TCR_Public/100516.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

               Sunday, May 16, 2010, Vol. 14, No. 134

                            Headlines

ACA ABS: Moody's Downgrades Ratings on Four Classes of Notes
ALLENTOWN AREA: S&P Downgrades Rating on $22.3 Mil. Bonds to 'B-'
AMERICREDIT AUTOMOBILE: Moody's Assigns 'Ba3' Rating on E Notes
AMERICREDIT AUTOMOBILE: S&P Assigns Rating on $600 Mil. Notes
ASHLAND UNIVERSITY: Moody's Puts 'Ba1' Rating on $41.3 Mil. Bonds

ATRIUM V: Moody's Upgrades Ratings on Three Classes of Notes
C-BASS CBO: Moody's Downgrades Ratings on Five Classes of Notes
CAPITALSOURCE REAL: S&P Downgrades Ratings on 12 2006-A Notes
CREDIT SUISSE: S&P Affirms Ratings on 18 2004-C2 Securities
CRYSTAL RIVER: S&P Downgrades Ratings on Two Classes of Notes

DENALI CAPITAL: Moody's Upgrades Ratings on Various Classes
EATON VANCE: Moody's Downgrades Rating on Class IV Notes to 'C'
G-FORCE 2005-RR: Fitch Downgrades Ratings on 10 Classes of Notes
G-FORCE CDO: S&P Downgrades Ratings on Six Classes of Notes
GEMSTONE CDO: Moody's Downgrades Ratings on Four Classes of Notes

GMAC COMMERCIAL: S&P Downgrades Ratings on Five 2002-C1 Notes
GOLDMAN SACHS: Moody's Downgrades Ratings on 70 Tranches
GRESHAM STREET: Moody's Upgrades Ratings on Two Classes of Notes
IMPAC CMB: Moody's Downgrades Ratings on 58 RMBS Tranches
JUNIPER CBO: S&P Corrects Ratings on Five Classes of Notes

KENMORE STREET: Moody's Downgrades Ratings on 2006-2 Notes
LB-UBS COMMERCIAL: S&P Downgrades Ratings on 10 2004-C2 Certs.
LIMEROCK CLO: Moody's Upgrades Ratings on Various Classes
MENDOCINOCOAST HEALTH: S&P Downgrades Rating on GO Bonds to 'B-'
MERRILL LYNCH: S&P Downgrades Ratings on 16 2003-KEY1 Securities

MORGAN STANLEY: S&P Withdraws Ratings on Class IIA Notes
NORTH COVE: S&P Downgrades Ratings on Five Classes of Notes to 'D'
MOUNTAIN CAPITAL: Moody's Upgrades Ratings on Four Classes
MSC 2007-SRR3: Moody's Downgrades Ratings on 10 Classes of Notes
MSC 2007-SRR4: Moody's Downgrades Ratings on Two Classes of Notes

PEGASUS 2007-1: Fitch Downgrades Ratings on Two Classes of Notes
PORTER SQUARE: Moody's Downgrades Ratings on Class B to 'Caa3'
PRIMUS MANAGED: S&P Withdraws Rating on Class A-F 2004-1 Notes
RAIT CRE: S&P Downgrades Ratings on 11 Classes of CRE CDO Deals
RAIT PREFERRED: S&P Downgrades Ratings on 11 CRE CDO Deals

REIT TRUST: Moody's Downgrades Ratings on 10 Tranches
RENTAL CAR: Fitch Affirms 'BB' Ratings on Series 2005-1 Notes
RESTRUCTURED ASSET: Moody's Junks Rating on Class A-3 Notes
SAGAMORE CLO: Moody's Upgrades Ratings on Various Classes
SANKATY HIGH: Fitch Affirms Ratings on Three Classes of Notes

SANKATY HIGH: Fitch Affirms Ratings on Two Classes of Notes
SASCO 2007-BHC1: Fitch Downgrades Ratings on All Classes
SEAWALL 2007-1: Moody's Downgrades Ratings on Nine Classes
SEAWALL SPC: Moody's Downgrades Ratings on Series 2007-1 D2 Notes
SOUTH COAST: Moody's Downgrades Ratings on Four Classes

SRRSPOKE 2007-IA: Moody's Downgrades Ratings on Two Classes
SRRSPOKE 2007-IB: Poor Credit Quality Cues Moody's Rating Cut
STACK 2004-1: Moody's Downgrades Ratings on Three Classes
STONEY LANE: Moody's Upgrades Ratings on Three Classes of Notes
STRATA 2006-35: Moody's Downgrades Ratings on $50 Mil. Notes

SUNRISE CDO: Moody's Downgrades Ratings on Two Classes of Notes
TRITON AVIATION: S&P Downgrades Rating on Class A-1 Notes to 'B-'
UNISON GROUND: Fitch Rates Class F 2010-2 Notes at 'BB'
WACHOVIA BANK: S&P Downgrades Ratings on Six 2003-C3 Certs.
WACHOVIA BANK: S&P Downgrades Ratings on Seven 2004-C12 Certs.

WAVE SPC: Moody's Downgrades Ratings on 14 Classes of Notes

* S&P Downgrades Ratings on 11 Tranches From Seven CDO Deals
* S&P Downgrades Ratings on 34 Tranches From 11 CDO Transactions



                            *********



ACA ABS: Moody's Downgrades Ratings on Four Classes of Notes
------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
ratings of four classes of notes and one class of combination
securities issued by ACA ABS 2004-1, LIMITED.  The rating actions
are:

  -- US$49,500,000 Class A-2 Senior Secured Floating Rate Notes
     Due 2039, Downgrade to B3; previously on 8/27/09 Downgraded
     to Ba1

  -- US$47,250,000 Class B Senior Secured Floating Rate Notes Due
     2039, Downgrade to Ca; previously on 8/27/09 Downgraded to
     Caa2

  -- US$18,375,000 Class C-1 Mezzanine Secured Floating Rate Notes
     Due 2039, Downgrade to C; previously on 2/4/09 Downgraded to
     Ca

  -- US$3,000,000 Class C-2 Mezzanine Secured Fixed Rate Notes Due
     2039, Downgrade to C; previously on 2/4/09 Downgraded to Ca

  -- US$13,000,000 Combination Securities Due 2039, Downgrade to
     C; previously on 2/4/09 Downgraded to Ca

ACA ABS 2004-1, Limited, is a collateralized debt obligation
issuance backed by a portfolio of primarily Residential Mortgage-
Backed Securities originated between 2002 and 2004.

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 an increase in the dollar amount of defaulted
securities, number of assets that are currently on review for
possible downgrade and failure of the coverage tests.  The
defaulted securities, as reported by the trustee, have increased
from $38.9 million in August 2009 to $45.3 million in March 2010.
Also, in April, the Moody's ratings of approximately $98.5 million
of pre-2005 RMBS within the underlying portfolio were placed on
review for possible downgrade as a result of Moody's updated loss
expected projections for certain RMBS.  In addition, the Trustee
reports that the transaction is currently failing its interest and
principal coverage tests.

Moody's explained that in arriving at the rating action noted
above, the ratings of subprime, Alt-A and Option-ARM RMBS which
are currently on review for possible downgrade were stressed.  For
purposes of monitoring its ratings of SF CDOs with exposure to
pre-2005 vintage RMBS, Moody's considered the various factors
indicating continued negative performance that were described in
Moody's press releases dated April 8 for subprime, April 12 for
Option-ARM and April 13 for Alt-A.  Such seasoned deals will have
varying stress based on RMBS asset type.

For pre-2005 Alt-A, Aaa rated securities were stressed by four
notches, Aa rated securities by six notches, and A or Baa rated
securities by nine notches.  Pre-2005 Option-ARM securities
currently rated Aaa were stressed by two notches, Aa and A by six
notches, and Baa by nine notches.

For pre-2005 subprime, Aaa and Aa rated securities were stressed
by two notches, A rated securities were stressed by six notches,
and Baa rated securities were stressed by nine notches.

All subprime, Alt-A and Option-ARM RMBS securities which
originated prior to 2005, are currently rated Ba or below, and are
also currently on review for possible downgrade have been stressed
to Ca.

Moody's further explained that these stresses are based on a
preliminary sample analysis of deals from a given vintage and
asset type, and that they will be utilized in its SF CDO rating
analysis while subprime, Alt-A and Option-ARM securities remain on
review for downgrade.  Current public ratings will be used for
securities that have undergone an in depth review by Moody's RMBS
team, and that are no longer on review for downgrade.

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.


ALLENTOWN AREA: S&P Downgrades Rating on $22.3 Mil. Bonds to 'B-'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating to 'B-'
from 'BB-' on the Allentown Area Hospital Authority, Pa.'s
$22.3 million series 2005 hospital bonds and the $5.8 million
series 1998A revenue bonds, issued for Sacred Heart Hospital of
Allentown.  The rating outlook is negative due to Sacred Heart's
volatile operations and declining overall financial position.
Standard & Poor's is also withdrawing the rating on Sacred Heart's
debt at management's request.

The 'B-' rating reflects Sacred Heart's financial performance
through its unaudited fiscal 2009 period and the first six months
of fiscal 2010 (interim period ended Dec. 31, 2009) -- audited
results were not publicly available at the time of this
publication and the financial information included in this report
did not include a conversation with management.  Sacred Heart's
operating margin of a negative 5.8% through fiscal 2009 was
greater than management's budgeted operating margin of a negative
3.2% for the year; however, it was improved over the negative 9.8%
operating margin realized in fiscal 2008.  Through the interim
period, Sacred Heart's operating margin weakened from fiscal 2009
results to a negative 8.8%.  Excess revenues over expenses through
fiscal 2009 reflected a negative margin of 5.4%, which generated
weak 0.3 x coverage of maximum annual debt service and Standard &
Poor's suspects the organization is likely facing a second year of
a debt service coverage covenant violation (fiscal 2008 coverage
resulted in a violation).

"The negative outlook reflects S&P's concerns about Sacred Heart's
weak operations and drop in utilization volume, as well as its
continued decline in liquidity," said Standard & Poor's credit
analyst Jennifer Soule.  "A continued decline in the
organization's financial profile, resulting in failure to meet
financial obligations and debt covenants may result in a lower
rating," said Ms. Soule.

If Sacred Heart were able to stabilize its operations and generate
positive cash flows, the outlook could possibly return to stable
over the next one two years.  Management has requested its bond
ratings be withdrawn.

Sacred Heart Hospital is licensed for 218 beds in Allentown, Pa.
The hospital's primary service area consists of center city
Allentown and the surrounding communities, where it derives 47% of
its inpatient admissions.


AMERICREDIT AUTOMOBILE: Moody's Assigns 'Ba3' Rating on E Notes
---------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to the
notes to be issued by AmeriCredit Automobile Receivables Trust
2010-2.

The complete rating actions are:

Issuer: AmeriCredit Automobile Receivables Trust 2010-2

  -- A-1 Notes, rated (P)Prime-1
  -- A-2 Notes, rated (P)Aaa
  -- A-3 Notes, rated (P)Aaa
  -- B Notes, rated (P)Aa1
  -- C Notes, rated (P) A1
  -- D Notes, rated (P) Baa3
  -- E Notes, rated (P) Ba3

Moody's said the ratings are based on the quality of the
underlying auto loans and their expected performance, the strength
of the structure, the availability of excess spread over the life
of the transaction, the experience and expertise of AmeriCredit
Financial Services, Inc., as servicer, and the backup servicing
arrangement with Aa2-rated Wells Fargo Bank, N.A.

Moody's median cumulative net loss expectation for the AMCAR 2010-
2 pool is 14.0% and total credit enhancement required to achieve
Aaa rating (i.e. Aaa proxy) is 42.0%.  The loss expectation was
based on an analysis of AmeriCredit's portfolio vintage
performance as well as performance of past securitizations, and
current expectations for future economic conditions.

The Assumption Volatility Score for this transaction is Low/Medium
versus a Medium for the sector.  This is driven by the a
Low/Medium assessment for Governance due to the strong back-up
servicing arrangement present in this transaction in addition to
the size and strength of AmeriCredit's servicing platform.

Moody's V Scores provide a relative assessment of the quality of
available credit information and the potential variability around
the various inputs to a rating determination.  The V Score ranks
transactions by the potential for significant rating changes owing
to uncertainty around the assumptions due to data quality,
historical performance, the level of disclosure, transaction
complexity, the modeling and the transaction governance that
underlie the ratings.  V Scores apply to the entire transaction
(rather than individual tranches).

Moody's Parameter Sensitivities: If the net loss used in
determining the initial rating were changed to 24%, 35.0%, or
40.0%, the initial model-indicated rating for the Class A notes
might change from Aaa to Aa1, A1, and A3, respectively; Class B
notes might change from Aa1 to Baa1, B2, and below B3,
respectively; Class C notes might change from A1 to Ba3, below B3,
and below B3, respectively; Class D notes might change from Baa3
to below B3 in all three scenarios; and Class E notes might change
from Ba3 to below B3 in all three scenarios.

Parameter Sensitivities are not intended to measure how the rating
of the security might migrate over time, rather they are designed
to provide a quantitative calculation of how the initial rating
might change if key input parameters used in the initial rating
process differed.  The analysis assumes that the deal has not
aged.  Parameter Sensitivities only reflect the ratings impact of
each scenario from a quantitative/model-indicated standpoint.
Qualitative factors are also taken into consideration in the
ratings process, so the actual ratings that would be assigned in
each case could vary from the information presented in the
Parameter Sensitivity analysis.


AMERICREDIT AUTOMOBILE: S&P Assigns Rating on $600 Mil. Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to AmeriCredit Automobile Receivables Trust 2010-2's
$600 million automobile receivables-backed notes.

The preliminary ratings are based on information as of May 10,
2010.  Subsequent information may result in the assignment of
final ratings that differ from the preliminary ratings.

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

* The availability of approximately 46.9%, 41.6%, 34.2%, 27.5%,
  and 20.7% of credit support for the class A, B, C, D, and E
  notes, respectively, based on stressed cash flow scenarios
  (including excess spread), which provide more than 3.50x, 3.00x,
  2.30x, 1.75x, and 1.50x S&P's 12.50%-13.00% expected cumulative
  net loss range commensurate with the assigned preliminary 'AAA',
  'AA', 'A', 'BBB', and 'BB' ratings, respectively.

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

* The credit enhancement in the form of subordination,

* overcollateralization, a reserve account, and excess spread;

* The timely interest and principal payments made under the
  stressed cash flow modeling scenarios, which are consistent with
  the assigned preliminary ratings;

* The collateral characteristics of the securitized pool of
  subprime automobile loans;

* AmeriCredit Corp.'s extensive securitization performance history
  going back to 1994; and

* The transaction's payment and legal structures.

                   Preliminary Ratings Assigned

          AmeriCredit Automobile Receivables Trust 2010-2

                                   Interest
  Class    Rating*     Type          rate          Amount(mil. $)*
  -----    -------     ----          --------      ---------------
  A-1      A-1+        Senior        Fixed            152.10
  A-2      AAA         Senior        Fixed            177.70
  A-3      AAA         Senior        Fixed             76.60
  B        AA          Subordinate   Fixed             52.80
  C        A           Subordinate   Fixed             65.60
  D        BBB         Subordinate   Fixed             60.80
  E        BB          Subordinate   Fixed             14.40

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


ASHLAND UNIVERSITY: Moody's Puts 'Ba1' Rating on $41.3 Mil. Bonds
-----------------------------------------------------------------
Moody's Investors Service has assigned an initial Ba1 rating to
Ashland University's $41.3 million of 2010 Ashland University
Project Revenue Bonds to be issued through the Ohio Higher
Educational Facility Commission.  The Series 2010 bonds will be
the University's only rated debt.  The rating outlook is stable.

Use Of Proceeds: Bond proceeds will be used to refinance a bank
loan (used to refund Ashland University's Series 2004 bonds), to
fund a debt service reserve fund, and to pay capitalized interest
and costs of issuance.

Legal Security: General obligation of the University.  There is a
debt service reserve fund.

Debt Structure And Interest Rate Derivatives: The debt structure
of the current offering is fixed rate.  The University intends to
terminate its variable-to-fixed rate swap agreement with a line of
credit, formerly associated with the Series 2004 bonds, at or
around the closing of the Series 2010 bond issue pending market
conditions.  As of June 30, 2009, the swap's current notional
amount was $27.7 million and the mark-to-market valuation was a
negative $1.4 million to the University.  Under the agreement, the
University pays a fixed rate of 3.39% and receives 71% of LIBOR.
The University also has a construction note agreement and two
revolving lines of credit.

                            Strengths

* Attractive campus with a good, but competitive market position
  as Ashland has experienced some volatility in its enrollment
  over the past five years.  However, freshmen applications have
  increased by 37% over that same period.  In fall 2009, the
  University enrolled 622 freshmen students up from 581 students
  in fall 2008.  Fall full-time equivalent enrollment grew to
  4,336 students.  For fall 2010, management projects a similar
  incoming class size as it enrolled in fall 2009.

* Consistently balanced to positive operating margins, as
  calculated by Moody's, with a three-year average operating
  margin of -0.2% from Fiscal Year 2007 to FY 2009 (Ba-rated
  private institutions FY 2008 median is -1.2%).  In FY 2009,
  Ashland's operating margin was positive at 0.1% compared to Ba-
  rated institutions FY 2008 median of -1.1%.  In FY 2009, the
  University had a good operating cash flow margin of 7.6%, which
  provides for adequate pro-forma maximum annual debt service
  coverage of 1.3 times.

* Favorable history of fundraising for capital projects with
  three-year average annual gift revenue of $13.7 million, which
  is high compared to Moody's FY 2008 median of $4.0 million for
  Ba-rated institutions.  Over the past five years, Ashland has
  utilized these funds to invest heavily in its campus facilities
  which have resulted in an attractive campus to draw students
  (capital spending ratio has averaged 4.1 times over the past 5
  years).

