placed on review for possible downgrade on 12/16/2009

  -- Class K, $29,087,000, downgraded to Caa3 from Ba1; previously
     placed on review for possible downgrade on 12/16/2009

  -- Class L, $9,696,000, downgraded to Ca from Ba2; previously
     placed on review for possible downgrade on 12/16/2009

  -- Class M, $14,543,000, downgraded to Ca from Ba3, previously
     placed on review for possible downgrade on 12/16/2009

  -- Class N, $9,696,000, downgraded to C from B1; previously
     placed on review for possible downgraded on 12/16/2009

  -- Class O, $9,695,000, downgraded to C from B2; previously
     placed on review for possible downgrade on 12/16/2009

  -- Class P, $9,696,000, downgraded to C from B3; previously
     placed on review for possible downgrade on 12/16/2009

  -- Class OCS, $25,000,000, affirmed at Baa3; previously assigned
     at Baa3 on 1/13/2006


DAVIS SQUARE: Moody's Downgrades Ratings on Three Classes of Notes
------------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
ratings of three classes of notes issued by Davis Square Funding
II, Ltd.  The notes affected by the rating action are:

  -- US$548,000,000 Class A-1a Long Term Floating Rate Notes
     (current balance of $425,907,936), Downgraded to Caa3;
     previously on January 30, 2009 Downgraded to Ba3 and Remained
     On Review for Possible Downgrade

  -- US$520,000,000 Class A-1b Long Term Floating Rate Notes
     (current balance of $404,146,216), Downgraded to Caa3;
     previously on January 30, 2009 Downgraded to Ba3 and Remained
     On Review for Possible Downgrade

  -- US$25,000,000 Combination Notes Due 2039, Downgraded to Ca;
     previously on January 30, 2009 Downgraded to Caa1 and
     Remained On Review for Possible Downgrade

According to Moody's, the rating downgrade actions are the result
of deterioration in the credit quality of the underlying
portfolio.  Such credit deterioration is observed through numerous
factors, including a decline in the average credit rating of the
portfolio (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.  The weighted
average rating factor, as reported by the trustee, has increased
from 420 in December 2008 to 533 in November 2009.  During the
same time, defaulted securities increased from $92.3 million to
$218.5 million, and the Class A Overcollateralization ratio
decreased from 94.58% to 75.78% and the coverage test is failing.

Davis Square Funding II, Ltd., is a collateralized debt obligation
issuance backed primarily by a portfolio of structured finance
securities.


GECMC 2005-C4: Moody's Reviews Ratings on 16 Certificates
---------------------------------------------------------
Moody's Investors Service placed 16 classes of GECMC 2005-C4,
Commercial Mortgage Pass-Through Certificates on review for
possible downgrade due to higher expected losses for the pool
resulting from anticipated losses from loans in special servicing.
The rating action is the result of Moody's on-going surveillance
of commercial mortgage backed securities transactions.

As of the December 10, 2009 distribution date, the transaction's
aggregate certificate balance has decreased by 3% to $2.3 billion
from $2.4 billion at securitization.  The Certificates are
collateralized by 165 mortgage loans ranging in size from less
than 1% to 5% of the pool, with the top ten loans representing 35%
of the pool.  Two loans, representing less than 1% of the pool,
have defeased and are collateralized by U.S. Government
securities.

Eighteen loans, representing 10% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the
Commercial Mortgage Securities Association's monthly reporting
package.  As part of Moody's ongoing monitoring of a transaction,
Moody's reviews the watchlist to assess which loans have material
issues that could impact performance.

One loan has been liquidated from the pool resulting in a
$3.9 million loss.  Twelve loans, representing 18% of the pool,
are currently in special servicing.  At Moody's previous review in
April 2009, there were only six loans, representing 6% of the
pool, in special servicing.  Moody's review will focus on the
performance of the overall pool and potential losses from
specially serviced loans.

Moody's rating action is:

  -- Class A-M, $8,748,184, currently rated Aaa, on review for
     possible downgrade; previously assigned Aaa on 12/16/2005

  -- Class A-J, $152,876,000, currently rated Aaa, on review for
     possible downgrade; previously assigned Aaa on 12/16/2005

  -- Class B, $23,980,000, currently rated Aa1, on review for
     possible downgrade; previously assigned Aa1 on 12/16/2005

  -- Class C, $ 29,975,000, currently rated Aa2, on review for
     possible downgrade; previously assigned Aa2 on 12/16/2005

  -- Class D, $ 23,981,000, currently rated A1, on review for
     possible downgrade; previously downgraded to A1 from Aa3 on
     4/15/2009

  -- Class E, $ 44,963,000, currently rated A3, on review for
     possible downgrade; previously downgraded to A3 from A2 on
     4/15/2009

  -- Class F, $ 26,978,000, currently rated Baa1, on review for
     possible downgrade; previously downgraded to Baa1 from A3 on
     4/15/2009

  -- Class G, $ 32,973,000, currently rated Baa2, on review for
     possible downgrade; previously downgraded to Baa2 from Baa1
     on 4/15/2009

  -- Class H, $ 23,980,000, currently rated Baa3, on review for
     possible downgrade; previously downgraded to Baa3 from Baa2
     on 4/15/2009

  -- Class J, $ 26,978,000, currently rated Ba2, on review for
     possible downgrade; previously downgraded to Ba2 from Baa3 on
     4/15/2009

  -- Class K, $ 11,990,000, currently rated B1, on review for
     possible downgrade; previously downgraded to B1 from Ba1 on
     4/15/2009

  -- Class L, $ 11,990,000, currently rated B2, on review for
     possible downgrade; previously downgraded to B2 from Ba2 on
     4/15/2009

  -- Class M, $ 8,993,000, currently rated B3, on review for
     possible downgrade; previously downgraded to B3 from Ba3 on
     4/15/2009

  -- Class N, $ 8,993,000, currently rated Caa1, on review for
     possible downgrade; previously downgraded to Caa1 from B1 on
     4/15/2009

  -- Class O, $ 5,995,000, currently rated Caa2, on review for
     possible downgrade; previously downgraded to Caa2 from B2 on
     4/15/2009

  -- Class P, $ 8,992,000, currently rated Caa3, on review for
     possible downgrade; previously downgraded to Caa3 from B3 on
     4/15/2009


GS MORTGAGE: Moody's Affirms Ratings on Eight 2004-C1 Certs.
------------------------------------------------------------
Moody's Investors Service affirmed the ratings of eight classes
and downgraded nine classes of GS Mortgage Securities Corporation
II, Commercial Mortgage Pass-Through Certificates, Series 2004-C1.
The downgrades are due to higher expected losses for the pool
resulting from anticipated losses from specially serviced loans.

The affirmations are due to key rating parameters, including
Moody's loan to value ratio and Moody's debt service coverage
ratio remaining within acceptable ranges.  Although the pool has
experienced a decline in diversity, as measured by the Herfindahl
Index, this has been largely offset by increased subordination due
to loan payoffs and amortization.

Moody's placed nine classes of this transaction on review for
possible downgrade on November 19, 2009, due to anticipated losses
from loans in special servicing.  This action concludes the
review.  The rating action is the result of Moody's on-going
surveillance of commercial mortgage backed securities
transactions.

As of the December 10, 2009 distribution date, the transaction's
aggregate certificate balance has decreased by 66% to
$299.4 million from $892.3 million at securitization.  The
Certificates are collateralized by 24 mortgage loans ranging in
size from less than 1% to 17% of the pool, with the top ten non-
defeased loans representing 56% of the pool.  Eight loans,
representing 37% of the pool, have defeased and are secured by
U.S. Government securities.  Defeasance at last review represented
38% of the pool.  One loan, representing 17% of the pool, has an
underlying rating.

Three loans, representing 25% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the
Commercial Mortgage Securities Association's monthly reporting
package.  As part of Moody's ongoing monitoring of a transaction,
Moody's reviews the watchlist to assess which loans have material
issues that could impact performance.

Three loans have been liquidated from the pool, resulting in a
realized loss of $4.8 million (35% loss severity on average).
Five loans, representing 18% of the pool, are currently in special
servicing.  The largest specially serviced loan is the Hyatt
Regency Dearborn Loan ($28.7 million -- 9.6% of the pool), which
is secured by a 772-room full-service hotel located in Dearborn,
Michigan.  The loan was transferred to special servicing in April
2009 and is currently in the process of foreclosure.  The
remaining four specially serviced loans are secured by a mix of
multifamily (3) and retail (1) properties.  Moody's has estimated
a $26 million aggregate loss for all of the specially serviced
loans (47% loss severity on average).

The special servicer has recognized an aggregate appraisal
reduction of $14.3 million for two of the specially serviced
loans.  Due to special servicing fees, appraisal subordinate
entitlement reductions and trust expenses associated with
specially serviced loan, Classes N through P have experienced
interest shortfalls totaling approximately $367,000.

Moody's was provided with year-end 2008 operating statements for
70% of the pool.  Moody's weighted average LTV for the conduit
pool, excluding specially serviced loans, is 84% compared to 89%
at Moody's prior full review.

Excluding specially serviced loans, Moody's actual and stressed
DSCRs are 1.92X and 1.24X, respectively, compared to 1.91 and
1.12X at last review.  Moody's actual DSCR is based on Moody's net
cash flow and the loan's actual debt service.  Moody's stressed
DSCR is based on Moody's NCF and a 9.25% stressed rate applied to
the loan balance.

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

The loan with an underlying rating is the Water Tower Place Loan
($50.8 million -- 17.0% of the pool), which represents a 30%
interest in a $169.0 million first mortgage loan.  The loan is
secured by an eight-story mixed use property located on North
Michigan Avenue in Chicago, Illinois.  The loan sponsors are
General Growth Properties and RREEF.  Although the property is not
part of GGP's bankruptcy filing, the loan is on the master
servicer's watchlist due to GGP's bankruptcy.  The property has
822,000 square feet of net rentable area (NRA) which includes
728,000 SF of retail space and 94,000 SF of office space.  The
retail space is anchored by Macy's, which leases 35% of the NRA
through January 2016.  As of June 2009, the property was 90%
occupied compared to 84% at last review.  Moody's underlying
rating and stressed DSCR are A2 and 1.40X, respectively, compared
to A2 and 1.34X at last review.

The top three conduit loans represent 15% of the pool.  The
largest conduit loan is the StoneRidge Plaza Loan ($21.7 million -
- 7.2% of the pool), which is secured by a 216,856 square foot
retail center located in suburban Columbus, Ohio.  The property is
anchored by Kroger's, which leases 36% of the NRA through January
2022.  As of December 2008, the property was 97% leased compared
to 98% at last review.  The loan is on the servicer's watchlist
due to the borrower's failure to pay an outstanding servicer
advance.  Moody's LTV and stressed DSCR are 78% and 1.29X,
respectively, compared to 81% and 1.24X at last review.

The second largest loan is the West Bay Office Park Loan
($13.8 million -- 4.6% of the pool), which is secured by a 107,650
square foot office building located in Las Vegas, Nevada.  As of
December 2008 the property was 88% leased compared to 69% at last
review.  Moody's LTV and stressed DSCR are 104% and 1.01X,
respectively, compared to 106% and 0.97X at last review.

The third largest loan is the Mankato Heights Plaza Loan
($8.9 million -- 3.0% of the pool), which is secured by a 129,162
square foot retail center located in Bethesda, Maryland.  The
property was 98% leased as of September 2009 compared to 97% at
last review.  Moody's LTV and stressed DSCR are 60% and 1.67X,
respectively, essentially the same as at last review.

Moody's rating action is:

  -- Class A-2, $163,294,960, affirmed at Aaa; previously assigned
     Aaa on 6/23/2004

  -- Class A-1A, $18,170,202, affirmed at Aaa; previously assigned
     Aaa on 6/24/2004

  -- Class X, Notional, affirmed at Aaa; previously assigned Aaa
     on 6/23/2004

  -- Class X-2, Notional, affirmed at Aaa; previously assigned Aaa
     on 6/24/2004

  -- Class B, $20,076,000, affirmed at Aaa; previously upgraded to
     Aaa from Aa1 on 5/22/2008

  -- Class C, $7,808,000, affirmed at Aaa; previously upgraded to
     Aaa from Aa2 on 5/22/2008

  -- Class D, $16,730,000, affirmed at Aaa; previously upgraded to
     Aa3 from A2 on 5/22/2008

  -- Class E, $12,268,000, affirmed at Aaa; previously upgraded to
     A2 from A3 on 5/22/2008

  -- Class F, $13,384,000, downgraded to Baa2 from Baa1;
     previously Baa1, on review for possible downgrade on
     11/19/2009

  -- Class G, $7,808,000, downgraded to Ba2 from Baa2; previously
     Baa2, on review for possible downgrade on 11/19/2009

  -- Class H, $7,807,000, downgraded to B3 from Baa3 previously
     Baa3, on review for possible downgrade on 11/19/2009

  -- Class J, $5,557,000, downgraded to Caa3 from Ba1; previously
     Ba1, on review for possible downgrade on 11/19/2009

  -- Class K, $3,346,000, downgraded to C from Ba2; previously
     Ba2, on review for possible downgrade on 11/19/2009

  -- Class L, $3,346,000, downgraded to C from Ba3; previously
     Ba3, on review for possible downgrade 11/19/2009

  -- Class M, $4,461,000, downgraded to C from B1; previously B1,
     on review for possible downgrade on 11/19/2009

  -- Class N, $3,346,000, downgraded to C from B2; previously B2,
     on review for possible downgrade on 11/19/2009

  -- Class O, $3,346,000, downgraded to C from B3; previously B3,
     on review for possible downgrade B3 on 11/19/2009


HUDSON MEZZANINE: Moody's Downgrades Rating on Class S to 'Caa3'
----------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
rating of one class of notes issued by Hudson Mezzanine Funding
2006-2, Ltd.:

  -- 900,000 Class S Floating Rate Notes due 2012 (current balance
     of $3,949,990), Downgraded to Caa3; previously on Dec 11,
     2008 Downgraded to Caa1 and Remained On Review for Possible
     Downgrade

Hudson Mezzanine Funding 2006-2, Ltd., is a collateralized debt
obligation issuance backed by a portfolio comprised primarily of
Residential Mortgage-Backed Securities from the 2005 vintage.

The rating downgrade action takes into consideration deterioration
in the credit quality of the underlying portfolio, as well as a
diminished amount of interest proceeds being received by the
Issuer.  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 majority of underlying
assets in the collateral pool now have a Moody's rating of "C".

The Issuer, as reported by the Trustee on March 19, 2009,
experienced an event of default following a default in payment,
when due and payable, of the Collateral Put Provider Fee or
interest on any Class S Note, Class A Note or Class B Note, which
continued for a period of seven days.  As provided in Section 5 of
the Indenture during the occurrence and continuance of an Event of
Default, certain parties to the transaction may be entitled to
direct the Trustee to take particular actions with respect to the
Collateral Debt Securities and the Notes, including liquidation.


JP MORGAN: Fitch Takes Various Rating Actions on 2005-LDP4 Certs.
-----------------------------------------------------------------
Fitch Ratings takes various rating actions on J.P. Morgan Chase
Commercial Mortgage Securities Corp commercial mortgage pass-
through certificates, series 2005-LDP4 including downgrades of 13
classes.

The downgrades are the result of Fitch's loss expectations and its
prospective views regarding cash flow declines and commercial real
estate market values.  Fitch forecasts potential losses of 7.4%
for this transaction, should market conditions not recover.  The
rating actions are based on the full losses of 7.4% as a majority
of loans mature in the next five years.  The bonds with Negative
Rating Outlooks indicate classes that may be downgraded in the
future.

To determine potential defaults for each loan, Fitch assumed cash
flow would decline by 10% from year-end 2008.  That is consistent
with the analysis used in its review of recent vintage
transactions whereby cash flow was assumed to decline 15% from
year-end 2007 projected over a three-year period.  If the stressed
cash flow would cause the loan to fall below 0.95 times (x) debt
service coverage ratio, Fitch assumed the loan would default
during the term.  To determine losses, Fitch used the above
stressed cash flow and applied a market cap rate by property type,
ranging between 7.5% and 10%, to derive a value.  If the loan
balance at default is less than Fitch's derived value, the loan
would realize that amount of loss.  These loss estimates were
reviewed in more detail for loans representing 52.7% of the pool
and, in certain cases, revised based on additional information
and/or property characteristics.  Loss expectations attributed to
loans reviewed in detail represent 78.2% of the 7.4%.

Approximately 89.9% of the mortgages mature within the next five
years: 16.3% in 2010, 5.9% in 2011, 5.5% in 2012, 0.5% in 2013,
0.1% in 2014, and 61.5% in 2015.

Fitch identified 55 Loans of Concern (31.3%) within the pool, ten
of which (9.5%) are specially serviced.  Five of the Fitch Loans
of Concern (13.4%) are within the transaction's top 15 loans, and
two (6.4%) are specially serviced.

Losses are expected on five (13.4%) of the loans within the Top
15; all have or are expected to default during the term.  Loss
severities associated with these loans range from 26% to 38%.  The
largest overall contributors to deal loss are: Silver City
Galleria (25.3%), Western US Alliance Data Systems Portfolio
(15.2%), and Creekside Apartments (11.4%).

The Silver City Galleria loan is collateralized by a 714,898 sf
super regional mall in Taunton, MA.  The loan was transferred to
Special Servicing on Dec. 11, 2008, due to imminent monetary
default.  As of the June 2009 rent roll, the property was 80.5%
occupied, down from 89.1% at issuance.  The servicer-reported DSCR
as of June 30, 2009, was 0.99x reflecting decreasing occupancy.
As of August 2009, comparable in-line sales of stores less than
10,000 sf were $286 psf over the past 12 months, down
approximately 10% from the prior year period.  The special
servicer and borrower are currently negotiating a possible
restructuring of the loan.  Fitch expects losses of 35% should the
loan be liquidated, based on adjustments to a recent appraised
value by the special servicer, which is in-line with current
property cash flow.

The Western US Alliance Data Systems Portfolio loan is secured by
five class B office buildings, totaling 485, in Dallas, TX, Los
Angeles, CA, and Tigard, OR.  The servicer-reported DSCR as of
June 30, 2009, was 2.00x with an occupancy of 97.6%.  The major
tenant, Alliance Data Systems, 47% of NRA, has indicated they will
not renew their lease which expires on Oct. 31, 2010.  In the
event of this tenant's non-renewal, the borrower is required to
make two deposits of $2.25 million; the borrower has indicated the
second deposit will not be made.  Additionally, the second largest
tenant, Allstate Insurance will vacate 11.3% of NRA as of Dec. 31,
2009.  Fitch expects this loan to default due to failure to
deliver cash or a letter of credit by the borrower.  Upon
liquidation, Fitch expects a 38% loss.  Fitch stressed market
capitalization rates due to increased vacancy and adjusted income
downward based on vacating tenants.

The Creekside Apartments loan is secured by a 1,026-unit
multifamily property in Bensalem, PA, 17 miles north of
Philadelphia.  The most recent servicer-reported DSCR, reflecting
trailing twelve month performance as of Sept. 30, 2009 is 1.21x,
which is in-line with 1.27x at issuance.  Occupancy as of
September 2009 has declined to 79.6%, from issuance occupancy of
94.4%.  Fitch expects the loan to default due to conversion from
interest only to amortizing in August 2010 based on current
occupancy and cash flow.  Fitch stressed the market capitalization
rate due to the property's location and determined a 30% loss
based on trailing 12 cash flows.

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

  -- $204.1 million class A-J to 'BBB/LS4' from 'AAA'; Outlook
     Stable;

  -- $50.2 million class B to 'BB/LS5' from 'AA'; Outlook Stable;

  -- $23.4 million class C to 'BB/LS5' from 'AA-'; Outlook Stable;

  -- $46.8 million class D to 'B/LS5' from 'A'; Outlook Stable;

  -- $23.4 million class E to 'B-/LS5' from 'A-'; Outlook Stable;

  -- $40.2 million class F to 'B-/LS5 from 'BBB+'; Outlook
     Negative;

  -- $26.8 million class G to 'B-/LS5' from 'BBB'; Outlook
     Negative;

  -- $30.2 million class H to 'B-/LS5' from 'BBB-'; Outlook
     Negative;

  -- $10 million class J to 'CCC/RR6 from 'BB';

  -- $13.4 million class K to 'CCC/RR6 from 'BB-';

  -- $13.4 million class L to 'CCC/RR6 from 'B-';

  -- $6.7 million class M to 'CCC/RR6' from 'B-';

  -- $3.3 million class N to 'CCC/RR6' from 'B-'.

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

  -- $10 million class P at 'CCC/RR6' from 'CCC/RR1'.

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

  -- $388.2 million class A-1A at 'AAA/LS1'; Outlook Stable;
  -- $198.9 million class A-2 at 'AAA/LS1'; Outlook Stable;
  -- $175 million class A-2FL at 'AAA/LS1'; Outlook Stable;
  -- $180 million class A-3A1 at 'AAA/LS1'; Outlook Stable;
  -- $75 million class A-3A2 at 'AAA/LS1'; Outlook Stable;
  -- $580.3 million class A-4 at 'AAA/LS1'; Outlook Stable;
  -- $130.4 million class A-SB at 'AAA/LS1'; Outlook Stable;
  -- $267.7 million class A-M at 'AAA/LS1'; Outlook Stable;
  -- Interest-only class X-1 at 'AAA'; Outlook Stable;
  -- Interest-only class X-2 at 'AAA'; Outlook Stable.


MERRILL LYNCH: Moody's Affirms Ratings on 16 2006-Canada 18 Certs.
------------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 16 classes of
Merrill Lynch Financial Assets, Inc., Commercial Mortgage Pass-
Through Certificates, Series 2006-Canada 18 due to overall stable
pool performance and key rating parameters, including Moody's loan
to value ratio, Moody's stressed debt service coverage ratio and
the Herfindahl Index, remaining within acceptable ranges.

As of the December 14, 2009 distribution date, the transaction's
aggregate certificate balance has decreased by 8% to
$544.2 million from $590.2 million at securitization.  The
Certificates are collateralized by 82 mortgage loans ranging in
size from less than 1% to 11% of the pool, with the top ten loans
representing 44% of the pool.  Two loans, representing 3% of the
pool, have defeased and are secured by Canadian Government
securities.  There are no loans with underlying ratings.  At last
review one loan, representing 2% of the pool, had an investment
grade underlying rating.  However, because of a decline in
performance which has resulted in increased leverage, this loan is
now analyzed as part of the conduit pool.

Thirteen loans, representing 10% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the
Commercial Mortgage Securities Association's monthly reporting
package.  As part of Moody's ongoing monitoring of a transaction,
Moody's reviews the watchlist to assess which loans have material
issues that could impact performance.

There have been no losses since securitization.  Currently one
loan, the TransGlobe Pooled Senior Loan ($57.5 million -- 10.6% of
the pool), is in special servicing.  The loan is secured by 28
multifamily properties containing a total of 2,491 units located
across Ontario (19 properties) and Nova Scotia (9 properties).
The loan was transferred to special servicing in August 2009
because the borrower obtained subordinate financing without the
lender's approval.  The financial performance of the portfolio has
been stable with the last reported occupancy rate in the mid 90%
range.  Moody's analyzed this loan as part of the conduit pool.
Moody's LTV and stressed DSCR are 99% and 0.93X, respectively,
compared to 95% and 0.94X at last review.

Moody's was provided with full-year 2008 operating results for 61%
of the pool.  Moody's weighted average LTV is 90% compared to 92%
at Moody's prior full review.

Moody's actual and stressed DSCR are 1.38X and 1.13X,
respectively, compared to 1.37X and 1.08X at last review.  Moody's
actual DSCR is based on Moody's net cash flow and the loan's
actual debt service.  Moody's stressed DSCR is based on Moody's
NCF and a 9.25% stressed rate applied to the loan balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple-notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 28, compared to 30 at last review.

The loan which formerly had an underlying rating is the Regency
Retirement Residence Loan ($12.2 million -- 2.2% of the pool),
which is secured by an 82-unit assisted living facility located in
Mississauga, Ontario.  The property was 95% occupied as of
December 2008, essentially the same as at last review.  Despite
stable occupancy, performance has declined due to increased
expenses.  Moody's LTV and stressed DSCR are 75% and 1.45X,
respectively, compared to 73% and 1.54X at last review.

The three largest performing conduit loans represent 17% of the
pool.  The largest conduit loan is Anchored Retail Portfolio Loan
($39.8 million -- 7.3% of the pool), which is secured by 14
anchored retail properties located in the province of Quebec (13)
and Ontario (1).  The two largest tenants are Jean Coutu Pharmacy,
which leases 34% of the portfolio's gross leaseable area through
2020 and IGA, which leases 8% of GLA through 2016.  The portfolio
was 96% occupied as of December 2008 compared to 100% at last
review.  Performance has declined due to decrease in occupancy and
increased expenses.  Moody's LTV and stressed DSCR are 96% and
1.01X, respectively, compared to 90% and 1.05X at last review.

The second largest loan is the Halifax Marriott Loan
($27.6 million -- 5.1% of the pool), which is secured by a 353-
room full service hotel located in Halifax, Nova Scotia.
Occupancy and revenue per available room for the trailing twelve
month period ending December 2008 were 72% and $118, respectively,
compared to 68% and $104, at last review.  Performance has
improved and the loan has benefited from amortization.  Moody's
valuation of this loan incorporates a stressed cash flow due to
Moody's concerns about the lodging industry in the current
stressed environment.  Moody's LTV and stressed DSCR are 87% and
1.24X, respectively, compared to 95% and 1.14X at last review.