                           Challenges

* Very limited unrestricted liquidity with $3.6 million of
  unrestricted funds available within one month relative to a FY
  2009 expense base of $95.7 million, which translates into a very
  thin 14 days cash on hand.  The University also has a high
  dependence on operating lines of credit, which management has
  expressed a commitment to reducing its reliance on over the next
  five years.  There was $18.9 million outstanding on the lines as
  of 06/30/2009.

* Significant balance sheet leverage, as expendable financial
  resources provide thin coverage of pro-forma debt and operations
  at -0.05 times and -0.06 times, respectively in FY 2009.

* Long-term challenge in sustaining enrollment and growing net
  tuition revenue, as the University draws students mainly from
  Ohio and operates in Ohio's highly competitive market
  environment, a state that also is facing demographic challenges
  with projected declines of high school graduates over the next
  decade.

* High reliance on student charges, with tuition and auxiliary
  revenues comprising 85% of its revenue sources.  Decline of 1.1%
  in net tuition revenue in FY 2009 from FY 2008 with year over
  year declines from FY 2006 to FY 2009, which highlights the
  importance for Ashland to achieve enrollment targets and
  continue to increase net tuition revenue per student to maintain
  and improve operating performance.

                   Market/Competitive Strategy:
               Challenging Student Market Position;
              Operating In A Competitive Environment

Moody's believes that the University has a good market position,
but a meaningfully large core market challenge, as it operates in
a highly competitive student market and has experienced some
pressure on its student demand indicators over the past five
years.  Ashland University is a moderately-sized private
university, associated with the Brethren Church, that had an
enrollment of 4,336 full-time equivalent students in fall 2009.
The University is located in rural Ohio halfway between Cleveland
and Columbus.  The University offers undergraduate, graduate,
seminary and certificate programs, but is largely recognized for
its education program, one of the largest programs in Ohio.
Ashland gained university status in 1989 and serves a sizeable
graduate student population that comprises just over half of its
FTE students.

The University operates in a highly competitive student market as
one of more than fifty higher education institutions in the State
of Ohio, a state projecting demographic declines of high school
graduates over the next decade.  These factors present a dual
challenge to the University, as Ashland draws more than 90% of its
students from in-state and therefore competes with both private
and public institutions in Ohio.  The competitive market
environment is reflected in the University's rising tuition
discount, an indicator of an institution's pricing power, which
has risen five percentage points from FY 2005 to FY 2009.  Despite
a rising discount rate, Ashland has experienced a fairly steep
decline in its yield (the number of students who are accepted that
enroll) of nine percentage points to 22% in FY 2009 from a high of
31% in FY 2006.  Among Ashland's main competitors are Baldwin and
Wallace College (not rated by Moody's), Bowling Green State
University (A1), Mount Union College (A2), and The Ohio State
University (Aa1).

Over the past five years the University has experienced volatility
in its enrollment, but it has increased applications by 37% over
that same period.  It increased its incoming freshman class in
fall 2009 from fall 2008 to 622 students from 581 students that
correspondingly increased total FTE enrollment.  Ashland's ideal
incoming freshman class size is 600 to 625 students, which
management forecasts it will achieve for fall 2010.  Management's
main goals for enhancing its market position are to stabilize
enrollment, establish a more recognizable brand for the
University, and improve student quality to boost the retention
rate.  In order to achieve those goals, the University hired a
Vice President of Enrollment Management and Marketing.  The
University also is in the process of acquiring Med Central College
of Nursing (Med Central), which is located in Mansfield, Ohio
approximately 30 miles from the University that would add 380
students to Ashland's student population.  The parties are still
in negotiation, but the intent is that Med Central will transfer
to Ashland in the summer of 2010 and will be named the Ashland
University College of Nursing, effectively adding almost 400
additional students to the University's enrollment.

                      Operating Performance:
             Breakeven Operating Performance Provides
                  Adequate Debt Service Coverage

Moody's expects that Ashland will continue to generate close to
breakeven operating performance.  Key to long-term operating
performance will be Ashland's ability to grow net tuition revenue,
which declined 1.1% in FY 2009 from FY 2008.  Student tuition and
auxiliary fees are its primary revenue stream.  In FY 2009, 85% of
its revenue was derived from student fees.  The University's high
dependence on tuition and auxiliary fees highlights the importance
of continued growth of net tuition per student which has increased
moderately between FY 2006 and FY 2009, as well as net tuition
revenue by achieving its enrollment targets and carefully managing
its financial aid budget.  In FY 2009, Ashland's other revenue
sources include gifts (6%) and investment income (2%).

As calculated by Moody's, the University had a three-year average
operating margin of -0.2% from FY 2007 to FY 2009 (Ba-rated
institutions FY 2008 median is -1.2%).  In FY 2009, Ashland's
operating margin was 0.1% compared to Ba-rated institutions of
-1.1%.  Management has taken several expense reduction actions for
FY 2009 and FY 2010, which include the elimination of staff
positions, pay reductions, and strategic review of staff positions
that could be shifted to 9-month rather than 12-month terms.  The
University reports its operating performance is tracking better
for FY 2010 compared to FY 2009 and expects to produce a moderate
surplus.  For FY 2011, management is budgeting for breakeven
operating performance.  Operating cash flow is good with an
operating cash flow margin of 7.6% for FY 2009, which provides for
adequate pro-forma maximum annual debt service coverage of 1.3
times.

The University has a modest endowment of approximately
$28 million, as of February 28, 2010.  It spends no more than 5%
of the endowment pool and in FY 2009 distributed approximately
$385,000 due to investment losses, but estimates a $1 million
distribution in FY 2010.

                     Balance Sheet Position:
        Thin Liquidity And Reliance On Operating Lines Are
                       Key Credit Concern

Moody's believes that the University has extremely thin liquidity,
with $3.6 million of unrestricted funds available within one month
as of June 30, 2009, relative to a FY 2009 expense base of
$95.7 million, which translates into 14 days cash on hand.  June
30th is a low point in cash for Ashland, similar to most academic
institutions due to tuition collection schedules; however, the
University draws on lines of credit to support operating expenses
throughout the year.  Management's goal is to reduce its short-
term debt and limit its dependence on operating lines.  Ashland's
ability to increase its liquidity and reduce its dependence on
operating lines would bolster its credit profile.  As of June 30,
2009, there was $18.9 million outstanding on the lines of credit.

In FY 2009, total financial resources declined 39% to
$35.8 million from $58.9 million in FY 2008 and expendable
financial resources declined to -$5.5 million from $18.4 million
attributed to investment losses, as well as an interest rate swap
liability and accrued charitable gift annuity and trust
obligations.  Expendable financial resources to pro-forma debt and
operations are -0.05 times and -0.06 times, respectively.

In FY 2009, the University's endowment pool returned an investment
loss of 22.6%.  Ashland's endowment return was a positive 16.9%
for the first 9 months of FY 2010.  At the end of FY 2009, the
University's endowment of $26.2 million was allocated among hedge
funds (37.4%), domestic equity (22.6%), traditional fixed income
(17.1%), private equity (9.2%), international equity (8.8%), and
commodities and other alternatives (5.0%).  Moody's considers
these high allocations to alternative investments (37.4% in hedge
funds and 9.2% in private equity) unusual for an endowment of this
size and risky due to the lack of transparency and illiquidity of
these types of investments, given the University's modestly sized
endowment, thin liquidity, and staff resources to oversee the
investments.  The diversification of funds coupled with the use of
an investment consultant to assist with asset allocation selection
slightly mitigates the risk.

The University has been successful raising gifts for capital
projects.  Although the University's gift revenue declined to
$7.9 million in FY 2009 compared to previous years, the three-year
average annual gift revenue is high at $13.7 million compared to a
median of $4.0 million raised by Ba-rated institutions.  The
University has plans in the next two to three years to embark on a
comprehensive campaign that involves raising funds for its annual
fund, new construction, renovations, technology and equipment,
academic programs, endowment, and leadership development.  Moody's
anticipates that Ashland will produce favorable gift revenue when
it launches its campaign, which is expected to last five to seven
years.

The University has invested heavily in its campus over the past
five years, as demonstrated by a five-year average capital
spending ratio of 4.11 times.  In recent years, Ashland has
constructed new education and business school buildings and a
student recreation center, as well as renovated and added
classroom and office space to its science building.  Ashland
currently is completing construction of its athletic center
complex, of which it has raised $21.1 million of a $23 million
goal.  Although the University has a high age of plant of 13.3
years, the deferred maintenance is largely attributed to its
dormitories, which it has taken a phased renovation approach to
improve these facilities.  Moody's believes that Ashland's
investment in plant is important to attract and retain students.

Additional major capital plans include renovation of a building
for the Nursing School, pending successful outcome of the Med
Central negotiations, as well as a purchase of a downtown building
to convert to dormitories.  These projects are expected to be gift
funded.  Management reports no definitive borrowing plans in the
future until it has received pledges for these projects.  Since
the scope of these projects has not yet been determined, the
potential borrowing is therefore not fully factored into Moody's
rating.  However, significant borrowing without commensurate
growth in financial resources and revenue to pay debt service
could pressure the current outlook or rating.

                             Outlook

The stable outlook reflects Moody's expectation that Ashland will
maintain a stable market position and generate balanced operating
margins.

                What Could Change the Rating -- UP

Improvement of student market position demonstrated by net tuition
revenue growth and significant growth in liquidity, as well as
reduced reliance on operating lines.

               What Could Change the Rating -- DOWN

Deterioration in student market position due to shortfalls in
enrollment or net tuition revenue, rising reliance on operating
lines, or unexpected borrowing without commensurate growth of
financial resources.

Key Data And Ratios (FY 2009 financial information, Fall 2009
enrollment data):

* Total Enrollment: 4,336 full-time equivalent students

* Freshmen Selectivity Rate (Applicants Accepted): 80.2%

* Freshmen Matriculation Rate (Accepted Students Enrolled): 22.2%

* Net Tuition per Student: $14,417

* Expendable Financial Resources: -$5.5 million

* Total Financial Resources: $35.8 million

* Pro-Forma Direct Debt: $68.5 million

* Expendable Financial Resources to Pro-Forma Direct Debt: -0.05
  times

* Expendable Financial Resources to Operations: -0.06 times

* Monthly Liquidity: $3.5 million

* Monthly Days Cash on Hand (unrestricted funds available within 1
  month divided by operating expenses excluding depreciation,
  divided by 365 days): 14.3 days

* 3-Year Average Operating Margin: -0.2%

* Total Operating Revenues: $95.7 million

* Reliance on Student Charges (% of Operating Revenues): 84.8%

Rated Debt:

* Revenue Bonds, Series 2010: Ba1

The rating assigned to Ashland University was issued on Moody's
global rating scale.  Market participants should not view the
recalibration of municipal ratings as rating upgrades, but rather
as a recalibration of the ratings to a different rating scale.
This recalibration does not reflect an improvement in credit
quality or a change in Moody's credit opinion for rated municipal
debt issuers.

This is an initial rating for Ashland University.


ATRIUM V: Moody's Upgrades Ratings on Three Classes of Notes
------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Atrium V:

  -- US$51,500,000 Class B Deferrable Floating Rate Notes Due
     2020, Upgraded to Ba1; previously on August 6, 2009
     Downgraded to Ba2;

  -- US$32,500,000 Class C Deferrable Floating Rate Notes Due
     2020, Upgraded to B1; previously on March 12, 2010 Caa1
     Placed Under Review for Possible Upgrade;

  -- US$19,330,000 Class D Deferrable Floating Rate Notes Due
     2020, Upgraded to Caa2; previously on March 12, 2010 Ca
     Placed Under Review for Possible Upgrade.

According to Moody's, the rating actions taken on the notes result
primarily from improvement in the credit quality of the underlying
portfolio, an increase in the overcollateralization of the notes,
and reduction in the exposure to defaulted assets since the last
rating action on August 6, 2009.  These positive developments
coincide with reinvestment of principal repayments and sale
proceeds into substitute assets with higher par amounts and/or
higher ratings.

Improvement in credit quality is observed through improvement in
the average credit rating (as measured by the weighted average
rating factor).  In particular, as of the latest trustee report
dated April 15, 2010, the weighted average rating factor is 2907
compared to 2970 in July 2009.  Additionally, the dollar amount of
defaulted securities has decreased to about $22MM from
approximately $79MM in July 2009.  Moody's also took into
consideration a decrease in the proportion of securities with
negative outlooks.  Due to the impact of revised and updated key
assumptions referenced in "Moody's Approach to Rating
Collateralized Loan Obligations" and "Annual Sector Review (2009):
Global CLOs," key model inputs used by Moody's in its analysis,
such as par, weighted average rating factor, diversity score, and
weighted average recovery rate, may be different from the
trustee's reported numbers.

The overcollateralization ratios have increased since the last
rating action in August 2009.  The Class A, Class B, Class C, and
Class D overcollateralization ratios are reported at 121.14%,
113.08%, 108.53%, and 105.99%, respectively, versus July 2009
levels of 116.77%, 109.00%, 104.61%, and 102.16%, respectively,
and all related overcollateralization tests are currently in
compliance.

Atrium V, issued in July 2006, is a collateralized loan obligation
backed primarily by a portfolio of senior secured loans.


C-BASS CBO: Moody's Downgrades Ratings on Five Classes of Notes
---------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
ratings of five classes of notes issued by C-Bass CBO VIII, Ltd.
The notes affected by the rating actions are:

  -- US$26,600,000 Class A-2 Second Priority Senior Secured
     Floating Rate Notes Due November 2028; Downgraded to A2;
     Previously on September 6, 2009 Downgraded to A1

  -- US$18,350,000 Class B Third Priority Senior Secured Floating
     Rate Notes Due 2038, Downgraded to Ba1; Previously on
     September 6, 2009 Downgraded to Baa1

  -- US$20,700,000 Class C Fourth Priority Secured Floating Rate
     Deferrable Interest Notes Due 2038, Downgraded to Ca;
     Previously on September 6, 2009 Downgraded to Caa3

  -- US$12,000,000 Class D-1 Fifth Priority Secured Floating Rate
     Deferrable Interest Notes Due 2038, Downgraded to C;
     Previously on April 22, 2009 Downgraded to Ca

  -- US$4,950,000 Class D-2 Fifth Priority Secured Fixed Rate
     Deferrable Interest Notes Due 2038, Downgraded to C;
     Previously on April 22, 2009 Downgraded to Ca

C-Bass CBO VIII, Ltd., is a collateralized debt obligation
issuance backed primarily by a diversified portfolio of structured
finance securities.  Residential Mortgage-Backed Securities
comprise approximately 45% of the underlying portfolio which were
originated in 2003.

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 an increase in the dollar amount of defaulted
securities, failure of the coverage tests, and number of assets
that are currently on review for possible downgrade.  The dollar
amount of defaulted securities, as reported by the trustee, has
increased from $15.5 million in August 2009 to $43.5 million in
April 2010.  During the same time, the Class C and Class D
overcollateralization tests and the Class A/B, Class C and Class D
interest coverage tests began failing and are continuing to fail
their trigger levels.  On May 4, the most recent payment date,
interest was deferred from the Class C, D1 and D2 and principal
proceeds were used to partially cover the Class B interest
payment.  Additionally, in April 2010, the Moody's ratings of
approximately $25 million of pre-2005 RMBS within the underlying
portfolio were placed on review for possible downgrade as a result
of Moody's updated expected loss projections for certain RMBS.

Moody's explained that in arriving at the rating actions noted
above, the ratings of subprime, Alt-A and Option-ARM RMBS which
are currently on review for possible downgrade were stressed.  For
purposes of monitoring its ratings of SF CDOs with exposure to
pre-2005 vintage RMBS, Moody's considered the various factors
indicating continued negative performance that were described in
Moody's press releases dated April 8th for subprime, April 12 for
Option-ARM and April 13 for Alt-A.  Such seasoned deals will have
varying stress based on RMBS asset type.

For pre-2005 Alt-A, Aaa rated securities were stressed by four
notches, Aa rated securities by six notches, and A or Baa rated
securities by nine notches.  Pre-2005 Option-ARM securities
currently rated Aaa were stressed by two notches, Aa and A by six
notches, and Baa by nine notches.

For pre-2005 subprime, Aaa and Aa rated securities were stressed
by two notches, A rated securities were stressed by six notches,
and Baa rated securities were stressed by nine notches.

All subprime, Alt-A and Option-ARM RMBS securities which
originated prior to 2005, are currently rated Ba or below, and are
also currently on review for possible downgrade have been stressed
to Ca.

Moody's further explained that these stresses are based on a
preliminary sample analysis of deals from a given vintage and
asset type, and that they will be utilized in its SF CDO rating
analysis while subprime, Alt-A and Option-ARM securities remain on
review for downgrade.  Current public ratings will be used for
securities that have undergone an in depth review by Moody's RMBS
team, and that are no longer on review for downgrade.


CAPITALSOURCE REAL: S&P Downgrades Ratings on 12 2006-A Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 12
classes from CapitalSource Real Estate Loan Trust 2006-A, a
commercial real estate collateralized debt obligation transaction.
At the same time, S&P removed the lowered ratings from CreditWatch
negative.

The downgrades follow S&P's analysis of the transaction using its
updated U.S. CRE CDO criteria, which was the primary driver of
S&P's rating actions.  The downgrades also reflect S&P's estimated
asset-specific recovery rates for the 12 underlying loan assets
($198.7 million, 17.6% of the collateral pool) reported as
defaulted in the April trustee report.  S&P's analysis included a
review of the current credit characteristics of all of the
underlying collateral assets, as well as the transaction's
liability structure.

According to the April 14, 2010, trustee report, the transaction's
current asset pool included these:

* Sixty whole loans and senior participation loans
  ($1.106 billion, 98.2%); and

* Two subordinate interest loans ($20.5 million, 1.8%).

Standard & Poor's reviewed and updated credit estimates for all of
the nondefaulted loan assets.  S&P based the analyses on its
adjusted net cash flows, which S&P derived from the most recent
financial data provided by the collateral manager, Capital Source,
and the trustee, Wells Fargo Bank, N.A., as well as market and
valuation data from third-party providers.