The third largest loan is the 3300 Rutherford Road Loan
($23.9 million -- 4.4% of the pool), which is secured by a 142,000
square foot retail property located in Vaughan, Ontario.  The
property was 100% occupied as of December 2008.  The largest
tenant is Highland Farms, which occupies 73% of the GLA through
2025.  Performance has been stable.  Moody's LTV and stressed DSCR
are 87% and 1.02X, respectively, essentially the same as at last
review.

Moody's rating action is:

  -- Class A-1, $14,044,938, affirmed at Aaa; previously assigned
     Aaa on 3/13/2006

  -- Class A-2, $192,000,000, affirmed at Aaa; previously assigned
     Aaa on 3/13/2006

  -- Class A-3, $269,500,000, affirmed at Aaa; previously assigned
     Aaa on 3/13/2006

  -- Class XP-1, Notional, affirmed at Aaa; previously assigned
     Aaa on 3/13/2006

  -- Class XP-2, Notional, affirmed at Aaa; previously assigned
     Aaa on 3/13/2006

  -- Class XC, Notional, affirmed at Aaa; previously assigned Aaa
     on 3/13/2006

  -- Class B, $14,100,000, affirmed at Aa2; previously assigned
     Aa2 on 3/13/2006

  -- Class C, $12,500,000, affirmed at A2; previously assigned A2
     on 3/13/2006

  -- Class D, $16,279,000, affirmed at Baa2; previously assigned
     Baa2 on 3/13/2006

  -- Class E, $3,688,000, affirmed at Baa3; previously assigned
     Baa3 on 3/13/2006

  -- Class F, $4,427,000, affirmed at Ba1; previously assigned Ba1
     on 3/13/2006

  -- Class G, $2,951,000, affirmed at Ba2; previously assigned Ba2
     on 3/13/2006

  -- Class H, $1,475,000, affirmed at Ba3; previously assigned Ba3
     on 3/13/2006

  -- Class J, $1,476,000, affirmed at B1; previously assigned B1
     on 3/13/2006

  -- Class K, $1,475,000, affirmed at B2; previously assigned B2
     on 3/13/2006

  -- Class L, $2,951,000, affirmed at B3; previously assigned B3
     on 3/13/2006


MILLENNIUM PARK: Moody's Downgrades Ratings on Class A-1 Notes
--------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
rating of these notes issued by Millennium Park CDO I, Ltd.:

  -- US$1,740,000,000 Class A-1 Contingent Funding Notes, due
     March 2014 (current balance of $1,726,683,936), Downgraded to
     Baa2; previously on November 5, 2009 A3 Placed Under Review
     for Possible Downgrade.

In addition, Moody's has confirmed the rating of these notes:

  -- US$95,000,000 Class A-2 Floating Rate Notes, due March 2014,
     Confirmed at Caa3; previously on November 5, 2009 Caa3 Placed
     Under Review for Possible Downgrade.

According to Moody's, the rating actions taken are a result of
further credit deterioration of the underlying portfolio since the
last actions taken on May 19, 2009.  Such credit deterioration is
observed through a decline in the average credit rating (as
measured by the weighted average rating factor), an increase in
the proportion of securities from issuers rated Ba1 and below, and
continued failure of all the overcollateralization tests.  In
particular, the weighted average rating factor has increased since
the last rating action and is currently 1330 as of the last
trustee report, dated December 14, 2009, versus 1061 as of the
April 9, 2009 trustee report.  Based on the same report,
securities rated Ba1 or lower currently make up approximately 40%
of the underlying portfolio, compared to 37% in the April trustee
report.  Additionally, interest payments on the Class C and Class
D Notes continue to be deferred as a result of the failure of the
Class A/B overcollateralization test.

The downgrade action taken on the Class A-1 Notes also reflects
increased concerns about the uncertainties arising from the
potential for acceleration of the notes and liquidation of the
collateral should an Event of Default occur and continue.
Notably, an Event of Default may result from the Class A-1 Par
Value Ratio dropping below 100%; the ratio was estimated at
103.65% based on data from the trustee report dated December 14,
2009.  As provided in the deal's indenture, during the occurrence
and continuance of an Event of Default, a majority of the Class A-
1 Notes may vote to accelerate the payments on the notes by
declaring the principal of all the notes to be immediately due and
payable.  In addition, the CDS Counterparty and a majority of the
Class A-1 Notes may direct the trustee to proceed with the sale
and liquidation of the collateral.  The severity of any potential
losses to the notes will of course depend on the timing and choice
of these remedies following an Event of Default.

Moody's notes that on April 13, 2009, the Class A-2 Notes were
downgraded from Aaa to Aa3 as a result of the additional risk
posed to the noteholders due to the action taken by Moody's on the
senior unsecured rating of General Electric Capital Corporation.
The Class A-2, Class B, Class C, and Class D notes are
collateralized by floating rate global MTNs issued by GECC and on
March 23, 2009, Moody's downgraded the senior unsecured rating of
GECC from Aaa to Aa2.  Additionally, on May 19, 2009, the A-1
Notes were downgraded from Aaa to A3 and the A-2 Notes were
further downgraded from Aa3 to Caa3 as a result of the application
of revised and updated key modeling assumptions and the
deterioration in the credit quality of the transaction's reference
portfolio.

Millennium Park CDO I, Ltd., issued in March 2007, is a
collateralized bond obligation backed primarily by a synthetic
portfolio of corporate bonds with originally investment grade
ratings.


MONUMENTPARK CDO: S&P Downgrades Ratings on Three Classes of Notes
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class A-1, A-2, and B notes issued by MonumentPark CDO Ltd., a
U.S. cash flow collateralized loan obligation transaction.  At the
same time, S&P removed the ratings from CreditWatch with negative
implications.  The class A-2 revolver tranche is not funded at
this time.

The downgrades reflect a number of factors, including primarily
the application of S&P's updated criteria for corporate CDOs,
credit deterioration within the underlying portfolio, and
structural characteristics specific to this transaction.
According to latest trustee report, dated Dec. 2, 2009, the
transaction had 3.33% in defaulted assets.

S&P will continue to monitor this transaction and take rating
actions as S&P deems appropriate.

                          Rating Actions

                       Monument Park CDO Ltd.

                             Rating
                             ------
            Class      To              From
            -----      --              ----
            A-1        BBB+            AAA/Watch Neg
            A-2        BBB+            AAA/Watch Neg
            B          B+              A/Watch Neg


MORGAN STANLEY: Fitch Takes Rating Actions on 2005-HQ6 Certs.
-------------------------------------------------------------
Fitch Ratings takes various rating actions on Morgan Stanley
Capital I Trust Series 2005-HQ6, commercial mortgage pass-through
certificates.

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

To determine potential defaults for each loan, Fitch assumed cash
flow would decline by 10% from year-end 2008.  That is consistent
with the analysis used in its review of recent vintage
transactions whereby cash flow was assumed to decline 10% from
year-end 2008 projected over a three-year period.  If the stressed
cash flow would cause the loan to fall below 0.95 times debt
service coverage ratio, Fitch assumed the loan would default
during the term.  To determine losses, Fitch used the above
stressed cash flow and applied a market cap rate by property type,
ranging between 7.5% and 10%, to derive a value.  If the loan
balance at default is less than Fitch's derived value, the loan
would realize that amount of loss.  These loss estimates were
reviewed in more detail for loans representing 70% of the pool
and, in certain cases, revised based on additional information
and/or property characteristics.  Loss expectations attributed to
loans reviewed in detail represent approximately 87% of the 5.4%.

Approximately 23% of the mortgages mature within the next five
years: 18.2% in 2010, 1.9% in 2012 and 2.9% in 2014.  72.2% of the
loans mature in 2015.

Fitch identified 52 Loans of Concern (32%) within the pool, 10 of
which (9.6%) are specially serviced.  Of the specially serviced
loans, three (7.1%) are current.  Three of the Fitch Loans of
Concern (17.9%) are within the transaction's top 15 loans, and two
(6.5%) are specially serviced.

None of the Loans of Concern within the top 15 loans are assumed
to default during the term.  Fitch expects that each of the top 15
loans may default at maturity based on an insufficient accrued
equity position as calculated in Fitch's refinance test.  A loan
would pass the refinance test if the stressed cash flow would
achieve a 1.25x DSCR as calculated based on a 30-year amortization
schedule and an 8% coupon.

The largest contributors to loss are: Lincoln Square Retail
(11.3%), 1500 Broadway (10.9%), and Arrowhead Crossing (1.8%).

The interest-only Lincoln Square Retail loan is collateralized by
four retail properties totaling 503,178 sf located along Broadway,
between 66th and 68th streets on the Upper West Side of Manhattan.
An extended stay hotel which was originally part of the collateral
was defeased for 100% of the allocated loan amount in August 2008.
Loan is considered a Fitch Loan of Concern due to declining
performance as a result of increased vacancy.  As of second
quarter-2009 (2Q'09) occupancy and DSCR were 94% and 1.07x
compared to 100% and 1.38x at issuance.  Additionally the loss of
revenues from the hotel has negatively affected performance.
Major tenants include Loews Lincoln Center (30% of NRA, lease
expires in 2014), Rebok Sports Club (28%, 2015) and Barnes & Noble
(12%, 2011).  There are no leases expiring in 2010 and Barnes and
Noble is the only expiration in 2011.

The interest-only 1500 Broadway loan is collateralized by a
513,563 sf office property located in Midtown, Manhattan.  The
property was constructed in 1972 and is located in the heart of
Times Square on Broadway between 43rd and 44th streets.  It is
well known as home to the Good Morning America Show.  Major
tenants include Times Square Studios (16% NRA, expiring in 2019),
NASDAQ (11%, 2024) and Video Monitoring Services of America (6%,
2016).  As of 3Q'09 occupancy had declined to 81.2% from 95% at
issuance.  The decline is due to the second largest tenant (12%)
vacating the property at lease expiration on Sept. 30, 2009.  As
of 2Q'09 DSCR was 1.54x compared to issuance underwriting of
1.30x; this, however, does not account for the recent vacancy.

The interest-only Arrowhead Crossing loan is collateralized by a
346,428 sf anchored retail center located in Peoria, AZ.  The
center was constructed in 1996.  Major tenants include DSW Shoe
Warehouse (10% of NRA, expiring 2011), Homegoods (9%, 2013), TJ
Maxx (9%, 2011) and Barnes & Noble (9%, 2011).  Approximately 25%
of the NRA expires in 2010 and 32% in 2011.  Property performance
has declined since issuance.  The two largest tenants at the
property Circuit City and Linens N' Things both filed for
bankruptcy and closed their stores.  The spaces have yet to re-
leased.  As of 2Q'09 the property was 72% occupied compared to 99%
at issuance.  DSCR has declined to 1.26x compared to 1.57x
underwritten at issuance.

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

  -- $175.6 million class A-J to 'AA/LS3' from 'AAA'; Outlook
     Stable;

  -- $24.1 million class B to 'AA/LS5' from 'AA+'; Outlook Stable;

  -- $34.4 million class C to 'A/LS5' from 'AA'; Outlook Stable;

  -- $27.5 million class D to 'BBB/LS5' from 'AA-'; Outlook
     Stable;

  -- $24.1 million class E to 'BBB/LS5' from 'A+'; Outlook Stable;

  -- $27.5 million class F to 'BB/LS5' from 'A'; Outlook Stable;

  -- $27.5 million class G to 'BB/LS5' from 'A-'; Outlook Stable;

  -- $34.4 million class H to 'B/LS5' from 'BBB+'; Outlook
     Negative;

  -- $31 million class J to 'B-/LS5' from 'BBB'; Outlook Negative;

  -- $41.3 million class K to 'B-/LS5' from 'BBB-'; Outlook
     Negative;

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

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

  -- $17.2 million class N to 'B-/LS5' from 'BB-'; Outlook
     Negative;

  -- $3.4 million class O to 'B-/LS5' from 'B+'; Outlook Negative;

  -- $10.3 million class P to 'B-/LS5' from 'B'; Outlook Negative;

  -- $10.3 million class Q to 'CCC/RR6' from 'B-'.

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

  -- $52.1 million class A-1 at 'AAA/LS2'; Outlook Stable;
  -- $315.5 million class A-1A at 'AAA/LS2'; Outlook Stable;
  -- $294.9 million class A-2A at 'AAA/LS2'; Outlook Stable;
  -- $42.1 million class A-2B at 'AAA/LS2'; Outlook Stable;
  -- $103 million class A-3 at 'AAA/LS2'; Outlook Stable;
  -- $111.1 million class A-AB at 'AAA/LS2'; Outlook Stable;
  -- $1,060.6 million class A-4A at 'AAA/LS2'; Outlook Stable;
  -- $151.5 million class A-4B at 'AAA/LS2'; Outlook Stable;
  -- Interest-only classes X-1 and X-2 at 'AAA'; Outlook Stable.