According to the trustee report, the transaction includes 12
defaulted loan assets ($198.7 million, 17.6%).  Standard & Poor's
estimated asset-specific recovery rates for the loan assets
reported as defaulted, which ranged from 0% through 100%.  S&P
based the recovery rates on information from the collateral
manager, special servicer, and third-party data providers.  The
defaulted loan assets are:

* The First & Mission senior interest loan ($56.1 million, 4.9%);

* The Alta Glen Iris LP senior interest loan ($25.4 million,
  2.3%);

* The 370 Third Street senior interest loan ($18.9 million, 1.7%);

* The Coachman Beach Club senior interest loan ($17.3 million,
  1.5%);

* The AC Beach Development senior interest loan ($17.1 million,
  1.5%);

* The Four Seasons senior interest loan ($14.9 million, 1.3%);

* The Staybridge Suites senior interest loan ($13.3 million,
  1.2%);

* The Aventura Land Trust senior interest loan ($11.2 million,
  1.0%);

* The Rocking Horse Ranch senior interest loan ($10.8 million,
  1.0%);

* The SO 7 No. 3 Ltd. senior interest loan ($6.1 million, 0.5%);

* The McCrae Florence senior interest loan ($4.0 million, 0.4%);
  and

* The McCrae Chandler senior interest loan ($3.6 million, 0.3%).

According to the trustee report, the transaction is failing all
three par value ratio coverage tests but passing all interest
coverage tests.

Standard & Poor's analyzed the transaction and its underlying
collateral assets in accordance with S&P's current criteria.
S&P's analysis is consistent with the lowered ratings.

      Ratings Lowered And Removed From Creditwatch Negative

            CapitalSource Real Estate Loan Trust 2006-A
                       Floating-rate notes

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


CREDIT SUISSE: S&P Affirms Ratings on 18 2004-C2 Securities
-----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on 18
classes of commercial mortgage-backed securities from Credit
Suisse First Boston Mortgage Securities Corp.'s series 2004-C2 and
removed 13 of them from CreditWatch with negative implications.

S&P's analysis included a review of the credit characteristics of
all of the loans in the pool.  Using servicer-provided financial
information, S&P calculated an adjusted debt service coverage of
1.58x and a loan-to-value ratio of 78.1%.  S&P further stressed
the loans' cash flows under S&P's 'AAA' scenario to yield a
weighted average DSC of 1.25x and an LTV ratio of 97.4%.  The
implied defaults and loss severity under the 'AAA' scenario were
23.2% and 21.2%, respectively.  The DSC and LTV calculations S&P
noted above exclude 11 defeased loans ($142.6 million, 17.7%), two
($7.7 million, 1.0%) of the three specially serviced assets, and
one loan that S&P determined to be credit?impaired ($12.6 million,
1.6%).  S&P separately estimated losses for these three specially
serviced and credit-impaired assets and included them in S&P's
'AAA' scenario implied default and loss figures.

The affirmations of the ratings on the principal and interest
certificates reflect subordination levels that are consistent with
the outstanding ratings.  S&P affirmed its ratings on the classes
A-X and A-SP interest-only certificates based on its current
criteria.

                      Credit Considerations

As of the April 2010 remittance report, three assets
($63.3 million, 7.9%) in the pool were with the special servicer,
LNR Partners Inc., including one of the top 10 loans.  The payment
status of the specially serviced assets is: one is 90-plus days
delinquent ($4.9 million, 0.6%), one is 30 days delinquent
($2.8 million, 0.4%), and one is current ($55.7 million, 6.9%).
Two of the specially serviced assets have appraisal reduction
amounts in effect totaling $1.7 million.

The Valley Hills Mall loan ($55.7 million, 6.9%) is the third-
largest real estate exposure in the pool and is secured by 293,670
sq. ft. of a 935,839-sq.-ft. regional mall in Hickory, N.C.
General Growth Properties owns the asset, which was transferred to
LNR on April 23, 2009, following GGP's bankruptcy filing on
April 16, 2009.  On Dec. 15, 2009, the bankruptcy court confirmed
a modification plan for 85 GGP loans, including this loan.  LNR
has confirmed that the maturity date of this loan was extended
until March 4, 2016.  For year-end 2008, reported DSC was 2.05x,
and occupancy was 87.8% as of March 2009.  At issuance, DSC was
1.98x and occupancy was 92.0%.

The two remaining specially serviced loans have balances that
individually represent less then 1.0% of the total pool balance.
S&P estimated losses for these two assets, resulting in a weighted
average loss severity of 15.2%.  Both loans have experienced a
decline in performance and were transferred to the special
servicer due to imminent default.  The most recent DSC available
for the two properties was above 1.00x.  Alana Woods Apartments
had a year-to-date September 2009 DSC of 1.20x with an occupancy
of 93.5%.  Meridian Center had a year-end 2008 DSC of 1.41x with
an occupancy of 100%.

In addition to the specially serviced assets, S&P has determined
the Stancliff Park Apartments loan ($12.6 million; 1.6%) to be
credit-impaired.  The loan is secured by a 400-unit multifamily
property in Houston, Texas.  The year-end 2009 DSC was 1.07x.  The
loan is now 60 days delinquent, and the borrower has been
nonresponsive to request from the master servicer.  As a result,
S&P views this loan to be at increased risk of default and loss.

Two loans totaling $79.7 million (8.3%) were previously with the
special servicer and have since been returned to the master
servicer.  Pursuant to the transaction documents, the special
servicer is entitled to a workout fee that is a percentage of all
future principal and interest payments.  Both top 10 loans have a
1.00% fee; the collection of the fee could, in S&P's opinion,
prompt sizeable shortfalls if the loans are paid off at maturity.
In addition, LNR has indicated that it will be collecting the
1.00% workout fee for the Valley Hills Mall loan, the GGP asset
($55.7 million, 6.9%), once it is returned to the master servicer,
pursuant to the transaction documents.

                       Transaction Summary

As of the April 2010 remittance report, the collateral pool
balance was $806.0 million, which is 83.4% of the balance at
issuance.  The pool includes 92 loans, down from 109 at issuance.
As of the April 2010 remittance report, the master servicer,
KeyBank Real Estate Capital, provided financial information for
99.8% of the pool; 87.3% of the servicer-provided information was
full-year 2009 or interim 2009 data.  S&P calculated a weighted
average DSC of 1.57x for the nondefeased loans in the pool based
on the reported figures.  S&P's adjusted DSC and LTV were 1.58x
and 78.1%, respectively, which excludes 11 defeased loans
($142.6 million, 17.7%), two ($7.7 million, 1.0%) of the three
specially serviced assets, and one loan that S&P determined to be
Credit-impaired ($12.6 million, 1.6%).  S&P estimated losses
separately for these three specially serviced and credit-impaired
assets.  If S&P included the specially serviced and credit-
impaired assets in its calculation, S&P's adjusted DSC would be
1.57x.  Seventeen loans ($68.3 million, 8.5%) are on the master
servicer's watchlist.  Fourteen loans ($59.5 million, 7.4%) have a
reported DSC below 1.10x, and 10 of these loans ($31.1 million,
3.9%) have a reported DSC of less than 1.0x.  The transaction has
experienced four losses totaling $766,098 to date.

                     Summary of Top 10 Loans

The top 10 exposures have an aggregate outstanding trust balance
of $391.3 million (48.6%).  Using servicer-reported numbers, S&P
calculated a weighted average DSC of 1.71x for the top 10 loans.
As of the April 2010 remittance report, one of the top 10 loans is
with the special servicer and was discussed above, and none of the
top 10 loans appear on the master's watchlist.  S&P's adjusted DSC
and LTV for the top 10 loans are 1.68x and 75.2%, respectively.

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

      Ratings Affirmed And Removed From Creditwatch Negative

       Credit Suisse First Boston Mortgage Securities Corp.
   Commercial mortgage pass-through certificates series 2004-C2

                 Rating
                 ------
     Class     To      From            Credit enhancement (%)
     -----     --      ----            ----------------------
     B         AA      AA/Watch Neg                     13.10
     C         AA-     AA-/Watch Neg                    11.75
     D         A       A/Watch Neg                       9.20
     E         A-      A-/Watch Neg                      8.00
     F         BBB+    BBB+/Watch Neg                    6.80
     G         BBB     BBB/Watch Neg                     5.60
     H         BBB-    BBB-/Watch Neg                    4.25
     J         BB+     BB+/Watch Neg                     3.50
     K         BB      BB/Watch Neg                      3.05
     L         BB-     BB-/Watch Neg                     2.60
     M         B+      B+/Watch Neg                      1.85
     N         B       B/Watch Neg                       1.55
     O         B-      B-/Watch Neg                      1.40

                        Ratings Affirmed

       Credit Suisse First Boston Mortgage Securities Corp.
   Commercial mortgage pass-through certificates series 2004-C2

           Class     Rating      Credit enhancement (%)
           -----     ------      ----------------------
           A-1       AAA                          16.40
           A-1A      AAA                          16.40
           A-2       AAA                          16.40
           A-X       AAA                            N/A
           A-SP      AAA                            N/A

                      N/A - Not applicable.


CRYSTAL RIVER: S&P Downgrades Ratings on Two Classes of Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on two
classes from Crystal River Resecuritization 2006-1 Ltd., a
commercial real estate collateralized debt obligation transaction,
and removed them from CreditWatch negative.  At the same time, S&P
affirmed its 'CCC-' ratings on eight other classes from the same
transaction.

The rating actions follow S&P's analysis of the transaction and
its cash flow following an event of default.  S&P lowered the
rating on the class B notes to 'D' because the nondeferrable class
did not receive full interest according to the trustee remittance
report dated April 22, 2010.  According to a notice S&P received
from the trustee, Wells Fargo N.A., class B not receiving full
interest caused an event of default.  Additionally, the deferrable
classes subordinate to class B did not receive interest per the
trustee remittance report.

The rating actions also reflect S&P's analysis of Crystal River
2006-1 following the downgrade or lowered credit estimates of 16
commercial mortgage-backed securities certificates that
collateralize Crystal River 2006-1.  The CMBS certificates are
from eight CMBS transactions and total $96.4 million (25% of total
asset balance).  None of the 71 CMBS certificates ($388.4 million,
100%) collateralizing Crystal River 2006-1 have ratings on
CreditWatch, and all of the credit estimates are consistent with
'CCC-' rated obligations or lower.

According to the most recent trustee report, the 71 certificate
classes collateralizing Crystal River 2006-1 are from 32 distinct
transactions issued from 2002 through 2007.  Crystal River 2006-1
has exposure to these CMBS that Standard & Poor's has downgraded
or lowered S&P's credit estimates on:

* Bear Stearns Commercial Mortgage Securities Trust 2006-PWR13
  (classes H through O; $38 million, 9.8%);

* COMM 2006-C8 (classes K, L, and M; $14.5 million, 3.7%);

* CD 2005-C1 Commercial Mortgage Trust (class J; $10 million,
  2.6%); and

* Credit Suisse First Boston Mortgage Securities Corp's series
  2005-C6 (class H; $10 million, 2.6%).

The trustee delivered an EOD notice on April 30, 2010, which noted
that Crystal River 2006-1 had experienced an EOD under section 5.1
(a) of its indenture.  The notice indicated that there was a
default in the payment of interest accrued on the class B notes.
This default in payment continued for a period of four business
days, which the trustee stated resulted in an EOD.

The liquidity interruption resulted from the failure of the
underlying CMBS to produce sufficient interest proceeds to pay the
full interest amount due to the nondeferrable interest class B.
According to the trustee's remittance reports, the amount of
interest available each month from the collateral has steadily
declined in each of the past six months: the amount declined from
$1.5 million in November 2009 to $1.1 million in April 2010.

Standard & Poor's analyzed the transaction and its underlying
collateral assets in accordance with S&P's current criteria.
S&P's analysis is consistent with the lowered and affirmed
ratings.

      Ratings Lowered And Removed From Creditwatch Negative

            Crystal River Resecuritization 2006-1 Ltd.

                              Rating
                              ------
            Class    To                   From
            -----    --                   ----
            A        B-                   B/Watch Neg
            B        D                    CCC/Watch Neg

                         Ratings Affirmed

            Crystal River Resecuritization 2006-1 Ltd.

                          Class    Rating
                          -----    ------
                          C        CCC-
                          D        CCC-
                          E        CCC-
                          F        CCC-
                          G        CCC-
                          H        CCC-
                          J        CCC-
                          K        CCC-


DENALI CAPITAL: Moody's Upgrades Ratings on Various Classes
-----------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Denali Capital CLO IV, Ltd.:

  -- US$312,000,000 Class A Senior Secured Notes due 2016 (current
     balance of $277,004,964), Upgraded to Aa2; previously on
     June 15, 2009 Downgraded to Aa3;

  -- US$26,000,000 Class B Senior Secured Deferrable Interest
     Notes due 2016, Upgraded to Baa3; previously on March 18,
     2009 Downgraded to Ba1;

  -- US$22,000,000 Class C Senior Secured Deferrable Interest
     Notes due 2016, Upgraded to B1; previously on June 15, 2009
     Downgraded to B2;

  -- US$8,000,000 Class D Subordinated Secured Deferrable Interest
     Notes Due 2016 (current balance of $4,404,961), Upgraded to
     Caa2; previously on March 12, 2010 Ca Placed Under Review for
     Possible Upgrade;

  -- Class 2 Composite Securities due 2016 (current balance of
     $6,804,743), Upgraded to Ba2; previously on June 15, 2009
     Downgraded to Ba3;

  -- Class 3 Composite Securities due 2016 (current balance of
     $568,745), Upgraded to Caa2; previously on June 15, 2009
     Downgraded to Ca;

  -- Class 4 Composite Securities due 2016 (current balance of
     $2,357,751), Upgraded to Ba3; previously on June 15 2009
     Downgraded to B1.

According to Moody's, the rating actions taken on the notes result
primarily from improvement in the credit quality of the underlying
portfolio and an increase in the overcollateralization of the
notes since the last rating action in June 2009.  The notes also
benefited from the delevering of the Class A notes, which have
paid down by approximately $27.2MM since the last rating action,
accounting for roughly 9% of the total Class A notes' outstanding
balance reported in June 2009.  Moody's expects delevering to
continue when the deal approaches the end of the reinvestment
period in September 2010.

Improvement in the credit quality is observed through an
improvement in the average credit rating (as measured by the
weighted average rating factor) and a decrease in the dollar
amount of defaulted securities.  In particular, as of the latest
trustee report dated April 9, 2010, the weighted average rating
factor is 2820 compared to 2990 in June 2009.  Based on the same
report, the dollar amount of defaulted securities has decreased to
about $7.7MM from approximately $28.6MM in June 2009.
Additionally, the overcollateralization ratios have increased
since the last rating action in June 2009.  The Class A, Class B,
Class C, and Class D overcollateralization ratios are reported at
123.57%, 112.97%, 105.32% and 103.91%, respectively, versus June
2009 levels of 117.4%, 108.16%, 101.4%, and 100.1%, respectively.
All related overcollateralization tests are currently in
compliance.  In addition, the Class D notes have benefited from a
turbo feature whereby 20% of excess interest is diverted to
delever the Class D principal amount junior in the priority of
payments.  Moody's notes that the Class D notes are no longer
deferring interest and all deferred interest has been repaid.  Due
to the impact of revised and updated key assumptions referenced in
"Moody's Approach to Rating Collateralized Loan Obligations" and
"Annual Sector Review (2009): Global CLOs," key model inputs used
by Moody's in its analysis, such as par, weighted average rating
factor, diversity score, and weighted average recovery rate, may
be different from the trustee's reported numbers.

The rating actions taken on the Class 2 Composite Securities,
Class 3 Composite Securities, and Class 4 Composite Securities
reflect the rating upgrade of the notes' underlying components, in
particular, the Class A notes and Class C notes.  The rating
actions also reflect the higher likelihood of cash flows to the
Class E-1 Junior Subordinated Notes as a result of the renewed
compliance of the overcollateralization tests and the high excess
spread in the transaction.

Denali Capital CLO IV, Ltd., issued in August 25, 2004, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.


EATON VANCE: Moody's Downgrades Rating on Class IV Notes to 'C'
---------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
rating of these notes issued by Eaton Vance CDO, Limited:

  -- US$33,000,000 Class IV Mezzanine Secured Fixed Rate Notes due
     2011 (current balance of $48,109,729), Downgraded to C;
     previously on July 26, 2002 Downgraded to Ca.

According to Moody's, the rating action taken on the notes
reflects Moody's concerns about the insufficient collateralization
of the notes.  In particular, the Class III/IV Mezzanine Par Value
Ratio was reported at 5.04% versus a test level of 106.95%, based
on the most recent trustee report, dated April 12, 2010.  In
relation to this, on March 17, 2010, the trustee provided notice
of the occurrence of an event of default resulting from failure to
maintain collateralization in an amount at least equal to 100% of
the outstanding Class III note balance.  Moody's believes that
there is a high likelihood that the issuer will default on its
obligation to repay the current outstanding balance of the Class
IV notes at their maturity, and that such a default will result in
little prospect of recovery for holders of the notes.

Eaton Vance CDO, Limited, issued in August of 2009, is a
collateralized bond obligation backed primarily by a portfolio of
senior unsecured bonds.


G-FORCE 2005-RR: Fitch Downgrades Ratings on 10 Classes of Notes
----------------------------------------------------------------
Fitch Ratings has downgraded 10 classes issued by G-Force 2005-RR
LLC as a result of increased interest shortfalls and losses to the
underlying commercial mortgage backed securities.  Five classes
were affirmed due to adequate credit enhancement to their
respective current ratings.

Since Fitch's last rating action in January 2009, approximately
30.5% of the portfolio has been downgraded.  Currently, 4.7% is
on Rating Watch Negative.  Approximately 54.5% of the portfolio
has a Fitch derived rating below investment grade; 15.5% has a
rating in the 'CCC' category and below.  The CDO has experienced
$8.2 million in losses to date, including $1.5 million since the
last review.  The A-1 notes have paid down $51.8 million since
issuance.