Fitch does not rate the $41.3 million class S.


NATIONAL COLLEGIATE: S&P Downgrades Ratings on Class C Notes
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class C notes issued out of National Collegiate Student Loan
Trust's series 2005-1, 2005-2, 2005-3, and 2006-1 transactions.
At the same time, S&P removed the ratings on the 2005-3 and 2006-1
transactions from CreditWatch negative, while the ratings on the
2005-1 and 2005-2 transactions remain on CreditWatch negative.
S&P placed all of the ratings on CreditWatch negative on April 9,
2009.

The downgrades primarily reflect S&P's view of the continued trend
of high delinquencies and higher-than-expected defaults.  Current
cumulative default rates (ranging from 12%-16%) have exceeded the
8%-9% base-case cumulative default rates S&P assumed when S&P
initially rated these transactions.  At the current pace at which
defaults are being realized, S&P expects that cumulative defaults
will exceed 20% for these transactions, which, in and of itself,
would likely cause us to lower S&P's ratings on the class C notes
to low speculative-grade levels.  In addition, the downgrades and
the ongoing CreditWatch placements for the ratings on the classes
from the 2005-1 and 2005-2 transactions further reflect S&P's view
that there is a high likelihood that full and timely interest
payments to the class C notes will not be made on the January 2010
distribution date due to a potential breach of each series' class
C note interest trigger.

The downgrade of the class C notes from the 2005-3 and 2006-1
transactions reflect S&P's view that there is also a likelihood
that the class C notes will experience interest shortfalls due to
a breach of their class C note interest triggers, but S&P does not
believe those are imminent.  The occurrence of these performance-
based class C note interest triggers would cause a
reprioritization of each class C's interest.  If the trigger is
breached, the interest that is currently being made prior to
senior principal payments would become subordinated to senior
principal payments in the transaction's payment waterfall, which
would cause an interest shortfall.  That is, class C interest will
be redirected to make principal payments to the senior notes until
the class C note interest trigger is cured.  As such, the class C
note interest triggers offer additional benefits to the senior
noteholders as redirected class C interest is used to accelerate
principal payments to the senior noteholders.  The class C note
interest trigger, which is based on either a parity test (in the
case of the 2005-1 transaction) or a parity and cumulative default
test (in the case of the 2005-2, 2005-3, and 2006-1 transactions)
can be cured if, on any distribution date, the parity level or
cumulative default rate no longer fails its respective test.
Although each series has a reserve account in place for the
benefit of the rated notes, a withdrawal from the reserve account
is not contemplated by the transaction documents when the class C
interest reprioritization is in effect.

The interest trigger for the class C notes from series 2005-1,
which is tested every month, would go into effect if the aggregate
outstanding amounts of the class A and B notes exceed the
collateral balance plus amounts on deposit in the reserve account.
As of the Dec. 28, 2009, distribution date, the sum of the
collateral balance plus the reserve account balance was equal to
100.12% of the balance of the class A and B notes.  The use of
cash flow formerly allocated to make class C interest payments
would instead be applied to make senior principal payments once
the aforementioned parity test falls below 100%, which S&P
believes could occur as soon as the January 2010 distribution
date.

The interest trigger for the class C notes from series 2005-2,
2005-3, and 2006-1, which is also tested every month, would go
into effect if the cumulative default rate and the parity tests
fail.  The cumulative default rate test would fail if the
cumulative default rate in any distribution period equals or
exceeds the current cumulative default threshold, and the parity
test would fail if the aggregate outstanding amount of the class A
and B notes exceeds the sum of the collateral balance plus the
amounts on deposit in the reserve account.

As of the Dec. 28, 2009, distribution date, series 2005-2 had a
cumulative default rate of 15.60%, just shy of breaching the
15.75% cumulative default rate trigger threshold that is in place
until Sept. 1, 2010.  The cumulative default rate threshold for
this series will reset to a higher level on Sept. 1 of each year
through 2012.

                              Table 1

     Cumulative Default Rate Threshold Resets - Series 2005-2

               Date                         CDR (%)
               ----                         -------
               6/1/2006                     1.50
               9/1/2006                     2.00
               9/1/2007                     5.75
               9/1/2008                     11.00
               9/1/2009                     15.75
               9/1/2010                     18.75
               9/1/2011                     20.75
               9/1/2012                     21.50
                 CDR -- Cumulative default rate.

Additionally, the sum of the collateral balance plus the reserve
account balance was equal to 100.06% of the balance of the class A
and B notes.  The use of cash flow formerly allocated to make
class C interest payments would instead be applied to make senior
principal payments once the aforementioned parity test falls below
100%.  Based on the pace of defaults and the rate of decline in
parity, S&P believes that the class C note interest trigger could
go into effect as soon as the January 2010 distribution date.

As of the Dec. 28, 2009, distribution date, series 2005-3 had a
cumulative default rate of 12.22%, which is 3.53% below the 15.75%
cumulative default rate threshold that is in place until Jan. 1,
2010.  The cumulative default rate threshold for this series will
reset to a higher level on Jan.  1 of each year noted in table 2.

                              Table 2
     Cumulative Default Rate Threshold Resets - Series 2005-3

               Date                         CDR (%)
               ----                         -------
               10/1/2006                    1.50
               1/1/2006                     2.00
               1/1/2007                     5.75
               1/1/2008                     11.75
               1/1/2009                     15.75
               1/1/2010                     19.00
               1/1/2012                     21.00
               1/1/2013                     22.50

                  CDR -- Cumulative default rate.

Additionally, the sum of the collateral balance plus the reserve
account balance was equal to 101.82% of the balance of the class A
and B notes.  The use of cash flow formerly allocated to make
class C interest payments would instead be applied to make senior
principal payments once the aforementioned parity test falls below
100%.  Based on the pace of defaults and the rate of decline in
parity, S&P believes that the class C note interest trigger could
go into effect within the next 12-15 months.

Lastly, as of the Dec. 28, 2009, distribution date, series 2006-1
had a cumulative default rate of 12.46%, which exceeds the 11.75%
cumulative default rate threshold that is in place until May 1,
2010.  The cumulative default rate threshold for this series will
reset to a higher level on May 1 of each year through 2013.

                              Table 3

     Cumulative Default Rate Threshold Resets - Series 2006-1

               Date                          CDR (%)
               ----                          -------
               3/1/2007                      1.50
               5/1/2007                      2.00
               5/1/2008                      5.75
               5/1/2009                      11.75
               5/1/2010                      15.75
               5/1/2011                      19.00
               5/1/2012                      21.00
               5/1/2013                      22.50

               CDR -- Cumulative default rate.

In addition, the sum of the collateral balance plus the reserve
account balance was equal to 101.64% of the balance of the class A
and B notes.  The use of cash flow formerly allocated to make
class C interest payments would instead be applied to make senior
principal payments once the aforementioned parity test falls below
100%.  Based on the pace of defaults, the failure of the current
cumulative default test and rate of decline in parity, S&P
believes that the class C note interest trigger could go into
effect within the next three-six months.

Furthermore, S&P continues to review the remaining 81 ratings on
the 17 student loan transactions (including National Collegiate
Student Loan Trust's series 2005-1 and 2005-2) that S&P placed on
CreditWatch negative on April 9, 2009.  S&P expects to resolve
these CreditWatch placements over the course of the next month.

        Ratings Lowered And Remain On Creditwatch Negative

          National Collegiate Student Loan Trust 2005-1

                               Rating
                               ------
         Class       To                    From
         -----       --                    ----
         C           CC/Watch Neg          BBB-/Watch Neg

          National Collegiate Student Loan Trust 2005-2

                               Rating
                               ------
         Class       To                    From
         -----       --                    ----
         C           CC/Watch Neg          BBB-/Watch Neg

      Ratings Lowered And Removed From Creditwatch Negative

          National Collegiate Student Loan Trust 2005-3

                               Rating
                               ------
         Class       To                    From
         -----       --                    ----
         C           CCC                   BBB-/Watch Neg

          National Collegiate Student Loan Trust 2006-1

                               Rating
                               ------
         Class       To                    From
         -----       --                    ----
         C           CCC-                  BBB-/Watch Neg


NAZARETH LIVING: Fitch Takes Rating Action on $8.3 Mil. Bonds
-------------------------------------------------------------
Fitch Ratings takes this rating action on Nazareth Living Center
as part of its continuous surveillance:

  -- approximately $8.3 million Industrial Development Authority
     of the County of St. Louis, MO revenue bonds, series 1999,
     affirmed at 'BB+'.

The Rating Outlook is Stable.

Rating Rationale:

  -- Adequate and improving operating performance with an excess
     margin of 1.9% in fiscal year 2009 and a better 7.1% excess
     margin during the first four months of FY10.

  -- Solid debt service coverage above 2.3 times in each of the
     past two fiscal years.

  -- Small revenue base and narrow business mix including only
     assisted living and skilled nursing operations.

  -- Reduced unrestricted liquidity as a result of the designation
     of $4.6 million of funds for expected capital projects.

Key Rating Drivers:

  -- New membership and management agreement with Benedictine
     Health System.

  -- The development of independent living unit services and other
     significant capital projects that may result in the issuance
     of debt and/or use of equity will likely result in negative
     rating pressure.

Security:

  -- The bonds are secured by a deed of trust on NLC's real and
     personal property, its revenues, and a debt service reserve
     fund.

Credit Summary:

Despite weakening over the past few years, operating performance
is satisfactory with the operating ratio below 95% over the past
two fiscal years.  Profitability also continues to be adequate
with a 4.7% excess margin in FY08 and 1.9% excess margin for the
nine month audited period ending Sept. 30, 2009.  Maximum annual
debt service coverage remains solid at 2.8x in FY08 and 2.3x in
FY09.  Regardless, NLC's small size ($14 million of annualized
revenues) and its narrow AL and SN business mix leave it more
susceptible to reimbursement and competitive pressures.
Additionally, while SN occupancy is healthy at 93% for the first
four months of FY10, AL occupancy remains soft at 76% due to heavy
competition and physical plant shortcomings.

The sponsor of NLC, the Sisters of St. Joseph of Carondelet, St.
Louis Province (Province), entered into a membership agreement
with BHS on June 19, 2009.  Fitch views this relationship
favorably given the common religious mission and senior living
specialization of BHS.  Under terms of the contract, BHS became
co-member of NLC along with the Province and BHS manages its
operations.  The agreement requires NLC to set aside $4.6 million
in a separate account for the Province.  The accord also calls for
the Province to purchase occupancy rights to 31 ILUs, at a per
unit price not to exceed $170,000, with the proceeds of the
separate account.  It also requires BHS to contribute
$1.25 million to NLC to fund working capital requirements and
obliges NLC to purchase land it currently leases from the Province
at its appraised value sometime over the next 30 months.  The
appraised value to be considered for the purchase price is
estimated at $2,650,000.  NLC is also in the process of developing
a master facilities plan that is likely going to result in the
addition of ILU services and a repositioning of its AL facilities.

NLC has historically relied heavily on a payment contract with the
Province for a large portion of its business, which typically
comprised about 30% of total resident service revenue.  Moreover,
NLC's prior contract called for NLC to provide services to
Province members at discounted rates.  As a result of the new
membership agreement, NLC will no longer be required to provide
discounted services, and the Province will end its philanthropic
contributions to NLC.  Regardless, the Province is expected to
maintain its use of NLC since it has about 390 members, many of
whom are at an age where they will likely require services offered
by NLC.

After taking into account the segregation of the $4.6 million and
the $1.5 million working capital injection from BHS, NLC's
unrestricted cash only amounts to $2.3 million or 62 days
operating expenses as of Oct. 31, 2009.  While the $4.6 million is
restricted, NLC has the ability to leverage these funds.
Furthermore, NLC's operating performance improved during the four
month period ending Oct. 31, 2009, evidenced by an 88.6% operating
ratio and a 7.1% excess margin.  The improvement is primarily
related to the new market rates paid by the Province and better
expense controls.

NLC's marketplace is very competitive with several competitors
having relatively new AL units.  Meramec Bluffs, sponsored by
Lutheran Senior Services (rated 'A-' by Fitch) and Friendship
Village of South County (rated 'A-' by Fitch) added new AL units
to their campuses a few years ago.  Bethesda Health Group's
Southgate facility is also in the process of adding AL units and
renovating its SN facility.  While Erickson Retirement Communities
exited the market, Presbyterian Manors of Mid-America, Inc., is
building a continuing care retirement community on the campus of
the former SSM St. Joseph Hospital in Kirkwood, approximately
eight miles from NLC.

The Stable Outlook is based on Fitch's expectation that operating
performance remains positive and unrestricted liquidity balances
are stable.  While Fitch is concerned about the potential for
additional debt and/or equity contributions related to NLC's
master facilities plan, Fitch will review the rating when the
proposal is finalized sometime over the next year.