This transaction was analyzed under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Portfolio Credit Model for projecting future default levels
for the underlying portfolio.  The degree of correlated default
risk of this collateral is high given the CMBS and vintage
concentrations.  The credit enhancement to the class A-1/A-2 and B
through D notes is consistent with the 'BBB' and 'B' category
rating loss rates generated by PCM, respectively.  Similarly, the
credit enhancement to classes E and F is consistent with the 'CCC'
category rating loss rates.

Further, in its review, Fitch analyzed the structure's sensitivity
to the default of the distressed collateral ('CCC' category and
lower) and assets that are experiencing interest shortfalls (16.5%
of the portfolio).  Given the high probability of default of the
underlying assets and the expected limited recovery prospects upon
default, classes G through J have been downgraded to 'CC',
indicating default is probable.

For classes K through N, Fitch assigned the ratings based on the
classes' current or likely future interest-shortfalls that are
unlikely to be recouped.  As of the April 22, 2010 trustee report,
class K received a partial interest payment and classes L through
N are not receiving current interest.  Fitch believes that for
these classes default is inevitable because Fitch does not expect
interest to be recovered on these classes.  As such, classes K
through N have been downgraded to 'C'.

The Negative Rating Outlook on the class A-1 through D notes
reflects Fitch's expectation that underlying CMBS loans will
continue to face refinance risk and maturity defaults.  Fitch also
assigned Loss Severity ratings to the notes.  The LS ratings
indicate each tranche's potential loss severity given default, as
evidenced by the ratio of tranche size to the expected loss for
the collateral under the 'B' stress.  The LS rating should always
be considered in conjunction with probability of default indicated
by a class' long-term credit rating.


G-FORCE 2005-RR is backed by 39 tranches from 14 CMBS transactions
and is considered a CMBS B-piece resecuritization (also referred
to as first loss CRE CDO/ReREMIC) as it includes the most junior
bonds of CMBS transactions.  The transaction closed Feb. 22, 2005.

Fitch has downgraded, assigned LS ratings and revised Outlooks for
these classes as indicated:

  -- $25,144,000 class C to 'B/LS5' from 'B+'; Outlook to Negative
     from Stable;

  -- $16,972,000 class E to 'CCC' from 'B-';

  -- $8,172,000 class F to 'CCC' from 'B-';

  -- $10,686,000 class G to 'CC' from 'B-';

  -- $14,457,000 class H to 'CC' from 'CCC';

  -- $6,286,000 class J to 'CC' from 'CCC';

  -- $5,658,000 class K to 'C' from 'CC';

  -- $7,543,000 class L to 'C' from 'CC';

  -- $4,400,000 class M to 'C' from 'CC';

  -- $5,029,000 class N to 'C' from 'CC'.

Fitch does not assign Outlooks to classes rated 'CCC' or lower.
Prior to the downgrades the Outlooks for classes E, F, and G were
Stable.

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

  -- $438,976,397 class X * at 'BBB-'; Outlook to Negative from
     Stable;

  -- $45,237,732 class A-1 at 'BBB-/LS3'; Outlook to Negative from
     Stable;

  -- $219,954,000 class A-2 at 'BBB-/LS3'; Outlook to Negative
     from Stable;

  -- $40,230,000 class B at 'B+/LS5'; Outlook to Negative from
     Stable;

  -- $5,029,000 class D at 'B/LS5'; Outlook to Negative from
     Stable.


G-FORCE CDO: S&P Downgrades Ratings on Six Classes of Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on six
classes from G-Force CDO 2006-1 Ltd., a commercial real estate
collateralized debt obligation transaction.  Five of the lowered
ratings remain on CreditWatch with negative implications.  In
addition, S&P affirmed four other ratings at 'CCC-', and two other
ratings remain on CreditWatch negative.

The rating actions reflect S&P's analysis of the transaction
following the downgrade of nine certificates that collateralize
G-Force 2006-1.  The downgraded certificates are from four
transactions with a total outstanding principal balance of
$104.2 million (15% of total asset balance).

The downgrades also reflect S&P's analysis of the transaction's
cash flow following its review of the April 26, 2010, remittance
report, which noted that the nondeferrable class D certificates
were not receiving full interest.  S&P consequently downgraded
class D to 'D' due to the interest payment interruption.  S&P
considered G-Force 2006-1's susceptibility to future liquidity
interruptions in its analysis of the five other classes S&P
downgraded.  Additionally, the classes subordinate to class D did
not receive interest according to the April 26, 2010, remittance
report.  S&P previously lowered the nondeferrable class E rating
to 'D' following its first interest payment interruption, which
caused an event of default in the transaction per trustee notice.
S&P affirmed its 'CCC-' ratings on the deferrable classes
subordinate to class E.

Seven ratings remain on CreditWatch negative primarily to reflect
G-Force 2006-1's exposure to underlying collateral with ratings on
CreditWatch negative ($91.2 million, 13.1% of the collateral).

According to the April 26, 2010, trustee report, the transaction's
current assets included 81 classes ($608.1 million, 87.5%) of CMBS
pass-through certificates from 38 distinct transactions issued
between 1997 and 2006.  The current assets also included six
classes ($70.3 million, 10.1%) from G-FORCE 2005-RR2 Trust, which
is a CMBS resecuritization, as well as two CRE loans
($16.8 million, 2.4%).  The aggregate principal balance of the
assets totaled $695.2 million.  Interest shortfalls are affecting
16 certificates from 10 transactions collateralizing G-Force 2006-
1 according to the trustee remittance report.  G-Force 2006-1 has
exposure to these certificates that Standard & Poor's has
downgraded:

* G-Force 2005-RR2 Trust (class J, K, L, and M; $47.4 million,
  6.8%);

* CD 2005-C1 Commercial Mortgage Trust (class AJ; $20 million,
  2.9%); and

* ML-CFC Commercial Mortgage Trust 2006-2 (class AJ; $20 million,
  2.9%).

S&P will update or resolve its CreditWatch placements on G-Force
2006-1 following the CreditWatch resolutions of the underlying
collateral.

      Ratings Lowered And Remaining On Creditwatch Negative

                     G-Force CDO 2006-1 Ltd.
                               CDOs

                             Rating
                             ------
           Class    To                   From
           -----    --                   ----
           SSFL     AA-/Watch Neg        AAA/Watch Neg
           A-3      BBB+/Watch Neg       AA/Watch Neg
           JRFL     BBB+/Watch Neg       AA/Watch Neg
           B        BB-/Watch Neg        BBB+/Watch Neg
           C        B+/Watch Neg         BBB/Watch Neg

       Rating Lowered And Removed From Creditwatch Negative

                     G-Force CDO 2006-1 Ltd.
                               CDOs

                             Rating
                             ------
           Class    To                   From
           -----    --                   ----
           D        D                    BB+/Watch Neg

                         Ratings Affirmed

                     G-Force CDO 2006-1 Ltd.
                               CDOs

                         Class    Rating
                         -----    ------
                         F        CCC-
                         G        CCC-
                         H        CCC-
                         J        CCC-

            Ratings Remaining On Creditwatch Negative

                     G-Force CDO 2006-1 Ltd.
                               CDOs

                     Class    Rating
                     -----    ------
                     A-1      AAA/Watch Neg
                     A-2      AAA/Watch Neg


GEMSTONE CDO: Moody's Downgrades Ratings on Four Classes of Notes
-----------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
ratings of four classes of notes issued Gemstone CDO Ltd. The
notes affected by the rating action are:

  -- US$143,000,000 Class A-1 Floating Rate Notes Due 2034,
     Downgraded to B3; previously on October 19, 2009 Downgraded
     to Ba3;

  -- US$160,000,000 Class A-2 Floating Rate Notes Due 2034,
     Downgraded to Ba2; previously on October 19, 2009 Downgraded
     to Baa2;

  -- US$40,000,000 Class A-3 Floating Rate Notes Due 2034,
     Downgraded to Caa1; previously on October 19, 2009 Downgraded
     to B1;

  -- US$25,000,000 Class B Floating Rate Notes Due 2034,
     Downgraded to Ca; previously on October 19, 2009 Downgraded
     to Caa3.

Gemstone CDO Ltd. is a collateralized debt obligation issuance
backed by a portfolio of primarily Residential Mortgage Backed
Securities with the majority originated in 2004.

According to Moody's, the rating downgrade action is 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), a failure of coverage tests, and number of assets that
are currently on review for possible downgrade.  The weighted
average rating factor, as reported by the trustee, has increased
from 1393 in October 2009 to 1469 in April 2010.  During the same
time, the Class A overcollateralization ratio decreased from
121.5% to 117.6% and the Class C coverage test is currently
failing.  Also, in April 2010, the Moody's ratings of
approximately $54.5 million of pre-2005 RMBS (approximately 55.6%
of performing par) within the underlying portfolio were placed on
review for possible downgrade as a result of Moody's updated
expected loss projections applicable to certain RMBS.

Moody's explained that in arriving at the rating actions noted
above, the ratings of subprime, Alt-A and Option-ARM RMBS which
are currently on review for possible downgrade were stressed.  For
purposes of monitoring its ratings of SF CDOs with exposure to
pre-2005 vintage RMBS, Moody's considered the various factors
indicating continued negative performance that were described in
Moody's press releases dated April 8th for subprime, April 12th
for Option-ARM and April 13th for Alt-A.  Such seasoned deals will
have varying stress based on RMBS asset type.

For pre-2005 Alt-A, Aaa rated securities were stressed by four
notches, Aa rated securities by six notches, and A or Baa rated
securities by nine notches.  Pre-2005 Option-ARM securities
currently rated Aaa were stressed by two notches, Aa and A by six
notches, and Baa by nine notches.

For pre-2005 subprime, Aaa and Aa rated securities were stressed
by two notches, A rated securities were stressed by six notches,
and Baa rated securities were stressed by nine notches.

All subprime, Alt-A and Option-ARM RMBS securities which
originated prior to 2005, are currently rated Ba or below, and are
also currently on review for possible downgrade have been stressed
to Ca.

Moody's further explained that these stresses are based on a
preliminary sample analysis of deals from a given vintage and
asset type, and that they will be utilized in its SF CDO rating
analysis while subprime, Alt-A and Option-ARM securities remain on
review for downgrade.  Current public ratings will be used for
securities that have undergone an in depth review by Moody's RMBS
team, and that are no longer on review for downgrade.

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.


GMAC COMMERCIAL: S&P Downgrades Ratings on Five 2002-C1 Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on five
classes of commercial mortgage-backed securities from GMAC
Commercial Mortgage Securities Inc.'s series 2002-C1 and removed
them from CreditWatch with negative implications.  In addition,
S&P affirmed its ratings on 11 other classes from the same
transaction and removed five of them from CreditWatch with
negative implications.

The downgrades follow S&P's analysis of the transaction using its
U.S. conduit and fusion CMBS criteria.  The downgrades also
reflect credit support erosion S&P anticipates will occur upon the
eventual resolution of the transaction's four specially serviced
assets, as well as potential losses associated with six loans that
S&P determined to be credit-impaired.  S&P's analysis included a
review of the credit characteristics of all of the assets in the
pool.  Using servicer-provided financial information, S&P
calculated an adjusted debt service coverage of 1.48x and a loan-
to-value ratio of 66.7%.  S&P further stressed the loans' cash
flows under S&P's 'AAA' scenario to yield a weighted average DSC
of 1.26x and an LTV ratio of 84.0%.  The implied defaults and loss
severity under the 'AAA' scenario were 23.3% and 17.4%,
respectively.  All of the DSC and LTV calculations S&P noted above
exclude 29 ($197.0 million, 33.8%) defeased loans, four
($31.1 million, 5.3%) specially serviced assets, and six
($26.9 million, 4.6%) assets that S&P determined to be credit-
impaired.  S&P separately estimated losses for the specially
serviced and credit-impaired assets and included them in S&P's
'AAA' scenario implied default and loss figures.

The affirmations of S&P's ratings on the principal and interest
certificates reflect subordination levels that are consistent with
the outstanding ratings.  S&P affirmed its rating on the class X-1
interest-only certificate based on its current criteria.

                      Credit Considerations

As of the April 2010 remittance report, four ($31.1 million, 5.3%)
assets in the pool were with the special servicer, Berkadia
Commercial Mortgage LLC.  The payment status of the specially
serviced assets is: one ($3.6 million, 0.6%) is real estate owned,
two ($24.5 million, 4.2%) are 90-plus days delinquent, and one
($3.0 million, 0.5%) is 30 days delinquent.  Two of the specially
serviced assets have appraisal reduction amounts in effect
totaling $7.6 million.

The Tempe City Center loan ($15.5 million total exposure, 2.7%) is
the fourth-largest exposure in the pool and the largest asset with
the special servicer.  The loan is secured by 163,814 sq. ft. of
office space in Tempe, Ariz.  The loan was transferred to the
special servicer on June 12, 2009, due to imminent payment
default.  As of December 2008, the reported DSC was 0.72x, down
from 1.30x at issuance.  As of June 2009, the reported occupancy
was 66.5%, down from 94.0% at issuance.  According to the special
servicer, the borrower can no longer fund the loan's debt service
shortfalls.  There is a $7.6 million ARA in effect.  S&P expects a
significant loss upon the eventual resolution of this loan.

The Crown Commerce Center loan ($11.5 million, 2.0%) is the 10th-
largest exposure in the pool and the second-largest loan with the
special servicer.  The loan is secured by a 244,501-sq.-ft.
industrial property in Los Angeles.  The loan was transferred to
the special servicer on March 27, 2009, due to payment default.
According to the special servicer, the underlying borrower entity,
Meruelo Maddux Properties Inc., filed for Chapter 11 bankruptcy on
the same date.  Recent financial and occupancy data for the asset
were not available as of the April 2010 remittance report.  S&P
expects a moderate loss upon the eventual resolution of this loan.

The King James Park II asset ($4.2 million, 0.7%) is the third-
largest asset with the special servicer.  The exposure is secured
by 63,867 sq. ft. of office space in Westlake, Ohio.  The asset
was transferred to the special servicer on Feb. 7, 2008, and is
classified as REO.  The property is currently 100% vacant, and
recent financial data is not available for the asset.  According
to the special servicer, it has approved a sale of the property,
and the contract is currently being negotiated.  Berkadia
anticipates closing to occur in May 2010.  The master servicer,
also Berkadia, has made a nonrecoverable advance determination in
connection with this asset.  S&P expects a significant loss upon
the eventual resolution of this asset.

The Royal Oak Apartments loan ($3.0 million, 0.5%) is the fourth-
largest asset with the special servicer.  The loan is secured by
an 87-unit multifamily property in Royal Oak, Mich.  The loan was
transferred to the special servicer on March 2, 2009, due to
payment default.  The property was 85.0% occupied as of March
2010, and recent financial data is not available for the asset.
According to the special servicer, a forbearance agreement is
being negotiated; however, no agreement has been reached as of
this date.  There is a $34,426 ARA in effect.  If a forbearance
agreement is not reached, S&P would expect a moderate loss upon
the resolution of this loan.

In addition to the specially serviced assets, S&P determined six
($26.9 million; 4.6%) loans to be credit-impaired.  The largest of
these is the Parkaire Landing Shopping Center loan ($10.6 million,
1.8%), which is the ninth-largest exposure in the pool.  The loan
is secured by a 158,681-sq.-ft. retail center in Marietta, Ga.
DSC and occupancy were 0.85x and 62.0%, as of December 2009 and
April 2010, respectively.  These are down from the issuance DSC
and occupancy figures, which were 1.32x and 96.0%, respectively.
The loan appears on the master servicer's watchlist due to the
decline in DSC and occupancy.  According to the master servicer,
the local rental market suffers from an oversupply of retail
space, leading to high vacancy and extensive use of concessions.
Given the property's declining performance and low occupancy, S&P
considers this loan to be at an increased risk of default and
loss.

The remaining five assets that S&P determined to be credit-
impaired have balances that individually represent less than 1.0%
of the total pool balance.  Each of these assets has experienced a
decline in performance since issuance, as indicated by the DSC.
The current weighted average DSC for these assets is 0.18x, down
from 1.31x at issuance.  As a result, S&P also views these loans
to be at an increased risk of default and loss.

S&P's analysis also considered the transaction's near-term
maturities.  By balance, 54.6% of the loans mature by the end of
2011, excluding defeased loans and assets with the special
servicer.

                        Transaction Summary

As of the April 2010 remittance report, the collateral pool had
an aggregate trust balance of $583.6 million, down from
$710.1 million at issuance.  The pool includes 96 assets, down
from 108 at issuance.  The master servicer provided full-year
2008, interim-2009, or full-year 2009 financial information for
93.3% of the nondefeased assets in the pool.  S&P calculated a
weighted average DSC of 1.40x for the pool based on the reported
figures.  S&P's adjusted DSC and LTV ratio were 1.48x and 66.7%,
respectively.  S&P's adjusted DSC and LTV figures exclude 29
($197.0 million, 33.8%) defeased loans, four ($31.1 million, 5.3%)
specially serviced assets, and six ($26.9 million, 4.6%) assets
that S&P determined to be credit-impaired.  S&P separately
estimated losses for the four specially serviced assets and six
assets that S&P determined to be credit-impaired.  Servicer-
reported financial information was available for seven of the 10
specially serviced and credit-impaired assets.  If S&P utilizes
this information in calculating S&P's adjusted DSC, the resulting
figure would be 1.38x.  The master servicer reported a watchlist
of 13 ($54.2 million, 9.3%) loans, including one of the top 10
loan exposures, which S&P deemed to be credit-impaired and discuss
in detail above.  Ten ($53.3 million, 9.1%) assets in the pool
have a reported DSC of less than 1.10x, and nine ($51.9 million,
8.9%) assets have a reported DSC of less than 1.00x.