Located in St. Louis, MO, NLC operates 134 AL units and 140 SN
beds.  Under the series 1999 bond documents, NLC is required to
disclose only annual financial statements to the trustee for the
benefit of bondholders.  However, Fitch views favorably NLC's
distribution of interim financials and utilization statistics
directly to requesting bondholders.


NORTHWALL FUNDING: Fitch Downgrades Ratings on Three Classes
------------------------------------------------------------
Fitch Ratings has downgraded three classes and affirmed one class
of notes issued by Northwall Funding CDO I Ltd./Inc. as a result
of continued credit deterioration in the portfolio since Fitch's
last rating action in August 2008.  Approximately 87.5% of the
portfolio has been downgraded since the last review.  The details
of the rating action follow at the end of this press release.

As of the December 2009 trustee report, the current balance of the
portfolio is $122.2 million.  Defaulted securities, as defined in
the transaction's governing documents, now comprise 52.3% of the
portfolio, compared to 20.2% at last review.  The downgrades to
the portfolio have left approximately 91.4% of the portfolio
(including defaults) with a Fitch derived rating below investment
grade and 73.6% with a rating in the 'CCC' rating category or
lower, compared to 62.5% and 31%, respectively at last review.

This review was conducted under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Structured Finance Portfolio Credit Model for projecting
future default levels for the underlying portfolio.  Due to the
significant collateral deterioration, credit enhancement levels
available to all classes of notes are exceeded by the 'CCC' rating
loss rate, the lowest rating level loss projected by SF PCM.
Given this, Fitch believes that the likelihood of default for all
classes of notes in this transaction can be assessed without
performing cash flow model analysis under the framework described
in the 'Global Criteria for Cash Flow Analysis in CDOs' report.

Fitch compared the respective credit enhancement levels for each
rated class of notes with the amount of underlying assets
considered distressed (rated 'CCC' and lower).  These assets have
a high probability of default and low expected recoveries upon
default.  The class A-1, A-2, and B notes have the credit
enhancement levels of 40.2%, 2.2% and -31%, respectively, as
compared to the 73.6% of the portfolio considered distressed.
Although these classes continue to receive timely interest, Fitch
believes that default is inevitable for these classes at or prior
to maturity.  Therefore, these classes have been downgraded to
'C'.  Part of the interest due to the class B notes is being
fulfilled through the use of principal proceeds.

The class C notes are no longer receiving interest distributions
and are not expected to receive any proceeds going forward.
Therefore, the class C notes have been affirmed at 'C' to indicate
Fitch's belief that default is inevitable at or prior to maturity.

Northwall is a structured finance collateralized debt obligation
that closed on May 17, 2005.  Portfolio management
responsibilities were transferred from Terwin Money Management in
January 2009 and assumed by Aventine Hill Capital, LLC.  The
portfolio is composed of residential mortgage-backed securities
(RMBS) (96.6%) and SF CDOs (3.4%).

Fitch has downgraded and affirmed these ratings as indicated:

  -- $73,076,920 class A-1 notes downgraded to 'C' from 'BB-';
  -- $46,500,000 class A-2 notes downgraded to 'C' from 'CCC';
  -- $40,500,000 class B notes downgraded to 'C' from 'CC';
  -- $21,297,190 class C notes affirmed at 'C'.


PRIMUS MANAGED: Moody's Downgrades Rating on Class B-2L to 'C'
--------------------------------------------------------------
Moody's Investors Service announced that it has downgraded its
rating on Class B-2L notes issued by Primus Managed PRISMs 2004-1
Ltd, a collateralized debt obligation transaction referencing a
managed portfolio of corporate entities.  The rating actions is
initiated due to the failure to pay credit event on Financial
Guaranty Insurance Company.  Moody's has also withdrawn rating on
Class A-1L Investor Swap due to expiration of the swap on
December 20, 2009.

The rating actions are:

  -- US$3,000,000 Class B-2L Notes, Downgraded to C; previously on
     January 12, 2009 Downgraded to Ca

  -- US$120,000,000 Class A-1 Investor Swap, Withdrawn; previously
     on March 18, 2009 Downgraded to Baa2

Moody's explained that the rating action taken on Class B-2L is
due to the credit event on FGIC.  If the recovery rate on FGIC is
close to 20% as suggested by the current trading prices of FGIC,
Class B-2L notes would suffer higher losses than what is suggested
by the previous Ca rating.  Moody's therefore further downgraded
the Class B-2L notes to C.  In addition to assessing the current
trading prices on FGIC, Moody's has also assessed the range of
possible recovery rates on FGIC, and their respective impact on
the various classes of notes in the transaction to support Moody's
rating decision.

The portfolio has three credit events since its inception.  The
credit events on Idearc, Inc. and CIT Group, Inc., have led to a
total of 0.83% loss in the subordination of the portfolio.  The
recovery rate on FGIC is yet to be determined.


RADIAN ASSET: S&P Downgrades Ratings on Four Medium-Term Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on four
certified capital company tax credit medium-term note issues that
are supported by insurance policies from Radian Asset Assurance
Inc. to 'BB-' from 'BB' and removed the ratings from CreditWatch
with negative implications, where they were placed Dec. 7, 2009.

The ratings on the four affected issues are based solely on the
full financial guarantee insurance policies that Radian provides,
which guarantee the timely payment of interest and principal
according to the transactions' terms.

The rating actions follow the Dec. 22, 2009, lowering of S&P's
insurer financial enhancement rating on Radian to 'BB-' from 'BB'
and the removal of the rating from CreditWatch negative, where it
was placed Dec. 5, 2008.  Rating adjustments may be precipitated
by, among other things, changes in the rating assigned to any
financial institution that is providing a policy or by amendments
to the documentation governing the obligations.

      Ratings Lowered And Removed From Creditwatch Negative

                  Aegis Alabama Venture Fund L.P.
     $5.257 mil capco nts med-term nts ser 2008 due 03/01/2019

                         Rating
                         ------
                   To              From
                   --              ----
                   BB-            BB/Watch Neg

                            ATVF II LLC
     $4.017 mil senior structured guaranteed nts med-term nts
                     ser 2008 due 08/01/2015

                         Rating
                         ------
                   To              From
                   --              ----
                   BB-            BB/Watch Neg

                   Republic Holdings Texas L.P.
   $4.975 mil cert cap secd med-term nts ser 2005 due 08/05/2011

                         Rating
                         ------
                   To              From
                   --              ----
                   BB-            BB/Watch Neg

               Waveland NCP Alabama Ventures II LLC
     $9.137 mil capco nts med-term nts ser 2008 due 03/01/2019

                         Rating
                         ------
                   To              From
                   --              ----
                   BB-            BB/Watch Neg


ROCKWALL CDO: S&P Downgrades Ratings on Various Classes of Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class A-1LA, A-1LB, A-2L, A-3L, A-4L, and B-1L notes issued by
Rockwall CDO Ltd. and the class A-1LA, A-1LB, A-2L, A-3L, B-1L,
and B-2L notes issued by Rockwall CDO II Ltd. Both deals are
collateralized loan obligation transactions managed by Highland
Capital Management L.P.  The ratings remain on CreditWatch with
negative implications.  At the same time, S&P affirmed its rating
on the class X note issued by Rockwall CDO Ltd. and removed it
from CreditWatch with negative implications.

The downgrades reflect the application of S&P's updated criteria,
which S&P published on Sept. 17, 2009, as well as deterioration in
the credit quality of the portfolio.

According to Standard & Poor's CDO performance database, as of the
most recent available report, 29.28% of the current portfolio for
Rockwall CDO Ltd. and 34.46% of the current portfolio for Rockwall
CDO II Ltd. consisted of collateralized debt obligations backed by
corporate obligors.  This exposure to corporate CDOs negatively
affected the ratings assigned to the transactions because of the
increased assumption for correlation levels between corporate
assets and corporate CDOs, as well as the correlation among the
corporate CDO notes, in S&P's updated criteria.

The notes remain on CreditWatch negative due to the large
percentage of portfolio collateral with ratings currently on
CreditWatch negative.

The affirmation of the rating on class X from Rockwall CDO Ltd.
reflects S&P's view that the tranche has adequate credit support
to maintain the current rating according to the updated criteria.

Standard & Poor's will continue to review whether, in its view,
the ratings currently assigned to the notes remain consistent with
the credit enhancement available to support them and will take
rating actions as S&P deem necessary.

                  Rating And Creditwatch Actions

Transaction                               Rating
-----------                               ------
Rockwall CDO Ltd.                   To              From
-----------------                   --              ----
Class A-1LA                         BBB+/Watch Neg  AAA/Watch Neg
Class A-1LB                         BBB/Watch Neg   AAA/Watch Neg
Class X                             AAA             AAA/Watch Neg
Class A-2L                          BB/Watch Neg    AA/Watch Neg
Class A-3L                          B+/Watch Neg    A/Watch Neg
Class A-4L                          B+/Watch Neg    A-/Watch Neg
Class B-1L                          CCC+/Watch Neg  BBB/Watch Neg

Transaction                               Rating
-----------                               ------
Rockwall CDO Ltd.                   To              From
-----------------                   --              ----
Class A-1LA                         A-/Watch Neg    AAA/Watch Neg
Class A-1LB                         BBB-/Watch Neg  AAA/Watch Neg
Class A-2L                          BB+/Watch Neg   AA/Watch Neg
Class A-3L                          B+/Watch Neg    A/Watch Neg
Class B-1L                          B/Watch Neg     BBB/Watch Neg
Class B-2L                          CCC-/Watch Neg  BB/Watch Neg


SHYPPCO FINANCE: Fitch Downgrades Ratings on Class A-3 to 'D/RR6'
-----------------------------------------------------------------
Fitch Ratings has downgraded and withdrawn its ratings on one
class of notes issued by Shyppco Finance Company, LLC.

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.'

There are no performing assets remaining in the portfolio and the
defaulted collateral has been written down to zero.  All available
proceeds were distributed on the December 2009 payment date, which
the trustee declared to be the final distribution date.  The
downgrade reflects the failure of the issuer to fully redeem the
class A-3 notes on the final distribution date.  The Recovery
Rating on these notes indicates that the class A-3 notes recovered
less than 10% of the principal and interest due, which is
consistent with an 'RR6'.

The administrator for Shyppco announced it was undertaking
proceedings to dissolve the issuer.  Unless noteholders object to
the issuer dissolution within 60 days, the administrator will
initiate dissolving Shyppco after Feb. 15, 2010.  Given the
likelihood of issuer dissolution, Fitch subsequently withdraws the
rating of the notes.

This rating action is effective immediately:

  -- $62,000,000 class A-3 notes downgraded to 'D/RR6' from
     'C/RR6' and withdrawn.


TABERNA PREFERRED: S&P Downgrades Ratings on Various Classes
------------------------------------------------------------
Standard & Poor's Ratings Services lowered and removed from
CreditWatch with negative implications its ratings on the class A-
1A, A-1B, A-1C, A-2, B, and class III combo notes issued by
Taberna Preferred Funding II Ltd., a cash flow collateralized debt
obligation transaction backed mainly by REIT trust preferred
securities.  Concurrently, S&P affirmed its 'AAA' ratings on class
P-1 combo S, P-2 combo S, and P-3 combo S notes.  The 'AAA' rated
notes are fully backed by U.S. Treasury principal strips.

S&P's downgrade actions follow its receipt of an event of default
notice dated Nov. 12, 2009, from the trustee subsequent to an
interest shortfall that occurred on the class A-1A, A-1B, A-1C, A-
2, and B notes on the Nov. 5, 2009, payment date.  Consequently,
S&P lowered its ratings on these classes of notes to 'D' because
these five tranches are nondeferrable.

The rating actions are consistent with S&P's recently published
criteria for ratings on CDO transactions that have triggered an
EOD due to an interest shortfall on a nondeferrable tranche.

S&P will continue to monitor this transaction and take rating
actions when S&P believes appropriate.

                          Rating Actions

                 Taberna Preferred Funding II Ltd.

                               Rating
                               ------
        Class            To                From
        -----            --                ----
        A-1A             D                 B-/Watch Neg
        A-1B             D                 B-/Watch Neg
        A-1C             D                 B-/Watch Neg
        A-2              D                 CCC/Watch Neg
        B                D                 CCC-/Watch Neg
        III combo        CC                CCC-/Watch Neg

                         Ratings Affirmed

                 Taberna Preferred Funding II Ltd.

                    Class              Rating
                    -----              ------
                    P-1 combo S        AAA
                    P-2 combo S        AAA
                    P-3 combo S        AAA

                    Other Outstanding Ratings

                 Taberna Preferred Funding II Ltd.