                 Summary of Top 10 Loan Exposures

The top 10 exposures secured by real estate have an aggregate
outstanding trust balance of $140.2 million (24.0%).  Using
servicer-reported numbers, S&P calculated a weighted average DSC
of 1.39x for the top 10 real estate assets.  S&P's adjusted DSC
and LTV ratio for the top 10 exposures are 1.46x and 67.8%,
respectively.  S&P's adjusted DSC and LTV figures exclude three
($35.1 million, 6.0%) of the top 10 loan exposures: two are with
the special servicer, and S&P determined one to be credit-
impaired.  Two ($25.1 million, 4.3%) of these assets had servicer-
reported financial information available.  Using this information
to calculate S&P's adjusted DSC, the resulting figure would be
1.34x.  The only top 10 asset that appears on the master
servicer's watchlist is the Parkaire Landing Shopping Center loan,
the top 10 loan exposure that S&P determined to be credit-impaired
and S&P discuss in detail above.

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

       Ratings Lowered And Removed From Creditwatch Negative

             GMAC Commercial Mortgage Securities Inc.
         Mortgage pass-through certificates series 2002-C1

                  Rating
                  ------
     Class      To      From           Credit enhancement (%)
     -----      --      ----           ----------------------
     K          BB+     BBB-/Watch Neg                   5.62
     L          B+      BB+/Watch Neg                    4.71
     M          CCC+    BB/Watch Neg                     3.79
     N          CCC-    B+/Watch Neg                     2.42
     O          CCC-    B/Watch Neg                      1.82

      Ratings Affirmed And Removed From Creditwatch Negative

             GMAC Commercial Mortgage Securities Inc.
         Mortgage pass-through certificates series 2002-C1

                  Rating
                  ------
     Class      To      From           Credit enhancement (%)
     -----      --      ----           ----------------------
     E          AA+     AA+/Watch Neg                   15.66
     F          AA      AA/Watch Neg                    13.53
     G          A+      A+/Watch Neg                    11.70
     H          A       A/Watch Neg                     10.18
     J          BBB+    BBB+/Watch Neg                   7.75

                         Ratings Affirmed

             GMAC Commercial Mortgage Securities Inc.
        Mortgage pass-through certificates series 2002-C1

     Class      Rating                 Credit enhancement (%)
     -----      ------                 ----------------------
     A-1        AAA                                     26.61
     A-2        AAA                                     26.61
     B          AAA                                     21.59
     C          AAA                                     19.92
     D          AAA                                     17.18
     X-1        AAA                                       N/A

                       N/A - Not applicable.


GOLDMAN SACHS: Moody's Downgrades Ratings on 70 Tranches
--------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 70
tranches, upgraded the ratings of 3 tranches, and confirmed the
ratings of 3 tranches from 12 RMBS transactions, backed by Alt-A
loans, issued by Goldman Sachs.

The collateral backing these transactions consists primarily of
first-lien, fixed and adjustable-rate, Alt-A residential mortgage
loans.  The actions are a result of the rapidly deteriorating
performance of Alt-A pools in conjunction with macroeconomic
conditions that remain under duress.  The actions reflect Moody's
updated loss expectations on Alt-A pools issued from 2005 to 2007.

To assess the rating implications of the updated loss levels on
Alt-A RMBS, each individual pool was run through a variety of
scenarios in the Structured Finance Workstation(R), the cash flow
model developed by Moody's Wall Street Analytics.  This individual
pool level analysis incorporates performance variances across the
different pools and the structural features of the transaction
including priorities of payment distribution among the different
tranches, average life of the tranches, current balances of the
tranches and future cash flows under expected and stressed
scenarios.  The scenarios include ninety-six different
combinations comprising of six loss levels, four loss timing
curves and four prepayment curves.  The volatility in losses
experienced by a tranche due to small increments in losses on the
underlying mortgage pool is taken into consideration when
assigning ratings.

Class AF-3W issued by GSAA Home Equity Trust Asset Backed
Certificates Series 2005-12 is wrapped by Assured Guaranty
Municipal Corp (rated Aa3).  For securities insured by a financial
guarantor, the rating on the securities is the higher of (i) the
guarantor's financial strength rating and (ii) the current
underlying rating (i.e., absent consideration of the guaranty) on
the security.  The principal methodology used in determining the
underlying rating is the same methodology for rating securities
that do not have a financial guaranty and is as described earlier.

Complete rating actions are:

Issuer: GSAA Home Equity Trust 2005-1

  -- Cl. AF-2, Downgraded to A1; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. AF-3, Downgraded to Baa3; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. AF-4, Downgraded to Ba2; previously on Jan 13, 2010 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. AF-5, Downgraded to Ba1; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to Ca; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to C; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. B-1, Downgraded to C; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. B-2, Downgraded to C; previously on Jan 13, 2010 B2
     Placed Under Review for Possible Downgrade

Issuer: GSAA Home Equity Trust 2005-14

  -- Cl. 1A1, Downgraded to Caa3; previously on Jan 14, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. 1A2, Downgraded to C; previously on Jan 14, 2010 Ca
     Placed Under Review for Possible Downgrade

  -- Cl. 2A2, Downgraded to Caa3; previously on Jan 14, 2010 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. 2A3, Downgraded to Caa3; previously on Jan 14, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. 2A4, Downgraded to C; previously on Jan 14, 2010 Ca
     Placed Under Review for Possible Downgrade

Issuer: GSAA Home Equity Trust 2005-15

  -- Cl. 1A1, Downgraded to Caa2; previously on Jan 14, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. 1A2, Downgraded to C; previously on Jan 14, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. 2A1, Downgraded to Ba2; previously on Jan 14, 2010 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. 2A2, Downgraded to Caa3; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. 2A3, Downgraded to Caa3; previously on Jan 14, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. 2A4, Downgraded to C; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

Issuer: GSAA Home Equity Trust 2005-3

  -- Cl. A-3, Upgraded to Aa1; previously on Feb 19, 2009
Downgraded to A2

  -- Cl. M-1, Upgraded to Baa1; previously on Jan 14, 2010 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to Caa2; previously on Jan 14, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Cl. B-1, Downgraded to Caa2; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. B-2, Downgraded to Caa2; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. B-3, Confirmed at Caa1; previously on Jan 14, 2010 Caa1
     Placed Under Review for Possible Downgrade

Issuer: GSAA Home Equity Trust 2005-4

  -- Cl. A-3, Downgraded to Ba1; previously on Jan 14, 2010 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to Caa1; previously on Jan 14, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. A-5, Downgraded to Baa3; previously on Jan 14, 2010 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. A-6, Downgraded to B3; previously on Jan 14, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C; previously on Jan 14, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to C; previously on Jan 14, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Cl. B-1, Downgraded to C; previously on Jan 14, 2010 Ca
     Placed Under Review for Possible Downgrade

Issuer: GSAA Home Equity Trust 2005-5

  -- Cl. M-1, Confirmed at Aa1; previously on Jan 14, 2010 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Upgraded to Baa1; previously on Jan 14, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to Caa3; previously on Jan 14, 2010 Caa2
     Placed Under Review for Possible Downgrade

Issuer: GSAA Home Equity Trust 2005-6

  -- Cl. A-3, Downgraded to B3; previously on Jan 14, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-2, Confirmed at A1; previously on Jan 14, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C; previously on Jan 14, 2010 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to C; previously on Jan 14, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to C; previously on Jan 14, 2010 Caa1
     Placed Under Review for Possible Downgrade

Issuer: GSAA Home Equity Trust 2005-7

  -- Cl. AF-2, Downgraded to B2; previously on Jan 14, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. AF-3, Downgraded to Caa2; previously on Jan 14, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. AF-4, Downgraded to Caa2; previously on Jan 14, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. AF-5, Downgraded to Caa1; previously on Jan 14, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C; previously on Jan 14, 2010 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to C; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to C; previously on Jan 14, 2010 Caa2
     Placed Under Review for Possible Downgrade

Issuer: GSAA Home Equity Trust 2005-8

  -- Cl. A-2, Downgraded to Baa2; previously on Jan 14, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to Caa3; previously on Jan 14, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to B2; previously on Jan 14, 2010 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-5, Downgraded to C; previously on Jan 14, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C; previously on Jan 14, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to C; previously on Jan 14, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to C; previously on Jan 14, 2010 Ca
     Placed Under Review for Possible Downgrade

Issuer: GSAA Home Equity Trust 2005-9

  -- Cl. 1A1, Downgraded to Ba2; previously on Jan 14, 2010 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. 1A2, Downgraded to Ca; previously on Jan 14, 2010 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. 2A2, Downgraded to Baa3; previously on Jan 14, 2010 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. 2A3, Downgraded to Caa1; previously on Jan 14, 2010 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. 2A4, Downgraded to C; previously on Jan 14, 2010 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C; previously on Jan 14, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to C; previously on Jan 14, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to C; previously on Jan 14, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-4, Downgraded to C; previously on Jan 14, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-5, Downgraded to C; previously on Jan 14, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. M-6, Downgraded to C; previously on Jan 14, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Cl. B-1, Downgraded to C; previously on Jan 14, 2010 Caa1
     Placed Under Review for Possible Downgrade

Issuer: GSAA Home Equity Trust 2005-MTR1

  -- Cl. A-2, Downgraded to B2; previously on Jan 14, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to C; previously on Jan 14, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to Ca; previously on Jan 14, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. A-5, Downgraded to C; previously on Jan 14, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C; previously on Jan 14, 2010 Ca
     Placed Under Review for Possible Downgrade

Issuer: GSAA Home Equity Trust Asset Backed Certificates Series
2005-12

  -- Cl. AF-3, Downgraded to Caa1; previously on Jan 14, 2010 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. AF-3W, Current Rating at Aa3; previously on Feb 19, 2009
     Downgraded to Aa3

  -- Underlying Rating: Downgraded to Caa1; previously on Jan 21,
     2010 Ba2 Placed Under Review for Possible Downgrade

  -- Financial Guarantor: Assured Guaranty Municipal Corp.
    (Rating Confirmed at Aa3, Outlook Negative on 11/12/2009)

  -- Cl. AF-4, Downgraded to Caa3; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. AF-5, Downgraded to Caa3; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. AF-6, Downgraded to Caa2; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C; previously on Jan 14, 2010 Ca
     Placed Under Review for Possible Downgrade


GRESHAM STREET: Moody's Upgrades Ratings on Two Classes of Notes
----------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of two classes of notes issued by Gresham Street CDO
Funding 2003-1, Ltd.  The notes affected by the rating action are:

  -- US$17,600,000 Class B Second Priority Floating Rate
     Deferrable interest Term Notes Due 11/7/33 (current balance
     of $2,842,703), Upgraded to Aaa; previously on 8/21/2009
     Downgraded to A1;

  -- US$8,600,000 Class C Third Priority Floating Rate Deferrable
     interest Term Notes Due 11/7/33, Upgraded to Baa3; previously
     on 8/21/2009 Downgraded to Ba1.

Gresham Street CDO Funding 2003-1, Ltd. is a collateralized debt
obligation issuance backed by a portfolio of primarily
Collateralized Bond Obligations and Residential Mortgage-Backed
Securities originated between 2002 and 2003.

According to Moody's, the rating upgrade actions reflect, since
the most recent Moody's review, improvements in the credit quality
of the underlyiing collateral as well as a significant paydown of
the outstanding note principal of the Class B Notes, which are now
senior in the transaction capital structure.  Improved credit
quality of the collateral pool is observed through several
factors, including changes in the average credit rating (as
measured by a decrease in the weighted average rating factor).
The trustee reports a decrease in WARF from 339 in August 2009 to
236 in April 2010.  Also, the trustee currently reports a
performing collateral pool amount of approximately $21.5 million
resulting in a 735.7% Class A/B overcollateralization ratio and a
182.76% Class C overcollateralization ratio.

Moody's explained that in arriving at the rating actions noted
above, the ratings of subprime, Alt-A and Option-ARM RMBS which
are currently on review for possible downgrade were stressed.  For
purposes of monitoring its ratings of SF CDOs with exposure to
pre-2005 vintage RMBS, Moody's considered the various factors
indicating continued negative performance that were described in
Moody's press releases dated April 8th for subprime, April 12th
for Option-ARM and April 13th for Alt-A.  Such seasoned deals will
have varying stress based on RMBS asset type.

For pre-2005 Alt-A, Aaa rated securities were stressed by four
notches, Aa rated securities by six notches, and A or Baa rated
securities by nine notches.  Pre-2005 Option-ARM securities
currently rated Aaa were stressed by two notches, Aa and A by six
notches, and Baa by nine notches.

For pre-2005 subprime, Aaa and Aa rated securities were stressed
by two notches, A rated securities were stressed by six notches,
and Baa rated securities were stressed by nine notches.

All subprime, Alt-A and Option-ARM RMBS securities which
originated prior to 2005, are currently rated Ba or below, and are
also currently on review for possible downgrade have been stressed
to Ca.

Moody's further explained that these stresses are based on a
preliminary sample analysis of deals from a given vintage and
asset type, and that they will be utilized in its SF CDO rating
analysis while subprime, Alt-A and Option-ARM securities remain on
review for downgrade.  Current public ratings will be used for
securities that have undergone an in depth review by Moody's RMBS
team, and that are no longer on review for downgrade.


IMPAC CMB: Moody's Downgrades Ratings on 58 RMBS Tranches
---------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 58
tranches and has confirmed the ratings of 2 tranches from 13 RMBS
transactions, backed by Alt-A loans, issued from deals backed by
Impac collateral in 2005.

The collateral backing these transactions consists primarily of
first-lien, fixed and adjustable-rate, Alt-A residential mortgage
loans.  The actions are a result of the rapidly deteriorating
performance of Alt-A pools in conjunction with macroeconomic
conditions that remain under duress.  The actions reflect Moody's
updated loss expectations on Alt-A pools issued from 2005 to 2007.

To assess the rating implications of the updated loss levels on
Alt-A RMBS, each individual pool was run through a variety of
scenarios in the Structured Finance Workstation(R), the cash flow
model developed by Moody's Wall Street Analytics.  This individual
pool level analysis incorporates performance variances across the
different pools and the structural features of the transaction
including priorities of payment distribution among the different
tranches, average life of the tranches, current balances of the
tranches and future cash flows under expected and stressed
scenarios.  The scenarios include ninety-six different
combinations comprising of six loss levels, four loss timing
curves and four prepayment curves.  The volatility in losses
experienced by a tranche due to small increments in losses on the
underlying mortgage pool is taken into consideration when
assigning ratings.

The above mentioned approach "Alt-A RMBS Loss Projection Update:
February 2010" is adjusted slightly when estimating losses on
pools left with a small number of loans.  To project losses on
pools with fewer than 100 loans, Moody's first estimates a
"baseline" average rate of new delinquencies for the pool that is
dependent on the vintage of loan origination (10%, 19% and 21% for
the 2005, 2006 and 2007 vintage respectively).  This baseline rate
is higher than the average rate of new delinquencies for the
vintage to account for the volatile nature of small pools.  Even
if a few loans in a small pool become delinquent, there could be a
large increase in the overall pool delinquency level due to the
concentration risk.  Once the baseline rate is set, further
adjustments are made based on 1) the number of loans remaining in
the pool and 2) the level of current delinquencies in the pool.
The fewer the number of loans remaining in the pool, the higher
the volatility and hence the stress applied.  Once the loan count
in a pool falls below 75, the rate of delinquency is increased by
1% for every loan less than 75.  For example, for a pool with 74
loans from the 2005 vintage, the adjusted rate of new delinquency
would be 10.10%.  If current delinquency levels in a small pool is
low, future delinquencies are expected to reflect this trend.  To
account for that, the rate calculated above is multiplied by a
factor ranging from 0.2 to 2.0 for current delinquencies ranging
from less than 2.5% to greater than 50% respectively.
Delinquencies for subsequent years and ultimate expected losses
are projected using the approach described in the methodology
publication.

Class A-3W issued by Impac CMB Trust Series 2005-5, Classes 1-A-1
and 1-A-2 issued by Impac CMB Trust Series 2005-6, and Classes A-1
and A-2 issued by Impac CMB Trust 2005-7 are wrapped by Ambac
Assurance Corporation (Segregated Account-Unrated).  Class A-3
issued by Impac CMB Trust Series 2005-3 is wrapped by Financial
Guaranty Insurance Company (Insured Rating Withdrawn).  Typically,
for securities insured by a financial guarantor, the rating on the
securities is the higher of (i) the guarantor's financial strength
rating and (ii) the current underlying rating (i.e., absent
consideration of the guaranty) on the security.  The principal
methodology used in determining the underlying rating is the same
methodology for rating securities that do not have a financial
guaranty and is as described earlier.  Moody's withdrew the
insurance financial strength rating of Financial Guaranty
Insurance Company's (FGIC) in March 2009.  As a result securities
wrapped by FGIC are rated at their underlying rating without
consideration of FGIC's guaranty.  RMBS securities wrapped by
Ambac Assurance Corporation are also rated at their underlying
rating without consideration of Ambac's guaranty.

Complete rating actions are:

Issuer: CWABS Asset-Backed Certificates Trust 2005-IM1

  -- Cl. A-2, Confirmed at A2; previously on Jan 14, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. A-2M, Downgraded to B1; previously on Jan 14, 2010 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to Ca; previously on Jan 14, 2010 A3
     Placed Under Review for Possible Downgrade

  -- Cl. A-3M, Downgraded to C; previously on Jan 14, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to Ca; previously on Jan 14, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. A-4M, Downgraded to C; previously on Jan 14, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

Issuer: CWABS Asset-Backed Certificates Trust 2005-IM2

  -- Cl. A-3, Downgraded to Caa1; previously on Jan 14, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-3M, Downgraded to Caa3; previously on Jan 14, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to C; previously on Jan 14, 2010 B2
     Placed Under Review for Possible Downgrade

Issuer: CWABS Asset-Backed Certificates Trust 2005-IM3

  -- Cl. A-3, Downgraded to Caa3; previously on Jan 14, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Cl. A-3M, Downgraded to C; previously on Jan 14, 2010 Caa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to C; previously on Jan 14, 2010 Caa1
     Placed Under Review for Possible Downgrade

Issuer: Impac CMB Trust Series 2005-1 Collateralized Asset-Backed
Bonds, Series 2005-1

  -- Cl. 1-A-1, Confirmed at A1; previously on Jan 14, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A-2, Downgraded to B2; previously on Jan 14, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1, Downgraded to Baa1; previously on Jan 14, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A-2, Downgraded to Caa1; previously on Jan 14, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to Ca; previously on Jan 14, 2010 B1
     Placed Under Review for Possible Downgrade

Issuer: Impac CMB Trust Series 2005-2 Collateralized Asset-Backed
Bonds, Series 2005-2

  -- Cl. 1-A-1, Downgraded to A1; previously on Jan 14, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A-2, Downgraded to Baa3; previously on Jan 14, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-M-1, Downgraded to B2; previously on Jan 14, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-M-2, Downgraded to Ca; previously on Jan 14, 2010 Caa1
     Placed Under Review for Possible Downgrade

Issuer: Impac CMB Trust Series 2005-3 Collateralized Asset-Backed
Bonds, Series 2005-3

  -- Cl. A-1, Downgraded to Caa1; previously on Jan 14, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to Ca; previously on Jan 14, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to Caa2; previously on Jan 14, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Underlying Rating: Downgraded to Caa2; previously on Jan 21,
     2010 Baa2 Placed Under Review for Possible Downgrade

  -- Financial Guaranty: Financial Guaranty Insurance Company
     (Insured Rating Withdrawn 3/25/2009)

  -- Cl. M-1, Downgraded to C; previously on Jan 14, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to C; previously on Jan 14, 2010 Ca
     Placed Under Review for Possible Downgrade

Issuer: Impac CMB Trust Series 2005-4 Collateralized Asset-Backed
Bonds, Series 2005-4

  -- Cl. 1-A-1A, Downgraded to B2; previously on Jan 14, 2010 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A-2, Downgraded to Ca; previously on Jan 14, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A-1B, Downgraded to B2; previously on Jan 14, 2010 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-M-1, Downgraded to Ca; previously on Jan 14, 2010 B1
     Placed Under Review for Possible Downgrade

Issuer: Impac CMB Trust Series 2005-5 Collateralized Asset-Backed
Bonds, Series 2005-5

  -- Cl. A-1, Downgraded to B1; previously on Jan 14, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to B1; previously on Jan 14, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-3W, Downgraded to B1; previously on Jan 14, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Underlying Rating: Downgraded to B1; previously on Jan 21,
     2010 Baa3 Placed Under Review for Possible Downgrade

  -- Financial Guarantor: Ambac Assurance Corporation (Segregated
     Account - Unrated)

  -- Cl. A-4, Downgraded to Caa3; previously on Jan 14, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C; previously on Jan 14, 2010 Caa3
     Placed Under Review for Possible Downgrade

Issuer: Impac CMB Trust Series 2005-6 Collateralized Asset-Backed
Bonds, Series 2005-6

  -- Cl. 1-A-1, Downgraded to Caa2; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Underlying Rating: Downgraded to Caa2; previously on Jan 21,
     2010 B3 Placed Under Review for Possible Downgrade

  -- Financial Guarantor: Ambac Assurance Corporation (Segregated
Account - Unrated)

  -- Cl. 1-A-2, Downgraded to Caa2; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Underlying Rating: Downgraded to Caa2; previously on Jan 21,
     2010 B3 Placed Under Review for Possible Downgrade

  -- Financial Guarantor: Ambac Assurance Corporation (Segregated
     Account - Unrated)

Issuer: Impac CMB Trust Series 2005-7

  -- Cl. A-1, Downgraded to Caa2; previously on Jan 14, 2010 Caa1
     Placed Under Review for Possible Downgrade

  -- Underlying Rating: Downgraded to Caa2; previously on Jan 21,
     2010 Caa1 Placed Under Review for Possible Downgrade

  -- Financial Guarantor: Ambac Assurance Corporation (Segregated
     Account - Unrated)

  -- Cl. A-2, Downgraded to Caa2; previously on Jan 14, 2010 Caa1
     Placed Under Review for Possible Downgrade

  -- Underlying Rating: Downgraded to Caa2; previously on Jan 21,
     2010 Caa1 Placed Under Review for Possible Downgrade

  -- Financial Guarantor: Ambac Assurance Corporation (Segregated
Account - Unrated)

Issuer: Impac CMB Trust Series 2005-8

  -- Cl. 1-A, Downgraded to B1; previously on Jan 14, 2010 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. 1-AM, Downgraded to Ca; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

Issuer: Impac Secured Assets Corp. Mortgage Pass-Through
Certificates, Series 2005-1

  -- Cl. 1-A-1, Downgraded to Caa1; previously on Jan 14, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Cl. 1-A-X, Downgraded to Caa1; previously on Jan 14, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Cl. 3-A-X, Downgraded to B3; previously on Jan 14, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A, Downgraded to Caa2; previously on Jan 14, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Cl. 3-A-1, Downgraded to B3; previously on Jan 14, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Cl. 4-A, Downgraded to Caa1; previously on Jan 14, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Cl. 5-A-1, Downgraded to Caa2; previously on Jan 14, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. 5-A-3, Downgraded to Ba3; previously on Jan 14, 2010 A3
     Placed Under Review for Possible Downgrade

  -- Cl. 5-A-4, Downgraded to Caa3; previously on Jan 14, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. 5-A-5, Downgraded to Ca; previously on Jan 14, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Cl. 5-A-6, Downgraded to Caa1; previously on Jan 14, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. 5-A-7, Downgraded to Ca; previously on Jan 14, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Cl. 5-A-X, Downgraded to Ba3; previously on Jan 14, 2010 A3
     Placed Under Review for Possible Downgrade

Issuer: Impac Secured Assets Corp. Mortgage Pass-Through
Certificates, Series 2005-2

  -- Cl. A-1, Downgraded to Caa2; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. A-1M, Downgraded to C; previously on Jan 14, 2010 Ca
     Placed Under Review for Possible Downgrade

  -- Cl. A-1W, Downgraded to Caa3; previously on Jan 14, 2010 Caa1
     Placed Under Review for Possible Downgrade

  -- Underlying Rating: Downgraded to Caa3; previously on Jan 21,
     2010 Caa1 Placed Under Review for Possible Downgrade

  -- Financial Guarantor: Ambac Assurance Corporation (Segregated
     Account - Unrated)

  -- Cl. A-2C, Downgraded to Caa3; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. A-2D, Downgraded to Caa3; previously on Jan 14, 2010 Caa1
     Placed Under Review for Possible Downgrade


JUNIPER CBO: S&P Corrects Ratings on Five Classes of Notes
----------------------------------------------------------
Standard & Poor's Ratings Services corrected its ratings on five
classes of notes issued by Juniper CBO 2000-1 Ltd. by reinstating
them.  The transaction is a cash flow collateralized debt
obligation.

On April 15, 2010, S&P incorrectly withdrew its ratings on five
classes of notes issued by Juniper CBO 2000-1 Ltd. Standard &
Poor's has corrected its ratings on the notes by reinstating them
at their former levels.

                        Ratings Corrected

                     Juniper CBO 2000-1 Ltd.

                                  Rating
                                  ------
               Class       To                From
               -----       --                ----
               A-3         AAA/Watch Neg     NR
               A-3L        AAA/Watch Neg     NR
               A-4         CCC-/Watch Neg    NR
               A-4L        CCC-/Watch Neg    NR
               B-2         CC                NR


KENMORE STREET: Moody's Downgrades Ratings on 2006-2 Notes
----------------------------------------------------------
Moody's Investors Service announced that it has downgraded its
ratings of notes issued by Kenmore Street Synthetic CDO 2006-2,
collateralized debt obligation transactions referencing a
portfolio of corporate entities.

The rating actions are:

  -- US$30,000,000 Class 7A-1 Floating Rate Notes Due 2014,
     Downgraded to Caa3; previously on Feb 27, 2009 Downgraded to
     Caa2

  -- US$31,500,000 Class 7B-1 Floating Rate Notes Due 2014,
     Downgraded to C; previously on Feb 27, 2009 Downgraded to Ca

  -- EUR6,400,000 Class 7EB-1 Floating Rate Notes Due 2014,
     Downgraded to C; previously on Feb 27, 2009 Downgraded to Ca

  -- US$11,500,000 Class 7C-1 Floating Rate Notes Due 2014,
     Downgraded to C; previously on Feb 27, 2009 Downgraded to Ca

  -- US$30,000,000 Class 7B Floating Rate Notes Due 2014,
     Downgraded to C; previously on Feb 27, 2009 Downgraded to Ca

  -- US$5,000,000 Class 10C-1 Floating Rate Notes Due 2017,
     Downgraded to C; previously on Feb 27, 2009 Downgraded to Ca

  -- US$2,000,000 Class 10C-2 Floating Rate Notes Due 2017,
     Downgraded to C; previously on Feb 27, 2009 Downgraded to Ca

Moody's explained that the rating actions taken are the result of
the deterioration of the credit quality and erosion of the credit
enhancement of the reference portfolio.  The 10 year weighted
average rating factor of the portfolio net of credit events, has
deteriorated from the last rating action from 744 to 1,030,
equivalent to an average rating of the current portfolio of
Ba1/Ba2.  Since inception of the transaction, the subordination of
the rated tranches has been reduced due to credit events on
Capmark Financial Group Inc, CIT Group, Inc., Federal National
Mortgage Association, Financial Guaranty Insurance Company, Lehman
Brothers Holdings, Inc., Washington Mutual, Inc, and Syncora
Guarantee, Inc.  These credit events have lead to approximately 5%
reduction in the subordination of the tranches.  The portfolio is
also exposed to Ambac Financial Group, Inc. which indicated in its
Form 8K filing it may consider, among other things, a prepackaged
bankruptcy proceeding or may seek bankruptcy protection implying a
credit event may be imminent.  Moody's has assessed the range of
possible recovery rates for AFG to determine Moody's ratings.  The
portfolio has the highest industry concentrations in Banking
(18%), Insurance (17%), and Finance (10%).


LB-UBS COMMERCIAL: S&P Downgrades Ratings on 10 2004-C2 Certs.
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 10
classes of commercial mortgage pass-through certificates from LB-
UBS Commercial Mortgage Trust 2004-C2 and removed them from
CreditWatch with negative implications.  In addition, S&P affirmed
its ratings on 10 other classes from the same transaction and
removed one of them from CreditWatch negative.

The rating actions follow S&P's analysis of the transaction using
its U.S. conduit and fusion commercial mortgage-backed securities
criteria.  The downgrades of several subordinate and mezzanine
classes reflect credit support erosion that S&P anticipate will
occur upon the eventual resolution of seven of the nine specially
serviced assets, as well as potential losses on four assets that
S&P determined to be credit-impaired.

S&P's analysis included a review of the credit characteristics of
all of the loans in the pool.  Using servicer-provided financial
information, S&P calculated an adjusted debt service coverage
(DSC) of 2.15x and a loan-to-value ratio of 68.6%.  S&P further
stressed the loans' cash flows under S&P's 'AAA' scenario to yield
a weighted average DSC of 1.42x and an LTV ratio of 87.7%.  The
implied defaults and loss severity under the 'AAA' scenario were
16.4% and 29.2%, respectively.  The DSC and LTV calculations noted
above exclude seven defeased loans ($43.8 million, 4.9%), seven
specially serviced assets ($54.9 million, 6.1%), and four credit-
impaired loans ($15.3 million, 1.7%).  S&P separately estimated
losses for the 11 specially serviced and credit-impaired assets
and included them in S&P's 'AAA' scenario implied default and loss
figures.

The affirmations of the ratings on the principal and interest
certificates reflect subordination levels that are consistent with
the outstanding ratings.  S&P affirmed its ratings on the class X-
CL and X-CP interest-only certificates based on its current
criteria.

                      Credit Considerations

As of the April 16, 2010, trustee remittance report, nine loans
($107.3 million, 11.9%) in the pool were with the special
servicer, Midland Loan Services Inc.  The payment status of the
specially serviced loans is: two are in foreclosure ($5.9 million,
0.6%), two are 90-plus-days delinquent ($14.2 million, 1.6%), one
is 30-plus-days delinquent ($13.1 million, 1.5%), and four are
current or in their grace periods ($74.1 million, 8.2%).  Four of
the specially serviced assets ($20.1 million, 2.2%) have appraisal
reduction amounts in effect totaling $14.4 million.

Details of the three largest assets with the special servicer are:

The Inland Center loan ($49.4 million, 5.5%), the fourth-largest
nondefeased loan in the pool, is secured by 221,450 sq. ft. of a
1.03 million-sq.-ft. retail center in San Bernardino, Calif.  The
loan, which is current, was transferred to Midland on Jan. 23,
2009, due to imminent maturity default.  According to Midland, the
borrower had indicated that it was unable to refinance the loan by
its Feb. 11, 2009, maturity date and had requested a loan
extension.  Midland indicated that the loan has since been
modified.  The loan modification terms included, among other
items, a maturity extension of the loan to Feb. 11, 2011, and an
increased interest rate.  The borrower also contributed the
Forever 21 space (94,011 sq. ft.) as additional collateral for the
loan.  Midland stated that the borrower is currently paying the
special servicing fees and monthly workout fees on this loan.
According to Midland, the loan will be returned to master
servicing this month.  The reported year-end 2009 occupancy was
88.2%.  The reported DSC was 3.57x for year-end 2008.  The Plaza
Vista Mall loan ($13.1 million, 1.5%) is secured by a 227,150-sq.-
ft. retail center in Sierra Vista, Ariz.  The loan, which is 30-
plus-days delinquent according to the April 2010 trustee
remittance report, was transferred to the special servicer on Feb.
12, 2010, following the receipt of garnishment summons related to
the lockbox account maintained for this loan.  According to
Midland, the borrower placed additional unapproved liens on the
property.  Midland also indicated that the anchor tenant, Wal-Mart
Stores Inc. (56.0% of the net rentable area) plans to vacate the
property at or before its Sept. 30, 2011, lease expiration date.
Midland has stated that the loan is now current and is exploring
various workout strategies.  The reported year-end 2009 DSC and
occupancy were 1.36x and 100%, respectively.  S&P expects a
moderate loss upon the eventual resolution of this asset.  The
Vista del Rey Apartments loan ($12.0 million, 1.3%) is secured by
a 452-unit multifamily apartment complex in Leon Valley, Texas.
This loan, which is in its grace period, was transferred to
Midland on Jan. 25, 2010, after the borrower submitted a request
for a loan modification.

Midland has ordered an updated appraisal and is waiting for the
borrower's loan modification proposal.  The reported occupancy
was 93.0% as of April 2010, and reported DSC was 1.48x for year-
end 2009.  S&P expects a moderate loss upon the eventual
resolution of this asset.  The remaining six specially serviced
assets ($32.8 million, 3.6%) have balances that individually
represent less than 1.1% of the total pool balance.  S&P estimated
losses for five ($29.9 million, 3.3%) of these specially serviced
loans with a weighted average loss severity of 50.9%.  For the
remaining specially serviced loan ($2.9 million, 0.3%), Midland
stated that the borrower plans to bring the loan current in the
next 30-60 days.

In addition to the specially serviced assets, S&P determined four
loans ($15.3 million, 1.7%) to be credit-impaired.  Three of the
four loans are secured by retail properties in Kentucky, Michigan,
and Texas.  One of these loans is 30-plus-days delinquent; one is
60-plus-days delinquent; and the third loan is current but
reported a low DSC of 0.68x for year-end 2009.  The fourth loan
that S&P determined to be credit-impaired is currently 30-plus-
days delinquent and is secured by a multifamily property in
Worcester, Mass.  As a result, S&P views these loans to be at an
increased risk of default and loss.

Three loans totaling $36.1 million (2.9%) were previously with the
special servicer and have since been returned to the master
servicer.  Pursuant to the transaction documents, the special
servicer is entitled to a workout fee that is 1% of all future
principal and interest payments if the loans perform and remain
with the master servicer.  One of the loans is a top 10 exposure,
and the collection of the fee could, in S&P's opinion, prompt
sizeable shortfalls if the loan is paid off at maturity.

                       Transaction Summary

As of the April 16, 2010, trustee remittance report, the
collateral pool balance was $902.2 million, which is 73.1% of the
balance at issuance.  The pool includes 73 loans, down from 83
loans at issuance.  The master servicer, also Midland, provided
financial information for 98.3% of the nondefeased loans in the
pool, the majority of which was interim-2009 or full-year 2009
data.

S&P calculated a weighted average DSC of 2.18x for the
nondefeased loans in the pool based on the servicer-reported
figures.  S&P's adjusted DSC and LTV were 2.15x and 68.6%,
respectively.  S&P's adjusted DSC and LTV figures exclude seven
defeased loans ($43.8 million, 4.9%), seven specially serviced
assets ($54.9 million, 6.1%), and four credit-impaired loans
($15.3 million, 1.7%).  S&P separately estimated losses for the 11
specially serviced and credit-impaired assets.  The transaction
has experienced $1.1 million in principal losses to date.
Seventeen loans ($57.0 million, 6.3%) in the pool are on the
master servicer's watchlist.  Ten loans ($39.2 million, 4.3%) have
reported DSC below 1.10x, eight of which ($24.3 million, 2.7%)
have a reported DSC of less than 1.0x.

             Summary of Top 10 Real Estate Exposures

The top 10 real estate exposures have an aggregate outstanding
balance of $602.6 million (66.8%).  Using servicer-reported
numbers, S&P calculated a weighted average DSC of 2.46x for the
top 10 real estate exposures.  S&P's adjusted DSC and LTV for the
top 10 exposures are 2.31x and 65.7%, respectively.  Two of the
top 10 exposures ($77.8 million, 8.6%) have final maturities in
early 2011.  The Inland Center loan ($49.4 million, 5.5%), matures
on Feb. 11, 2011, and the Village at Manahawkin Commons loan
($28.4 million, 3.1%) matures on March 11, 2011.