                    Class              Rating
                    -----              ------
                    C-1                CC
                    C-2                CC
                    C-3                CC
                    D                  CC
                    E-1                CC
                    E-2                CC
                    I combo            CC
                    II combo           CC



WACHOVIA BANK: Fitch Downgrades Ratings on Seven 2005-C20 Certs.
----------------------------------------------------------------
Fitch Ratings downgrades seven classes of Wachovia Bank Commercial
Mortgage Trust, series 2005-C20, commercial mortgage pass-through
certificates.

The downgrades are the result of Fitch's loss expectations and its
prospective views regarding cash flow declines and commercial real
estate market values.  Fitch forecasts potential losses of 6.3%
for this transaction, should market conditions not recover.  The
rating actions are based on the full losses of 6.3% as a majority
of loans mature in the next five years.  The bonds with Negative
Rating Outlooks indicate classes that may be downgraded in the
future.

To determine potential defaults for each loan, Fitch assumed cash
flow would decline by 10% from year-end 2008.  That is consistent
with the analysis used in its review of recent vintage
transactions whereby cash flow was assumed to decline 15% from
year-end 2007 projected over a three-year period.  If the stressed
cash flow would cause the loan to fall below 0.95 times debt
service coverage ratio, Fitch assumed the loan would default
during the term.  To determine losses, Fitch used the above
stressed cash flow and applied a market cap rate by property type,
ranging between 7.5% and 9.5%, to derive a value.  If the loan
balance at default is less than Fitch's derived value, the loan
would realize that amount of loss.  These loss estimates were
reviewed in more detail for loans representing 56.7% of the non-
defeased pool and, in certain cases, revised based on additional
information and/or property characteristics.  Loss expectations
attributed to loans reviewed in detail represent approximately
83.6% of the 6.3%.

Approximately 45.6% of the mortgages mature within the next five
years: 14.9% in 2010, 3.7% in 2011, 8.4% in 2012, 1% in 2013 and
0.1% in 2014.  An additional 70.5% are scheduled to mature in
2015.

Fitch identified 35 Loans of Concern (18.6%) within the pool,
three of which (8.7%) are in the top 15 loans (49.1%).  Two of the
Loans of Concern in the top 15 are specially serviced (6.6%);
however, one is current (2.6%).

Of the top 15 loans, the two specially serviced loans have
defaulted during the term.  Twelve of the remaining top 15 loans
may default at maturity or the anticipated repayment date based on
an insufficient accrued equity position as calculated in Fitch's
refinance test; however, no losses are expected at this time on
nine of the twelve loans.  A loan would pass the refinance test if
the stressed cash flow would achieve a 1.25x debt service coverage
ratio as calculated based on a 30-year amortization schedule and
an 8% coupon.

The largest contributors of term and maturity loss are: Macon &
Burlington Mall (4.1% of the pool); 1701 North Fort Myer (2.6%);
and 1400 Key & 1401 Wilson (2.0%).

The Macon & Burlington Mall loan, which is the transaction's
largest loan in special servicing, is backed by two cross-
collateralized regional malls located in Macon, GA and Burlington,
NC.  Both mall properties have suffered dramatic declines in
occupancy due to newer competition in their surrounding areas and
the closure of anchor stores.  Jones Lang LaSalle has been
appointed as receiver to manage and lease up the properties.
Significant losses to the trust are expected upon disposition of
the assets.

The 1701 North Fort Myer loan is secured by a 280,431 sf, 12-story
class A office property located in Arlington, VA.  The property is
currently 100% occupied by the Government Services Administration
with a lease expiring in 2014.  The YE 2008 DSCR was 1.50x on an
interest-only basis.  The loan sponsor is Beacon Capital Strategic
Partners III, L.P.  Fitch expects that the loan may default at
maturity in July 2010 based on its refinance test which stresses
the cash flow and assumes amortization and an 8% coupon versus the
4.97% interest rate.

The 1400 Key & 1401 Wilson loan is secured by a 359,175 sf class A
office property located in Arlington, VA.  Total occupancy at the
property was 87.1% as of October 2009, compared with 99.3% at
issuance.  The YE 2008 DSCR was 1.40x on an interest-only basis.
The loan sponsor is Beacon Capital Strategic Partners III, L.P.
Fitch expects that the loan may default at maturity in July 2010
based on its refinance test which stresses the cash flow and
assumes amortization and an 8% coupon versus the 4.97% interest
rate.

The second top 15 loan that is specially serviced is the Forum at
Carlsbad (2.6%), which is secured by a 264,199 square foot retail
property located in Carlsbad, CA.  The asset transferred to
special servicing in August 2009 for monetary default but is now
current.  The reported September 2009 occupancy is 91.4%.  No
losses are expected at this time and the loan is expected to be
modified and assumed.

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

  -- $274.8 million class A-J to 'AA/LS3' from 'AAA'; Outlook
     Stable;

  -- $77.9 million class B to 'BBB/LS5' from 'A-'; Outlook Stable;

  -- $27.5 million class C to 'BBB/LS5' from 'BBB+'; Outlook
     Stable;

  -- $68.7 million class D to 'BB/LS5' from 'BBB-'; Outlook
     Stable;

  -- $41.2 million class E to 'BB/LS5' from 'BB+'; Outlook
     Negative;

  -- $41.2 million class F to 'B-/LS5' from 'BB-'; Outlook
     Negative.

Fitch has downgraded and revised the Recovery Rating of this
class:

  -- $41.2 million class H to 'C/RR6' from 'CC/RR4'.

Fitch has affirmed, removed from Rating Watch Negative, and
assigned LS ratings and Outlooks to these classes as indicated:

  -- $32.1 million class G at 'B-/LS5'; Outlook Negative.

In addition, Fitch has affirmed ratings and Outlooks and assigned
LS ratings to these classes as indicated:

  -- $256.4 million class A-3SF at 'AAA/LS1'; Outlook Stable;
  -- $218.5 million class A-4 at 'AAA/LS1'; Outlook Stable;
  -- $121.1 million class A-5 at 'AAA/LS1'; Outlook Stable;
  -- $218.8 million class A-6A at 'AAA/LS1'; Outlook Stable;
  -- $50 million class A-6B at 'AAA/LS1'; Outlook Stable;
  -- $176.1 million class A-PB at 'AAA/LS1'; Outlook Stable;
  -- $861.8 million class A-7 at 'AAA/LS1'; Outlook Stable;
  -- $309.2 million class A-1A at 'AAA/LS1'; Outlook Stable;
  -- $100 million class A-MFL at 'AAA/LS3'; Outlook Stable;
  -- $266.4 million class A-MFX at 'AAA/LS3'; Outlook Stable;
  -- Interest only class X-P at 'AAA'; Outlook Stable;
  -- Interest only class X-C at 'AAA'; Outlook Stable.

Fitch has also affirmed these classes:

  -- $22.9 million class J at 'C/RR6';
  -- $13.7 million class K at 'C/RR6';
  -- $13.7 million class L at 'C/RR6';
  -- $9.2 million class M at 'C/RR6';
  -- $9.2 million class N at 'C/RR6';
  -- $9.2 million class O at 'C/RR6'.

Fitch does not rate the $50.4 million class P.  Classes A-1 and A-
2 are paid in full.


WACHOVIA BANK: Fitch Takes Rating Actions on 2005-C21 Certs.
------------------------------------------------------------
Fitch Ratings takes various actions on several classes of Wachovia
Bank Commercial Mortgage Trust's commercial mortgage pass-through
certificates, series 2005-C21.

The downgrades are the result of loss expectations and reflect
Fitch's prospective views regarding commercial real estate market
value and cash flow declines.  Fitch forecasts potential losses of
2.8% for this transaction, should market conditions not recover.
The rating actions are based on losses of 2.8%, as a majority of
the loans mature in the next five years.  The bonds with Negative
Outlooks indicate classes that may be downgraded in the future
should full potential losses be realized.

To determine potential defaults for each loan Fitch assumed cash
flow would decline by 10% from year-end 2008, which is consistent
with the analysis used in its review of recent vintage
transactions whereby cash flow was assumed to decline 15% from YE
2007 projected over a three-year period.  If the stressed cash
flow would cause the loan to fall below 0.95 times, Fitch assumed
the loan would default during the term.  To determine losses,
Fitch used the above stressed cash flow, and applied a market cap
rate, ranging between 7.5% and 10%, to derive a value.  If the
loan balance at default is less than Fitch's derived value, the
loan would realize that amount of loss.  These loss estimates were
reviewed in more detail for loans representing 57.1% of the pool
and, in certain cases, revised based on additional information
and/or property characteristics.  Loss expectations attributed to
loans reviewed in detail represent approximately 80% of the
recognized losses.

Approximately 96% of the mortgages mature within the next five
years: 12.6% in 2010, 7.8% in 2012, and 75.6% in 2015.

Fitch identified 28 Loans of Concern (14.46%) within the pool, 10
of which (3.75%) are specially serviced.  Of the specially
serviced loans, three (1.8%) are current.

Losses are expected on one (2.7%) of the top 15 loans, which Fitch
expects to default during the term.  The loss severity on this
loan is approximately 18%.  The largest overall contributors to
deal loss are: 180 Madison Avenue (2.7%), The Prescott Hotel and
Postrio (0.8%), and Hawthorne - Circuit City (0.4%).

The 180 Madison Ave. loan is secured by a 252,503 sf office
property in midtown Manhattan.  The property is well located, in
walking distance to Grand Central Terminal and Pennsylvania
Station, as well as various subway and bus lines.  The loan was
interest only for the first 36 months and began amortizing in
September 2008.  The loan was assumed from the original sponsors
by 180 Madison PRISA II LLC (99% owned by Prudential Insurance
Company of America through PRISA II and 1% by The Clarett Group).
The property was 76% occupied as of the September 2009 rent roll,
down from issuance of 91.7%.  The decline in occupancy was due to
several tenants vacating upon expiration, including Kellwood
Company which was 7% of the NRA.  Current tenants include Vandale
Industries (10.44% of NRA, expires Nov. 30, 2015), International
Intimates (12.93%, expires March 30, 2015), and Natori Company
(8.3%, expires Sept. 30, 2015).  Near-term expirations include 2%
in 2010, 7.9% in 2011, 6.4% in 2012 and 2.2% in 2013.  According
to CBRE, the midtown Manhattan office market reported vacancy of
9.6%, total availability of 14.9% and average rents of $57.88 psf
for third quarter-2009 (3Q'09).  Average rents at the property are
$43.15 psf reflecting the age and smaller size of the property.
The servicer reported YE2008 DSCR was 1.32x, up from YE2007 of
1.15x.  The current rent roll shows a decline in base rent of
approximately $650,000 from YE2008.  The income decline coupled
with the full P&I payment results in a DSCR just above 1.0x.  The
property was initially structured with reserves of 1.28 million of
leasing costs, of which approximately $500,000 remains.  Fitch
expects that the loan may default during the term based on the
current DSCR and possibility of additional stresses to cash flow
as tenants roll.  Fitch calculated a loss severity of
approximately 13% based on the decline in occupancy and the
corresponding decline in income.

The Prescott Hotel and Postrio loan is a 164 unit, full service
boutique hotel in the Union Square area of San Francisco, CA.  The
loan is secured by the fee interest in 545 Post St. which contains
100 hotel rooms and by a leasehold interest in the top four floors
containing 64 rooms at 555 Post St.  The loan transferred to the
special servicer Sept. 17, 2009 when the borrower requested
payment relief.  The loan is sponsored by Kimpton Hotel and
Restuarant Group, LLC.  For the year ending 2008, the servicer
reported NOI DSCR was 1.46x down from 1.67x at year-end 2007.
Occupancy was reported at 68% in June 2009, down from 77% at year-
end 2008.  The loan remains current through the November payment
date.

The Hawthorne - Circuity City loan is secured by a 33,862 sf
retail property located in Hawthorne, CA.  The loan transferred
Dec. 17, 2008.  The collateral is a single-tenant property that
was occupied by Circuit City, which filed for bankruptcy
protection and announced the closure of all stores in 2008.  The
property remains vacant and the special servicer is pursuing
foreclosure while continuing discussions with the borrower.  Fitch
estimates significant losses on the loan based on a dark value
analysis.

Fitch downgrades and assigns Outlooks and Loss Severity ratings:

  -- $16.3 million class J to 'BB/LS5' from 'BB+'; Outlook
     Negative;

  -- $16.3 million class K to 'B/LS5' from 'BB-'; Outlook
     Negative;

  -- $16.3 million class L to 'B-/LS5' from 'B+'; Outlook
     Negative.

Fitch downgrades, assigns Outlooks and LS ratings:

  -- $40.6 million class H to 'BB/LS5' from 'BBB-'; Outlook
     Stable.