The Village at Manahawkin Commons loan, the ninth-largest
nondefeased loan in the pool, is secured by a 323,550-sq.-ft.
retail power strip center in Manahawkin, N.J.  The master servicer
reported a DSC of 1.55x for the 12 months ended Sept. 30, 2009,
and 97.2% occupancy as of December 2009.

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

      Ratings Lowered And Removed From Creditwatch Negative

             LB-UBS Commercial Mortgage Trust 2004-C2
          Commercial mortgage pass-through certificates

                  Rating
                  ------
    Class     To          From           Credit enhancement (%)
    -----     --          ----           ----------------------
    G         BBB+        A-/Watch Neg                     7.75
    H         BBB         BBB+/Watch Neg                   6.38
    J         BB          BBB/Watch Neg                    5.19
    K         B           BBB-/Watch Neg                   3.82
    L         CCC         BB+/Watch Neg                    3.30
    M         CCC-        BB/Watch Neg                     2.79
    N         CCC-        BB-/Watch Neg                    2.45
    P         CCC-        B+/Watch Neg                     2.11
    Q         CCC-        B/Watch Neg                      1.76
    S         CCC-        B-/Watch Neg                     1.42

     Rating Affirmed And Removed From Creditwatch Negative

             LB-UBS Commercial Mortgage Trust 2004-C2
          Commercial mortgage pass-through certificates

                  Rating
                  ------
    Class     To          From           Credit enhancement (%)
    -----     --          ----           ----------------------
    F         A           A/Watch Neg                     10.15

                         Ratings Affirmed

             LB-UBS Commercial Mortgage Trust 2004-C2
           Commercial mortgage pass-through certificates

    Class     Rating                     Credit enhancement (%)
    -----     ------                     ----------------------
    A-2       AAA                                         18.19
    A-3       AAA                                         18.19
    A-4       AAA                                         18.19
    B         AA+                                         16.48
    C         AA                                          14.94
    D         AA-                                         13.57
    E         A+                                          11.69
    X-CL      AAA                                           N/A
    X-CP      AAA                                           N/A

                      N/A - Not applicable.


LIMEROCK CLO: Moody's Upgrades Ratings on Various Classes
---------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Limerock CLO I:

  -- US$23,000,000 Class A-3b Floating Rate Notes Due 2023,
     Upgraded to A3; previously on March 25, 2010 Baa1 Placed
     Under Review for Possible Upgrade;

  -- US$29,000,000 Class A-4 Floating Rate Notes Due 2023,
     Upgraded to Baa2; previously on March 25, 2010 Baa3 Placed
     Under Review for Possible Upgrade;

  -- US$22,000,000 Class B Deferrable Floating Rate Notes Due
     2023, Upgraded to Ba2; previously on March 25, 2010 Ba3
     Placed Under Review for Possible Upgrade;

  -- US$19,000,000 Class C Floating Rate Notes Due 2023, Upgraded

     to B3; previously on March 25, 2010 Caa2 Placed Under Review
     for Possible Upgrade;

  -- US$20,000,000 Class D Floating Rate Notes Due 2023, Upgraded
     to Caa3; previously on March 25, 2010 C Placed Under Review
     for Possible Upgrade;

  -- US$14,000,000 Class J Blended Securities (rated balance of
     $12,241,728), Upgraded to B3; previously on March 25, 2010
     Caa1 Placed Under Review for Possible Upgrade.

According to Moody's, the rating actions taken on the notes result
primarily from improvement in the credit quality of the underlying
portfolio and a significant increase in the overcollateralization
of the rated notes since the last rating action in June 2009.  In
Moody's view, these positive developments coincide with
reinvestment of principal repayments and sale proceeds into
substitute assets with higher par amounts and/or higher ratings.

Improvement in the credit quality is observed through a decrease
in the dollar amount of defaulted securities, an improvement in
the average credit rating (as measured by the weighted average
rating factor) and a decrease in the proportion of securities from
issuers rated Caa1 and below.  In particular, as of the last
trustee report dated April 12, 2010, defaulted securities total
about $21.9 million, which is significantly less than the
$46.7 million of defaulted collateral reported in the May 2009
report.  Based on the same report, the weighted average rating
factor is currently 2932 compared to 3069 in May, and securities
rated Caa1 or lower make up approximately 7.9% of the underlying
portfolio versus 14.7% in May.  Additionally, the
overcollateralization ratios of the rated notes have increased
significantly since the last rating action in June 2009, and
interest payments on the Class D Notes are no longer being
deferred as a result of the cure of the Class B and Class C
Overcollateralization Tests.  The Class A, Class B, Class C and
Class D Overcollateralization Ratios are reported at 121.05%,
114.62%, 109.6% and 104.77%, respectively versus May 2009 levels
of 110%, 104.2%, 99.7% and 95.2%, respectively, and are all
currently in compliance.  Moody's also notes that the transaction
has benefited from exposure to mezzanine and junior CLO tranches
whose recent credit qualities have stabilized or improved.  Due to
the impact of revised and updated key assumptions referenced in
"Moody's Approach to Rating Collateralized Loan Obligations" and
"Annual Sector Review (2009): Global CLOs," key model inputs used
by Moody's in its analysis, such as par, weighted average rating
factor, diversity score, and weighted average recovery rate, may
be different from the trustee's reported numbers.

Limerock CLO I, issued in April 2007, is a collateralized loan
obligation backed primarily by a portfolio of senior secured
loans.


MENDOCINOCOAST HEALTH: S&P Downgrades Rating on GO Bonds to 'B-'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its underlying rating
to 'B-' from 'B' on the MendocinoCoast Health Care District,
Calif.'s general obligation bonds.  The outlook is negative.

"The lowered rating reflects S&P's view of the district's weaker
financial results through the first nine months of fiscal 2010 and
balance sheet erosion, due to last year's refinancing and this
year's 2010 issuance," said Standard & Poor's credit analyst
Geraldine Poon.  "Further weakening the rating are softer volume
statistics and a limited, tourism-based economy."

The district's tax base encompasses a 680-square-mile area that
extends 70 miles south from the Humboldt/Mendocino County line.
The district, with an estimated population of roughly 30,000 is
bordered on the west by the Pacific Ocean and includes the City of
Fort Bragg and the unincorporated communities of Westport,
Mendocino, Albion, and Elk.  The local area economy is centered on
tourism, retail, healthcare, and construction.

The district owns and operates the Mendocino Coast Hospital, a 25-
bed, acute-care facility that is located in the City of Fort
Bragg, approximately 180 miles north of San Francisco.  The
hospital is designated as a sole community provider and offers a
full range of inpatient and outpatient services.


MERRILL LYNCH: S&P Downgrades Ratings on 16 2003-KEY1 Securities
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 16
classes of commercial mortgage-backed securities from Merrill
Lynch Mortgage Trust 2003-KEY1 and removed 13 of them from
CreditWatch with negative implications.  Concurrently, S&P
affirmed its ratings on six other classes from the same
transaction.

The downgrades of the pooled certificates follow S&P's analysis of
the transaction using its U.S. conduit and fusion CMBS criteria.
The downgrades of the pooled mezzanine subordinate classes also
reflect credit support erosion that S&P anticipate will occur upon
the eventual resolution of the transaction's three specially
serviced assets.

S&P lowered its ratings on the three "WW" raked certificates
following its analysis of the 77 West Wacker Drive loan.  The 77
West Wacker Drive loan is the largest loan in the pool with a
whole-loan balance of $156.1 million, $136.4 million of which
makes up 14.1% of the pooled balance in the trust.  In addition, a
$19.7 million subordinate interest supports the "WW" raked
certificates.  The "WW" raked certificates derive 100% of their
cash flows from the subordinate nonpooled portion of the 77 West
Wacker Drive loan.  The downgrades of the "WW" certificates
reflect the lower occupancy and rental rates and resulting decline
in net cash flow at the property, which S&P discuss in detail
below.

S&P's analysis of the pooled transaction included a review of the
credit characteristics of all of the assets in the trust.  Using
servicer-provided financial information, S&P calculated an
adjusted debt service coverage of 1.76x and a loan-to-value ratio
of 73.1%.  S&P further stressed the loans' cash flows under its
'AAA' scenario to yield a weighted average DSC of 1.35x and an LTV
ratio of 93.4%.  The implied defaults and loss severity under the
'AAA' scenario were 15.7% and 39.5%, respectively.  All of the DSC
and LTV calculations S&P noted above exclude nine ($106.0 million,
11.0%) defeased loans, one ($30.0 million, 3.11%) loan backed by a
cooperative property, and two ($46.3 million, 4.80%) of the
transaction's three specially serviced assets.  S&P separately
estimated losses for two of the three specially serviced assets
and included them in the 'AAA' scenario implied default and loss
figures.

The affirmations of the ratings on the principal and interest
certificates reflect subordination levels that are consistent with
the outstanding ratings.  S&P affirmed its ratings on the class XC
and XP interest-only certificates based on its current criteria.

                      Credit Considerations

As of the April 2010 remittance report, three ($55.4 million,
5.7%) assets in the pool were with the special servicer,
Centerline Capital Group.  The payment status of the specially
serviced assets is: one ($8.1 million, 0.8%) is in foreclosure,
one ($9.1 million, 0.9%) is a matured balloon, and one
($38.2 million, 4.0%) is 30 days delinquent.  One of the specially
serviced assets has an appraisal reduction amount (ARA) in effect
totaling $2.0 million.

The Anchor Bay loan ($38.2 million, 4.0%) is the sixth-largest
exposure in the pool and the largest loan with the special
servicer.  The loan is secured by a 1,384-pad manufactured housing
community located on approximately 222 acres in Fair Haven, Mi.,
developed between 1965 and 1999.  The loan was transferred to the
special servicer on Jan. 4, 2010, due to monetary default.  As of
December 2009, the reported DSC was 0.75x and occupancy was 37.9%,
compared with 1.76x and 82.2%, respectively, at issuance.
Centerline has indicated that foreclosure is likely.  Standard &
Poor's expects a significant loss upon the eventual resolution of
this asset.

The Coast Savings Building loan ($9.1 million, 0.9%) is the
second-largest loan with the special servicer.  The loan is
secured by a 138,832-sq.-ft. office property in Los Angeles.  The
loan matured on Nov. 1, 2009, and was transferred to the special
servicer on Nov. 16, 2009, due to maturity default.  As of
September 2009, the reported DSC was 1.15x and occupancy was
60.3%.  Centerline has indicated that it is currently working with
the borrower to complete a loan extension through Nov. 1, 2010.

The remaining loan with the special servicer is the Anderson
Multifamily Portfolio loan ($8.1 million, 0.8%).  This loan is
secured by three multifamily properties totaling 411 units in San
Antonio and Leon Valley, Texas.  The loan was transferred to the
special servicer on Dec. 1, 2009, due to payment default and is
currently in foreclosure.  Standard & Poor's expects a moderate
loss upon the eventual resolution of this asset.

                       Transaction Summary

As of the April 2010 remittance report, the collateral pool had an
aggregate trust balance of $965.7 million, down from $1.06 billion
at issuance.  The pool includes 73 assets, down from 79 at
issuance.  The master servicer, KeyBank Real Estate Capital
Markets Inc., provided interim 2009 or full-year 2009 financial
information for 97.4% of the nondefeased assets in the pool.  S&P
calculated a weighted average DSC of 1.71x for the pool based on
the reported figures.  S&P's adjusted DSC and LTV ratio were 1.76x
and 73.1%, respectively.  All of the above figures exclude one
loan ($30.0 million, 3.1%) backed by a cooperative property that
reported a DSC of 0.44x.  S&P's adjusted DSC and LTV figures
exclude nine ($106.0 million, 11.0%) defeased loans and two
($46.3 million, 4.8%) specially serviced assets.  S&P separately
estimated losses for the two specially serviced assets.  If S&P
included the specially serviced assets in S&P's calculation, its
adjusted DSC would be 1.71x.  The master servicer reported a
watchlist of nine ($184.3 million, 19.1%) loans, including two of
the top 10 loan exposures, which S&P discussed below.  Nine
($135.1 million, 14.0%) assets in the pool have a reported DSC of
less than 1.10x, and six ($118.1 million, 12.2%) assets have a
reported DSC of less than 1.00x.

                 Summary of Top 10 Loan Exposures

The top 10 exposures secured by real estate have an aggregate
outstanding trust balance of $588.7 million (63.0%).  Using
servicer-reported numbers, S&P calculated a weighted average DSC
of 1.74x for the top 10 real estate assets.  S&P's adjusted DSC
and LTV ratios for the top 10 exposures are 1.80x and 71.2%,
respectively.  All of the above figures exclude the 167 East 61st
Street loan ($30.0 million, 3.1%), which is backed by a
cooperative property and reported a DSC of 0.44x.  S&P's adjusted
DSC and LTV figures exclude the Anchor Bay loan, which is with the
special servicer (discussed above).  This asset has a servicer
reported DSC of 0.75x and, if S&P includes it in its calculation,
S&P's adjusted DSC for the top 10 exposures is 1.73x.

The 77 West Wacker Drive loan ($136.4 million pooled trust
balance, 14.1%) is the largest loan in the pool and appears on the
master servicer's watchlist.  The loan is collateralized by an
approximately 950,000-sq.-ft. class A office property in Chicago's
Central Loop.  The loan is current and appears on the master
servicer's watchlist due to a decreased DSC, which was 1.39x as of
December 2009, down from 2.29x at issuance.  Wachovia Securities,
which occupies 9.3% of the net rentable area, has given notice
that it will vacate the property upon its May 31, 2010, lease
expiration.  Standard & Poor's considered servicer-provided
information, including the December 2009 Operating Statement
Analysis Report (OSAR), the February 2010 rent roll, and the
November 2009 inspection report.  S&P revalued the collateral also
taking into consideration the upcoming lease rolls, current market
rents, and occupancy for the Chicago metropolitan statistical area
(MSA).  Using a capitalization rate of 9.25%, S&P's analysis
yielded a stressed whole loan LTV ratio of 93.9%.

The Circa Capital East & West Pool loan ($39.7 million, 4.1%) is
the fifth-largest asset in the pool and the second-largest loan on
the master servicer's watchlist.  The loan is secured by six
cross-collateralized and cross-defaulted, full-service Holiday Inn
hotel properties totaling 1,521 rooms in five states.  The loan
appears on the master servicer's watchlist due to low DSC, which
was 0.90x as of December 2009, down from 1.57x at issuance.
Occupancy was 38.3% as of the same period, down from 64.5% at
issuance.

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

  Ratings Lowered And Removed From Creditwatch Negative (Pooled)

              Merrill Lynch Mortgage Trust 2003-KEY1
          Commercial mortgage pass-through certificates

                   Rating
                   ------
      Class      To      From           Credit enhancement (%)
      -----      --      ----           ----------------------
      B          A+      AA+/Watch Neg                   12.26
      C          A       AA/Watch Neg                    10.59
      D          BBB+    A+/Watch Neg                     7.94
      E          BBB     A-/Watch Neg                     6.82
      F          BB+     BBB+/Watch Neg                   5.57
      G          B+      BBB/Watch Neg                    4.73
      H          CCC     BBB-/Watch Neg                   3.62
      J          CCC-    BB+/Watch Neg                    3.06
      K          CCC-    BB/Watch Neg                     2.50
      L          CCC-    BB-/Watch Neg                    2.08
      M          CCC-    B+/Watch Neg                     1.38
      N          CCC-    B/Watch Neg                      1.11
      P          CCC-    CCC+/Watch Neg                   0.97

                    Ratings Affirmed (Pooled)

              Merrill Lynch Mortgage Trust 2003-KEY1
          Commercial mortgage pass-through certificates

     Class        Rating               Credit enhancement (%)
     -----        ------               ----------------------
     A-2          AAA                                   15.89
     A-3          AAA                                   15.89
     A-4          AAA                                   15.89
     A-1A         AAA                                   15.89
     XC           AAA                                     N/A
     XP           AAA                                     N/A

                   Ratings Lowered (Nonpooled)

              Merrill Lynch Mortgage Trust 2003-KEY1
           Commercial mortgage pass-through certificates

                                 Rating
                                 ------
                     Class     To      From
                     -----     --      ----
                     WW-1      BB      BBB-
                     WW-2      BB-     BB+
                     WW-3      B-      BB-

                      N/A - Not applicable.


MORGAN STANLEY: S&P Withdraws Ratings on Class IIA Notes
--------------------------------------------------------
Standard & Poor's Ratings Services withdrew its rating on the
Class IIA notes issued by Morgan Stanley ACES SPC's series 2006-4,
a synthetic corporate investment-grade collateralized debt
obligation transaction.

The rating withdrawal follows the complete redemption and
cancellation of the notes.

                         Rating Withdrawn

                     Morgan Stanley ACES SPC
                          Series 2006-4

               Rating                   Balance (mil. ?)
               ------                   ----------------
    Class     To      From             Current      Previous
    -----     --      ----             -------      --------
    IIA       NR      CCC-               0.000      1000.000


NORTH COVE: S&P Downgrades Ratings on Five Classes of Notes to 'D'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings to 'D' on
five classes of notes from North Cove CDO II Ltd., a hybrid
collateralized debt obligation transaction backed by mezzanine
tranches of residential mortgage-backed securities transactions.

The downgrades follow notification from the trustee that the
collateral was liquidated on April 12, 2010, as a result of the
termination of the credit default swap.  According to the trustee,
the liquidation proceeds were not sufficient to pay the
noteholders in full after making the termination payments on the
credit default swap contracts.

                         Ratings Lowered

                      North Cove CDO II Ltd.