In addition, Fitch affirms and assigns Outlooks and LS ratings to
these classes as indicated:

  -- $199.3 million class A-2PFL at 'AAA/LS1'; Outlook Stable;
  -- $183.1 million class A-3 at 'AAA/LS1'; Outlook Stable;
  -- $148.6 million class A-PB at 'AAA/LS1'; Outlook Stable;
  -- $917.5 million class A-4 at 'AAA/LS1'; Outlook Stable;
  -- $334 million class A-1A at 'AAA'/LS1; Outlook Stable;
  -- $325 million class A-M at 'AAA'/LS1; Outlook Stable;
  -- $215.3 million class A-J at 'AAA/LS1'; Outlook Stable;
  -- Interest-only class IO at 'AAA'; Outlook Stable;
  -- $65 million class B at 'AA+/LS4'; Outlook Stable;
  -- $32.5 million class C at 'AA/LS5'; Outlook Stable;
  -- $60.9 million class D at 'A+/LS4'; Outlook Stable;
  -- $36.6 million class E at 'A-/LS5'; Outlook Stable;
  -- $40.6 million class F at 'BBB+/LS5'; Outlook Stable;
  -- $32.5 million class G at 'BBB'/LS5; Outlook Stable.

Fitch does not rate the $8.1 million class M, $12.2 million class
N, $8.1 million class O and $48.8 million class P certificates.


WICKER PARK: Moody's Downgrades Ratings on Two Classes of Notes
---------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
ratings of these notes issued by Wicker Park CDO I, Ltd.:

  -- US$38,500,000 Class A-2 Floating Rate Notes, due September
     2014, Downgraded to Ba2; previously on November 5, 2009 Ba1
     Placed Under Review for Possible Downgrade;

  -- US$15,000,000 Class B Floating Rate Notes, due September
     2014, Downgraded to B3; previously on November 5, 2009 B1
     Placed Under Review for Possible Downgrade.

In addition, Moody's has confirmed the ratings of these notes:

  -- US$880,000,000 Class A-1 Contingent Funding Notes, due
     September 2014 (current balance of $875,699,760), Confirmed
     at A1; previously on November 5, 2009 A1 Placed Under Review
     for Possible Downgrade;

  -- US$21,500,000 Class C Floating Rate Deferrable Interest
     Notes, due September 2014 (current balance of $21,919,925),
     Confirmed at Caa3; previously on November 5, 2009 Caa3 Placed
     Under Review for Possible Downgrade.

According to Moody's, the rating actions taken on the notes are a
result of further credit deterioration of the underlying portfolio
since the last rating actions taken on May 18, 2009.  Such credit
deterioration is observed through a decline in the average credit
rating (as measured by the weighted average rating factor), an
increase in the proportion of securities from issuers rated Ba1
and below, and continued failure of all the overcollateralization
tests.  In particular, the weighted average rating factor has
increased over the last year and is currently 1049 as of the last
trustee report, dated December 14, 2009, versus 875 as of the
April 9, 2009 trustee report.  Based on the same report,
securities rated Ba1 or lower make up approximately 34% of the
underlying portfolio compared to 33% in the April trustee report.
Additionally, interest payments on the Class C, Class D-1 and
Class D-2 Notes continue to be deferred as a result of the failure
of the Class A/B overcollateralization test.

Moody's notes that on April 13, 2009, the Class A-2 were
downgraded from Aaa to Aa3, and the Class B Notes were downgraded
from Aa2 to A1 as a result of the additional risk posed to the
noteholders due to the action taken by Moody's on the senior
unsecured rating of General Electric Capital Corporation.  The
Class A-2, Class B, Class C, and Class D notes are collateralized
by floating rate global MTNs issued by GECC and on March 23, 2009,
Moody's downgraded the senior unsecured rating of GECC from Aaa to
Aa2.  Additionally, on May 18, 2009, all the rated notes were
further downgraded as a result of the application of revised and
updated key modeling assumptions and the deterioration in the
credit quality of the transaction's reference portfolio.

Wicker Park CDO I, Ltd., issued in July 2007, is a collateralized
bond obligation backed primarily by a synthetic portfolio of
corporate bonds with originally investment grade ratings.


* S&P Downgrades Ratings on 23 Tranches From Nine CDO Transactions
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 23
tranches from nine U.S. cash flow and hybrid collateralized debt
obligation transactions.  At the same time, S&P removed 11 of the
lowered ratings from CreditWatch with negative implications.
Additionally, S&P placed two of the affected ratings on
CreditWatch negative, and its ratings on three downgraded tranches
remain on CreditWatch with negative implications, indicating a
significant likelihood of further downgrades.

The CDO downgrades reflect a number of factors, including credit
deterioration and S&P's negative rating actions on U.S. subprime
residential mortgage-backed securities.  The CreditWatch
placements primarily affect transactions for which a significant
portion of the collateral assets currently have ratings on
CreditWatch with negative implications or have significant
exposure to assets rated in the 'CCC' category.

The 23 downgraded U.S. cash flow and hybrid tranches have a total
issuance amount of $3.075 billion.  All of the affected
transactions are mezzanine structured finance CDOs of asset-backed
securities, which are collateralized in large part by mezzanine
tranches of RMBS and other SF securities.

In addition, S&P reviewed its ratings assigned to 18 additional
tranches, and have left them at their current levels based on its
assessment of the current credit support available to them.

Standard & Poor's will continue to monitor the CDO transactions it
rates and take rating actions, including CreditWatch placements,
when appropriate.

                           Rating Actions

                                        Rating
                                        ------
  Transaction               Class  To             From
  -----------               -----  --             ----
  ABS Capital Funding       A-1    CC             B-/Watch Neg
   II Ltd.
  ABS Capital Funding       A-2    BB+/Watch Neg  A
   II Ltd.
  ABS Capital Funding       A-3    CC             CCC+/Watch Neg
   II Ltd.
  Acacia CDO 5 Ltd.          A      BB+/Watch Neg  AAA/Watch Neg
  Acacia CDO 5 Ltd.          B      CC             BBB+/Watch Neg
  Acacia CDO 5 Ltd.          C      CC             BB+/Watch Neg
  Acacia CDO 5 Ltd.          D      CC             BB-/Watch Neg
  Acacia CDO 5 Ltd.          E      CC             B-/Watch Neg
  Commodore CDO IV Ltd.      A-1a-F BB+            AAA/Watch Neg
  Commodore CDO IV Ltd.      A-1a-U BB+            AAA/Watch Neg
  Commodore CDO IV Ltd.      A-1b   CCC            A-/Watch Neg
  Commodore CDO IV Ltd.      A-2    CC             CCC-/Watch Neg
  Diversified Asset         A-1    A              AA+
   Securitization Holdings II L.P.
  Diversified Asset         A-1L   A              AA+
   Securitization Holdings II L.P.
  Madison Ave Structured    A      BBB/Watch Neg  AA/Watch Neg
   Finance CDO I Ltd.
  MKP CBO II Ltd.            A-1    A/Watch Neg    AA-/Watch Neg
  MKP CBO II Ltd.            A-2    CC             B-/Watch Neg
  Pacific Shores CDO Ltd.    A      AA-            AAA
  Pacific Shores CDO Ltd.    B-1    CCC            B+
  Pacific Shores CDO Ltd.    B-2    CCC            B+
  Pasadena CDO Ltd.          A      BBB            AA
  Pasadena CDO Ltd.          B      CCC-           B-
  Saybrook Point CBO Ltd.    A      BBB-/Watch Neg A

                    Other Outstanding Ratings

  Transaction                              Class  Rating
  -----------                              -----  ------
  ABS Capital Funding II Ltd.               B      CC
  ABS Capital Funding II Ltd.               C-1    CC
  ABS Capital Funding II Ltd.               C-2    CC
  Commodore CDO IV Ltd.                     B      CC
  Commodore CDO IV Ltd.                     C      CC
  Commodore CDO IV Ltd.                     Comp   CC
  Commodore CDO IV Ltd.                     D      CC
  MKP CBO II Ltd.                           B      CC
  MKP CBO II Ltd.                           C-1    CC
  MKP CBO II Ltd.                           C-2    CC
  Pacific Shores CDO Ltd.                   C      CC
  Pasadena CDO Ltd.                         C      CC
  Pioneer Valley Structured Credit CDO I   A-1A    CCC-/Watch Neg
  Pioneer Valley Structured Credit CDO I   A-2     CC
  Pioneer Valley Structured Credit CDO I   B       CC
  Pioneer Valley Structured Credit CDO I   C       CC
  Pioneer Valley Structured Credit CDO I   D       CC
  Pioneer Valley Structured Credit CDO I   X       BB/Watch Neg


* S&P Downgrades Ratings on 48 Classes From 14 RMBS Transactions
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 48
classes from 14 residential mortgage-backed securities
transactions backed by U.S. subprime mortgage loan collateral
issued between 1998 and 2004.  S&P removed seven of the lowered
ratings from CreditWatch with negative implications.  In addition,
S&P affirmed its ratings on 45 classes from 13 of the downgraded
transactions and one additional deal.  S&P removed one of the
affirmed ratings from CreditWatch negative.

The downgrades reflect S&P's opinion that projected credit support
for the affected classes is insufficient to maintain the previous
ratings, given its current projected losses in light of increased
delinquencies and the current condition of the housing market.

To assess the creditworthiness of each class, S&P reviewed the
individual delinquency and loss trends of each transaction for
changes, if any, in risk characteristics, servicing, and the
ability to withstand additional credit deterioration.  In order to
maintain a 'B' rating on a class, S&P assessed whether, in its
view, a class could absorb the base-case loss assumptions S&P used
in its analysis.  In order to maintain a rating higher than 'B',
S&P assessed whether the class could withstand losses exceeding
its base-case loss assumptions at a percentage specific to each
rating category, up to 150% for an 'AAA' rating.  For example, in
general, S&P would assess whether one class could withstand
approximately 110% of its base-case loss assumptions to maintain a
'BB' rating, while S&P would assess whether a different class
could withstand approximately 120% of its base-case loss
assumptions to maintain a 'BBB' rating.  Each class with an
affirmed 'AAA' rating can, in S&P's view, withstand approximately
150% of its base-case loss assumptions under its analysis.

The affirmed ratings reflect S&P's belief that the amount of
credit enhancement available for these classes is sufficient to
cover losses associated with these rating levels.

Subordination provides credit support for the affected
transactions.  In addition, some classes also benefit from
overcollateralization (prior to its depletion) and excess spread.
The underlying pool of loans backing these transactions consists
of fixed- and adjustable-rate U.S. subprime mortgage loans that
are secured by first and second liens on one- to four-family
residential properties.

                          Rating Actions

                  ABFS Mortgage Loan Trust 2003-1
                         Series    2003-1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M          000759DG2     BB                   AA

                Ameriquest Mortgage Securities Inc.
                         Series  2003-5

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-1        03072SFZ3     CCC                  AA+
        M-2        03072SGA7     CC                   AA
        M-3        03072SGB5     CC                   A-

  AMRESCO Residential Securities Corp. Mortgage Loan Trust 1998-1
                         Series    1998-1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-1F       03215PDP1     BBB-                 AA
        M-2F       03215PDQ9     CCC                  A

              CitiFinancial Mortgage Securities Inc.
                         Series  2003-4

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        MF-6                     BBB                  A-
        MF-7                     B-                   BBB+
        MF-8                     CCC                  BBB
        MV-6                     CCC                  BBB+

                            CWABS Inc.
                         Series  2003-1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-1        126671XT8     AA                   AA+
        M-2        126671XU5     B-                   A
        B          126671XV3     CCC                  BBB+

                            CWABS Inc.
                        Series  2003-2

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-1        126671YZ3     BBB-                 AA+
        M-2        126671ZA7     CCC                  A+

         New Century Home Equity Loan Trust Series 2003-B
                         Series    2003-B

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-3        64352VEU1     BB-                  A-
        M-4        64352VEV9     B-                   BBB
        M-5        64352VEW7     CCC                  BB
        M-6        64352VEX5     CC                   B

              Option One Mortgage Loan Trust 2002-1
                          Series    2002-1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-1        68389FCC6     BB-                  AA
        M-2        68389FCD4     CCC                  BBB
        M-3        68389FCE2     CC                   BB

                   RASC Series 2003-KS11 Trust
                       Series    2003-KS11

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-I-2      76110WVS2     A-                   A+
        M-II-2     76110WVW3     B+                   A+
        M-I-3      76110WVT0     CCC                  BBB+
        M-II-3     76110WVX1     CC                   BBB

                    RASC Series 2003-KS4 Trust
                        Series    2003-KS4

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   M-I-2      76110WRW8     B-                   A+
   M-I-3      76110WRX6     CC                   BBB+
   A-II-A     76110WRS7     CC                   B/Watch Neg
   A-II-B     76110WRT5     CC                   B/Watch Neg
   A-III      76110WRU2     CC                   CCC

                    RASC Series 2003-KS9 Trust
                        Series    2003-KS9

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   A-I-4      76110WUK0     CC                   A+/Watch Neg
   A-I-5      76110WUL8     CC                   A+/Watch Neg
   A-I-6      76110WUM6     CC                   A+/Watch Neg
   A-II-A     76110WUN4     CC                   B/Watch Neg
   A-II-B     76110WUP9     CC                   B/Watch Neg

                    RASC Series 2004-KS2 Trust
                        Series    2004-KS2

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   M-II-1     76110WWN2     BB+                  AA
   M-I-2      76110WWJ1     A                    A+
   M-II-2     76110WWP7     CC                   A+
   M-I-3      76110WWK8     CCC                  BBB+
   M-II-3     76110WWQ5     CC                   BBB+

         Structured Asset Investment Loan Trust 2003-BC10
                       Series    2003-BC10

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   M1         86359A2H5     BBB-                 AA
   M2         86359A2J1     CC                   BBB-
   M3         86359A2K8     CC                   B-
   M4         86359A2L6     CC                   B-
   M5         86359A2M4     CC                   CCC
   B          86359A2N2     CC                   CCC

         Structured Asset Investment Loan Trust 2003-BC8
                        Series    2003-BC8

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   3-A2       86358EDX1     AAA                  AAA/Watch Neg
   M4         86358EED4     CC                   CCC

                         Ratings Affirmed

                  ABFS Mortgage Loan Trust 2003-1
                         Series    2003-1

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A          000759DE7     AAA
                 A-IO       000759DF4     AAA

                Ameriquest Mortgage Securities Inc.
                         Series    2003-5

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-5        03072SFX8     AAA
                 A-6        03072SFY6     AAA

  AMRESCO Residential Securities Corp. Mortgage Loan Trust 1998-1
                          Series    1998-1

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-5        03215PDM8     AAA
                 A-6        03215PDN6     AAA
                 M-1A       03215PDT3     AAA

             Bear Stearns Asset Backed Securities Inc.
                          Series  1998-1

                 Class      CUSIP         Rating
                 -----      -----         ------
                 M-2        02926WAC0     A-

              CitiFinancial Mortgage Securities Inc.
                         Series    2003-4

                 Class      CUSIP         Rating
                 -----      -----         ------
                 AF-4       17306UBW7     AAA
                 AF-5       17306UBX5     AAA
                 AF-6       17306UBY3     AAA
                 MF-1                     AA+
                 MF-2                     AA
                 MF-3                     AA-
                 MF-4                     A+
                 MF-5                     A
                 MV-4                     AAA
                 MV-5                     A-

                            CWABS Inc.
                         Series    2003-1

                 Class      CUSIP         Rating
                 -----      -----         ------
                 3-A        126671XR2     AAA
                 4-A        126671XS0     AAA

                            CWABS Inc.
                         Series    2003-2

                 Class      CUSIP         Rating
                 -----      -----         ------
                 3-A        126671YX8     AAA
                 4-A        126671YY6     AAA

         New Century Home Equity Loan Trust Series 2003-B
                         Series    2003-B

                 Class      CUSIP         Rating
                 -----      -----         ------
                 M-1        64352VES6     AA
                 M-2        64352VET4     A

               Option One Mortgage Loan Trust 2002-1
                         Series    2002-1

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A          68389FCB8     AAA

                   RASC Series 2003-KS11 Trust
                        Series    2003-KS11

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-I-4      76110WVN3     AAA
                 A-I-5      76110WVP8     AAA
                 A-I-6      76110WVQ6     AAA
                 M-I-1      76110WVR4     AA
                 M-II-1     76110WVV5     AA

                    RASC Series 2003-KS4 Trust
                        Series    2003-KS4

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-I-5      76110WRP3     AAA
                 A-I-6      76110WRQ1     AAA
                 M-I-1      76110WRV0     AA

                    RASC Series 2004-KS2 Trust
                        Series    2004-KS2

                 Class      CUSIP         Rating
                 -----      -----         ------
                 A-I-4      76110WWE2     AAA
                 A-I-5      76110WWF9     AAA
                 A-I-6      76110WWG7     AAA
                 M-I-1      76110WWH5     AA

         Structured Asset Investment Loan Trust 2003-BC10
                       Series    2003-BC10

                 Class      CUSIP         Rating
                 -----      -----         ------
                 1-A2       86359AZ89     AAA
                 A4         86359A2G7     AAA

         Structured Asset Investment Loan Trust 2003-BC8
                        Series    2003-BC8

                 Class      CUSIP         Rating
                 -----      -----         ------
                 2-A        86358EDV5     AAA
                 3-A3                     AAA
                 M1         86358EEA0     AA
                 M2         86358EEB8     A-
                 M3         86358EEC6     BB-


* S&P Downgrades Ratings on 77 Tranches From 14 CLO Transactions
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 77
tranches from 14 U.S. collateralized loan obligation transactions
and removed them from CreditWatch with negative implications.  The
affected tranches have a total issuance amount of $5.756 billion.
In addition, S&P withdrew its ratings on two tranches from two
transactions following the unwinding of the notes.  S&P also
affirmed S&P's ratings on three tranches from three transactions
and removed 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 11 classes from eight 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 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 (%)
        -----------                      -----------------
        Cent CDO 10 Ltd.                              45.9
        Denali Capital CLO V Ltd.                     47.2
        Duane Street CLO III Ltd.                     41.9
        Duane Street CLO IV Ltd.                      41.5
        Grant Grove CLO Ltd.                          44.5
        ING Investment Management CLO I               45.8
        Inwood Park CDO Ltd.                          42.0
        Northwoods Capital VII Ltd.                   43.3
        Northwoods Capital VIII Ltd.                  42.1
        NYLIM Flatiron CLO 2005-1 Ltd.                47.8
        Primus CLO II Ltd.                            43.2
        Stanfield Bristol CLO Ltd.                    45.5
        Union Square CDO Ltd.                         42.7
        Venture V CDO Ltd.                            42.6

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
    -----------                    -----  --     ----
    Cent CDO 10 Ltd.               A-1    AA+    AAA/Watch Neg
    Cent CDO 10 Ltd.               B      A      AA/Watch Neg
    Cent CDO 10 Ltd.               C      BBB-   A/Watch Neg
    Cent CDO 10 Ltd.               D      BB     BBB/Watch Neg
    Cent CDO 10 Ltd.               E      CCC+   BB/Watch Neg
    Denali Capital CLO V Ltd.      A-1    AA+    AAA/Watch Neg
    Denali Capital CLO V Ltd.      A-2    AA+    AAA/Watch Neg
    Denali Capital CLO V Ltd.      B      A      A/Watch Neg
    Denali Capital CLO V Ltd.      C      BB+    BBB-/Watch Neg
    Duane Street CLO III Ltd.      A1     AA-    AAA/Watch Neg
    Duane Street CLO III Ltd.      A2a    AA     AAA/Watch Neg
    Duane Street CLO III Ltd.      A2b    AA-    AAA/Watch Neg
    Duane Street CLO III Ltd.      B      A-     AA/Watch Neg
    Duane Street CLO III Ltd.      C      BB+    A/Watch Neg
    Duane Street CLO III Ltd.      D      B+     BBB/Watch Neg
    Duane Street CLO III Ltd.      E      CCC-   BB/Watch Neg
    Duane Street CLO IV Ltd.       A-1R   A+     AAA/Watch Neg
    Duane Street CLO IV Ltd.       A-1T   A+     AAA/Watch Neg
    Duane Street CLO IV Ltd.       B      BBB+   AA/Watch Neg
    Duane Street CLO IV Ltd.       C      BB+    A/Watch Neg
    Duane Street CLO IV Ltd.       D      B-     BBB/Watch Neg
    Duane Street CLO IV Ltd.       E      CCC-   BB/Watch Neg
    Grant Grove CLO Ltd.           A-1    AA     AAA/Watch Neg
    Grant Grove CLO Ltd.           A-2    AA     AAA/Watch Neg
    Grant Grove CLO Ltd.           B      A+     AA/Watch Neg
    Grant Grove CLO Ltd.           C      BBB-   A/Watch Neg
    Grant Grove CLO Ltd.           D      BB-    BBB/Watch Neg
    Grant Grove CLO Ltd.           E      CCC+   BB/Watch Neg
    ING Investment Management CLO  I  A-1 AA     AAA/Watch Neg
    ING Investment Management CLO  I  A-2 AA     AAA/Watch Neg
    ING Investment Management CLO  I  B   A-     AA/Watch Neg
    ING Investment Management CLO  I  C   BBB-   A-/Watch Neg
    ING Investment Management CLO  I  D   CCC+   BB/Watch Neg
    Inwood Park CDO Ltd.           A-1A   AAA    AAA/Watch Neg
    Inwood Park CDO Ltd.           A-1B   AA+    AAA/Watch Neg
    Inwood Park CDO Ltd.           A-2    AA+    AAA/Watch Neg
    Inwood Park CDO Ltd.           B      AA-    AA/Watch Neg
    Inwood Park CDO Ltd.           C      A-     A/Watch Neg
    Inwood Park CDO Ltd.           D      BBB-   BBB/Watch Neg
    Inwood Park CDO Ltd.           E      B+     BB/Watch Neg
    Northwoods Capital VIII Ltd.   A-1    AA-    AAA/Watch Neg
    Northwoods Capital VIII Ltd.   A-2    AA-    AAA/Watch Neg
    Northwoods Capital VIII Ltd.   B      A+     AA/Watch Neg
    Northwoods Capital VIII Ltd.   C      BBB    A/Watch Neg
    Northwoods Capital VIII Ltd.   D      B+     BBB/Watch Neg
    Northwoods Capital VIII Ltd.   E      CCC+   BB/Watch Neg
    NYLIM Flatiron CLO 2005-1 Ltd. A-1    AA+    AAA/Watch Neg
    NYLIM Flatiron CLO 2005-1 Ltd. A-2    AA+    AAA/Watch Neg
    NYLIM Flatiron CLO 2005-1 Ltd. A-3    AA+    AAA/Watch Neg
    NYLIM Flatiron CLO 2005-1 Ltd. B      AA     AA/Watch Neg
    NYLIM Flatiron CLO 2005-1 Ltd. C      A-     A/Watch Neg
    NYLIM Flatiron CLO 2005-1 Ltd. D      BB-    BB+/Watch Neg
    Northwoods Capital VII Ltd.    A-1    A+     AAA/Watch Neg
    Northwoods Capital VII Ltd.    A-2    A+     AAA/Watch Neg
    Northwoods Capital VII Ltd.    A-3    AA+    AAA/Watch Neg
    Northwoods Capital VII Ltd.    A-4    A+     AAA/Watch Neg
    Northwoods Capital VII Ltd.    B      BBB+   AA/Watch Neg
    Northwoods Capital VII Ltd.    C      BB+    A/Watch Neg
    Northwoods Capital VII Ltd.    D      CCC+   BBB/Watch Neg
    Northwoods Capital VII Ltd.    E      CCC-   BB/Watch Neg
    Primus CLO II Ltd.             A      AA-    AAA/Watch Neg
    Primus CLO II Ltd.             B      A+     AA/Watch Neg
    Primus CLO II Ltd.             C      BBB    A/Watch Neg
    Primus CLO II Ltd.             D      BB+    BBB/Watch Neg
    Primus CLO II Ltd.             E      CCC-   BB-/Watch Neg
    Stanfield Bristol CLO Ltd.     A-1    AA+    AAA/Watch Neg
    Stanfield Bristol CLO Ltd.     A-2    AA-    AA/Watch Neg
    Stanfield Bristol CLO Ltd.     B-1    BBB    A/Watch Neg
    Stanfield Bristol CLO Ltd.     B-2    BBB    A/Watch Neg
    Stanfield Bristol CLO Ltd.     C      CCC-   BBB-/Watch Neg
    Stanfield Bristol CLO Ltd.     D      CCC-   BB/Watch Neg
    Union Square CDO Ltd.          A-1    AA+    AAA/Watch Neg
    Union Square CDO Ltd.          A-2    A+     AA/Watch Neg
    Union Square CDO Ltd.          B      BBB    BBB+/Watch Neg
    Union Square CDO Ltd.          C      B+     BB+/Watch Neg
    Venture V CDO Ltd.             A-1    AA+    AAA/Watch Neg
    Venture V CDO Ltd.             A-2    A+     AA/Watch Neg
    Venture V CDO Ltd.             B      BBB    A/Watch Neg
    Venture V CDO Ltd.             C      BB+    BBB/Watch Neg
    Venture V CDO Ltd.             D      B+     BB/Watch Neg

                         Ratings Withdrawn

                                            Rating
                                            ------
    Transaction                    Class  To     From
    -----------                    -----  --     ----
    Cent CDO 10 Ltd.               A-2    NR     AAA/Watch Neg
    Landmark IV CDO Ltd.           X      NR     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
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A list of Meetings, Conferences and Seminars appears in each
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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
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                  *** End of Transmission ***