                                    Rating
                                    ------
                    Class        To       From
                    -----        --       ----
                    A            D        CCC-
                    B            D        CC
                    C            D        CC
                    D            D        CC
                    E            D        CC


MOUNTAIN CAPITAL: Moody's Upgrades Ratings on Four Classes
----------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Mountain Capital CLO III Ltd.:

  -- US$51,000,000 Class A-1LB Floating Rate Notes Due February
     2016, upgraded to A1; previously on August 6, 2009,
     Downgraded to A2;

  -- US$18,500,000 Class A-2L Floating Rate Notes Due February
     2016, upgraded to Baa2; previously on April 12, 2010, Ba1
     Placed Under Review for Possible Upgrade;

  -- US$13,500,000 Class A-3L Floating Rate Notes Due February
     2016, upgraded to Ba3; previously on April 12, 2010, B2
     Placed Under Review for Possible Upgrade;

  -- US$6,000,000 Class A-3F 5.744% Notes Due February 2016,
     upgraded to Ba3; previously on April 12, 2010, B2 Placed
     Under Review for Possible Upgrade.

According to Moody's, the rating actions taken on the notes result
primarily from improvement in the credit quality of the underlying
portfolio and an increase in the overcollateralization of the
notes since the last rating action in August 2009.  The notes also
benefited from the delevering of the Class A-1LA notes, which have
been paid down by approximately $27MM, accounting for roughly 14%
of the total Class A-1LA outstanding balance reported in August
2009.  Moody's expects delevering to continue as a result of the
end of the deal's reinvestment period in August 2009.

Improvement in the credit quality is observed through a decrease
in the proportion of securities from issuers rated Caa1 and below.
In particular, as of the latest trustee report dated April 2,
2010, securities rated Caa1 or lower make up approximately 7.3% of
the underlying portfolio versus 9% in August 2009.  Additionally,
the dollar amount of defaulted securities has decreased to about
$11MM from approximately $25MM in August 2009.  Due to the impact
of revised and updated key assumptions referenced in the latest
Moody's CLO methodology, key model inputs used by Moody's in its
analysis, such as par, weighted average rating factor, diversity
score, and weighted average recovery rate, may be different from
the trustee's reported numbers.

The overcollateralization ratios have increased since the last
rating action in August 2009.  The Senior Class A, Class A, and
Class B-1L overcollateralization ratios are reported at 119.2%,
110.3% and 103.2%, respectively, versus August 2009 levels of
115%, 107.2% and 100.5%, respectively, and all related
overcollateralization tests are currently in compliance.

Mountain Capital CLO III Ltd., issued in May 2004, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.


MSC 2007-SRR3: Moody's Downgrades Ratings on 10 Classes of Notes
----------------------------------------------------------------
Moody's Investors Service downgraded ten classes of Notes issued
by MSC 2007-SRR3 due to deterioration in the credit quality of the
underlying portfolio of reference obligations as evidenced by an
increase in the weighted average rating factor and a decrease in
the weighted average recovery rate since last review.  The rating
action, which concludes Moody's current review, is the result of
Moody's on-going surveillance of commercial real estate
collateralized debt obligation transactions.

MSC 2007-SRR3 is a synthetic CRE CDO transaction backed by a
portfolio of credit default swaps referencing $937.0 million par
amount of commercial mortgage backed securities debt (89.3% of the
pool balance) and CRE CDO collateral (10.3% of the pool).  All of
the reference obligations were securitized in 2004 (2.9%), 2005
(12.3%) and 2006 (84.8%).  As of the April 19, 2010 Trustee
report, the aggregate issued Note balance of the transaction is
$187.4 million, the same as at securitization.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the non-
Moody's rated reference obligations.  The bottom-dollar WARF is a
measure of the default probability within a collateral pool.
Moody's modeled a bottom-dollar WARF of 4,667, compared to 2,327
at last review.  The distribution of current ratings and credit
estimates is: Aaa-Aa3 (14.9% compared to 14.9% at last review),
A1-A3 (4.8% compared to 6.9% at last review), Baa1-Baa3 (3.2%
compared to 16.8% at last review), Ba1-Ba3 (8.3% compared to 3.7%
at last review), B1-B3 (29.3% compared to 49.1% at last review),
and Caa1-C (39.5% compared to 8.5% at last review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time.  Moody's modeled to the actual
WAL of 6.1 years compared to 7.3 years at last review.

WARR is the par-weighted average of the mean recovery values for
the reference obligations in the pool.  Moody's modeled a variable
WARR with a mean of 13.3% compared to a mean of 17.4% at last
review.

MAC is a single factor that describes the pair-wise asset
correlations to default distribution among the instruments within
the reference obligations pool (i.e. the measure of diversity).
Moody's modeled a MAC of 22.2% compared to 33.2% at last review.

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

In cases where CUSIP collateral is resecuritized, CDOROM v2.5 adds
stress to capture the leveraging effect of the derivative
transaction.  Moody's had previously announced on March 4, 2009
that the additional default probability stress applied to
resecuritized collateral would not be applied to conduit and
fusion CMBS from the 2006 to 2008 vintages due to a first quarter
2009 ratings sweep of such transactions.  Moody's are now applying
the resecuritization stress factor to all vintages of CMBS
collateral to address the enhanced volatility in the
resecuritization and align Moody's modeling of CRE CDOs with its
expected performance.

The rating actions are:

  -- Class A, Downgraded to C; previously on February 26, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Class B, Downgraded to C; previously on February 26, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Class C, Downgraded to C; previously on February 26, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Class D, Downgraded to C; previously on February 26, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Class E, Downgraded to C; previously on February 26, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Class F, Downgraded to C; previously on February 26, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Class G, Downgraded to C; previously on February 26, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Class H, Downgraded to C; previously on February 26, 2010
     Caa1 Placed Under Review for Possible Downgrade

  -- Class J, Downgraded to C; previously on February 26, 2010
     Caa1 Placed Under Review for Possible Downgrade

  -- Class K, Downgraded to C; previously on February 26, 2010
     Caa1 Placed Under Review for Possible Downgrade

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

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


MSC 2007-SRR4: Moody's Downgrades Ratings on Two Classes of Notes
-----------------------------------------------------------------
Moody's Investors Service downgraded two classes of Notes issued
by MSC 2007-SRR4 Segregated Portfolio due to deterioration in the
credit quality of the underlying portfolio of reference
obligations as evidenced by an increase in the weighted average
rating factor and a decrease in the weighted average recovery rate
since last review.  The rating action, which concludes Moody's
current review, is the result of Moody's on-going surveillance of
commercial real estate collateralized debt obligation
transactions.

MSC 2007-SRR4 Segregated Portfolio is a synthetic CRE CDO
transaction backed by a portfolio of credit default swaps
referencing $920.0 million par amount of commercial mortgage
backed securities debt.  All of the reference obligations were
securitized in 2004 (2.2%), 2005 (34.2%) and 2006 (59.8%).  As of
the April 19, 2010 Trustee report, the aggregate issued Note
balance of the transaction is $158.7 million, the same as at
securitization.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the non-
Moody's rated reference obligations.  The bottom-dollar WARF is a
measure of the default probability within a collateral pool.
Moody's modeled a current bottom-dollar WARF of 4,049, compared to
2,062 at last review.  The distribution of current ratings and
credit estimates is: A1-A3 (1.6% compared to 7.1% at last review),
Baa1-Baa3 (15.7% compared to 26.1% at last review), Ba1-Ba3 (10.4%
compared to 10.9% at last review), B1-B3 (42.9% compared to 53.8%
at last review), and Caa1-C (29.3% compared to 2.2% at last
review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time.  Moody's modeled to the actual
WAL of 6.3 years compared to 7.4 years at last review.

WARR is the par-weighted average of the mean recovery values for
the reference obligations in the pool.  Moody's modeled a variable
WARR with a mean of 7.7% compared to a mean of 12.0% at last
review.

MAC is a single factor that describes the pair-wise asset
correlations to default distribution among the instruments within
the reference obligations pool (i.e. the measure of diversity).
Moody's modeled a MAC of 26.9%, compared to 43.0% at last review.

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

In cases where CUSIP collateral is resecuritized, CDOROM v2.5 adds
stress to capture the leveraging effect of the derivative
transaction.  Moody's had previously announced on March 4, 2009,
that the additional default probability stress applied to
resecuritized collateral would not be applied to conduit and
fusion CMBS from the 2006 to 2008 vintages due to a first quarter
2009 ratings sweep of such transactions.  Moody's are now applying
the resecuritization stress factor to all vintages of CMBS
collateral to address the enhanced volatility in the
resecuritization and align Moody's modeling of CRE CDOs with its
expected performance.

The rating actions are:

  -- Class B, Downgraded to C; previously on February 26, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Class C, Downgraded to C; previously on February 26, 2010 B2
     Placed Under Review for Possible Downgrade

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

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


PEGASUS 2007-1: Fitch Downgrades Ratings on Two Classes of Notes
----------------------------------------------------------------
Fitch Ratings has downgraded two classes issued by Pegasus 2007-1
Ltd. as a result of negative credit migration of the commercial
mortgage-backed securities collateral.

This transaction was analyzed under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Portfolio Credit Model for projecting future default levels
for the underlying portfolio.  The degree of correlated default
risk of this reference collateral is high given the single sector
and vintage concentration.  Based on this analysis and given the
scant credit enhancement available to class A-1 and A-2, the
credit characteristics of the bonds are consistent with the 'BB'
category.  Since Fitch's last rating action in February 2009,
approximately 42.9% of the portfolio has been downgraded.  All
assets remain investment grade, with the lowest rated asset in the
portfolio carrying a Fitch derived rating of 'BBB-'.

The Negative Rating Outlook on the notes reflects Fitch's
expectation that underlying CMBS loans will continue to face
refinance risk and maturity defaults.  Fitch also assigned Loss
Severity ratings to the notes.  The LS ratings indicate each
tranche's potential loss severity given default, as evidenced by
the ratio of tranche size to the expected loss for the collateral
under the 'Mean' stress.  The LS rating should always be
considered in conjunction with probability of default indicated by
a class' long-term credit rating.

Pegasus 2007-1, issued in April 2007, is a synthetic
securitization referencing a portfolio of 28 $100 million class A-
M CMBS bonds.  The transaction is designed to provide credit
protection for realized losses on the reference portfolio through
a credit default swap.  An amount equal to $20,000,000 minus the
aggregate amount of any actual principal writedowns is available
as subordination with respect to each reference obligation.  Until
the writedowns related to a reference obligation exceed
$20,000,000, the Issuer will not be required to pay any cash
settlements upon the trigger of a credit event.  To date there
have been no principal writedowns.

Proceeds from the securities are invested in a pool of highly
rated investments, which are currently held in a Certificate of
Deposit account.  Collateral market value risk is mitigated
through a credit support annex between the issuer and the CSA
counterparty, Hypo Public Finance Bank.

Fitch has downgraded, assigned LS ratings, and revised Outlooks
for these classes:

  -- $112,000,000 class A-1 notes to 'BB/LS1' from 'BBB'; Outlook
     to Negative from Stable;

  -- $1,400,000 class A-2 notes to 'BB/LS5' from 'BBB'; Outlook to
     Negative from Stable.

The rating of the notes addresses the likelihood that investors
will receive full and timely payments of interest, as per the
governing documents, as well as the stated balance of principal by
the legal final maturity date.


PORTER SQUARE: Moody's Downgrades Ratings on Class B to 'Caa3'
--------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
ratings of one class of notes issued by Porter Square CDO I, Ltd.
The notes affected by the rating action are:

  -- US$24,000,000 Class B Senior Secured Floating Rate Notes Due
     2038, Downgraded to Caa3; previously on 8/20/09 Downgraded to
     Caa1

Porter Square CDO I, Ltd., is a collateralized debt obligation
issuance backed by a portfolio of primarily Residential Mortgage-
Backed Securities originated in 2002 and 2003.

According to Moody's, the rating downgrade action is the result of
deterioration in the credit quality of the underlying portfolio.
Such credit deterioration is observed through numerous factors,
including an increase in the dollar amount of defaulted
securities, the number of assets that are currently on review for
possible downgrade and the failure of the coverage tests.  The
defaulted securities, as reported by the trustee, have increased
from $9.3 million in August 2009 to $23.0 million in March 2010.
Also, in April 2010, the Moody's ratings of approximately
$22.5 million of 2003 RMBS within the underlying portfolio were
placed on review for possible downgrade as a result of Moody's
updated expected loss projections for these RMBS.  In addition,
the Trustee reports that the transaction is currently failing its
principal and interest coverage tests.

Moody's explained that in arriving at the rating action noted
above, the ratings of subprime, Alt-A and Option-ARM RMBS which
are currently on review for possible downgrade were stressed.  For
purposes of monitoring its ratings of SF CDOs with exposure to
pre-2005 vintage RMBS, Moody's considered the various factors
indicating continued negative performance that were described in
Moody's press releases dated April 8th for subprime, April 12th
for Option-ARM and April 13th for Alt-A.  Such seasoned deals will
have varying stress based on RMBS asset type.

For pre-2005 Alt-A, Aaa rated securities were stressed by four
notches, Aa rated securities by six notches, and A or Baa rated
securities by nine notches.  Pre-2005 Option-ARM securities
currently rated Aaa were stressed by two notches, Aa and A by six
notches, and Baa by nine notches.

For pre-2005 subprime, Aaa and Aa rated securities were stressed
by two notches, A rated securities were stressed by six notches,
and Baa rated securities were stressed by nine notches.

All subprime, Alt-A and Option-ARM RMBS securities which
originated prior to 2005, are currently rated Ba or below, and are
also currently on review for possible downgrade have been stressed
to Ca.

Moody's further explained that these stresses are based on a
preliminary sample analysis of deals from a given vintage and
asset type, and that they will be utilized in its SF CDO rating
analysis while subprime, Alt-A and Option-ARM securities remain on
review for downgrade.  Current public ratings will be used for
securities that have undergone an in depth review by Moody's RMBS
team, and that are no longer on review for downgrade.


PRIMUS MANAGED: S&P Withdraws Rating on Class A-F 2004-1 Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its rating on the A-F
note and lowered its rating on the B-1L and B-2L notes issued by
Primus Managed PRISMs 2004-1 Ltd., a synthetic collateralized debt
obligation.

The rating withdrawal follows the complete redemption and
cancelation of the A-F note.  The lowered ratings on the B-1L and
B-2L notes follow a number of recent credit events within the
transaction's underlying portfolio.  Specifically, write-downs in
the underlying reference portfolio caused the notes to incur a
partial principal loss.

                        Rating Withdrawn

                 Primus Managed PRISMs 2004-1 Ltd.

                                       Rating
                                       ------
          Class                 To                 From
          -----                 --                 ----
          A-F                   NR                 CCC-

                          Ratings Lowered

                 Primus Managed PRISMs 2004-1 Ltd.

                                       Rating
                                       ------
          Class                 To                 From
          -----                 --                 ----
          B-1L                  D                  CCC-
          B-2L                  D                  CCC-


RAIT CRE: S&P Downgrades Ratings on 11 Classes of CRE CDO Deals
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 11
classes from RAIT CRE CDO I Ltd., a commercial real estate
collateralized debt obligation transaction.  At the same time, S&P
removed the 11 lowered ratings from CreditWatch negative.

The downgrades follow S&P's analysis of the transaction using its
updated U.S. CRE CDO criteria, which was the primary driver of its
rating actions.  The downgrades also reflect S&P's estimated
asset-specific recovery rates for the 12 underlying loan assets
($64.3 million, 6.5% of the collateral pool) reported as defaulted
in the April trustee report.  S&P's analysis included a review of
the current credit characteristics of all of the underlying
collateral assets, as well as the transaction's liability
structure.

According to the April 20, 2010, trustee report, the transaction's
current asset pool included these:

* Forty-one whole loans and senior participation loans
  ($679.9 million, 68.5%); and

* Ninety-one subordinate interest loans ($313.2 million, 31.5%).

Standard & Poor's reviewed and updated credit estimates for all of
the nondefaulted loan assets.  S&P based the analyses on its
adjusted net cash flows, which S&P derived from the most recent
financial data provided by the collateral manager, RAIT
Partnership L.P., and the trustee, Wells Fargo Bank N.A., as well
as market and valuation data from third-party providers.

According to the trustee report, the transaction includes 12
defaulted loan assets ($64.3 million, 6.5%).  Standard & Poor's
estimated asset-specific recovery rates for the loan assets
reported as defaulted, which ranged from 0% through 37.6%.  S&P
based the recovery rates on information from the collateral
manager, special servicer, and third-party data providers.  The
defaulted loan assets are:

* The Oceans Resort senior interest loan ($30.0 million, 3.0%);

* The Stag Portfolio (12 property) subordinated loan
  ($7.6 million, 0.8%);

* The Mansions at Canyon Springs subordinated loan ($7.0 million,
  0.7%);

* The Lembi Portfolio subordinated loan ($3.9 million, 0.4%);

* The River View Gardens senior interest loan ($3.8 million,
  0.4%);

* The 738/744 North Avenue senior interest loan ($3.7 million,
  0.4%);

* The Nashville Multifamily Portfolio subordinated loan
  ($3.0 million, 0.3%);

* The Rolfe's Manufactured Housing Portfolio subordinated loan
  ($2.4 million, 0.2%);

* The Ashley Park Apartments subordinated loan ($1.0 million,
  0.1%);

* The River View Gardens subordinated loan ($1.0 million, 0.1%);

* The Inverness Shopping Center subordinated loan ($750,000,
  0.08%); and

* The Waterstone subordinated loan ($210,000, 0.02%).

Standard & Poor's analyzed the transaction and its underlying
collateral assets in accordance with S&P's current criteria.
S&P's analysis is consistent with the lowered ratings.

      Ratings Lowered And Removed From Creditwatch Negative

                        RAIT CRE CDO I Ltd.
                        Floating-rate notes

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


RAIT PREFERRED: S&P Downgrades Ratings on 11 CRE CDO Deals
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 11
classes from RAIT Preferred Funding II Ltd., a commercial real
estate collateralized debt obligation transaction.  At the same
time, S&P removed the lowered ratings from CreditWatch negative.

The downgrades follow S&P's analysis of the transaction using its
updated U.S. CRE CDO criteria, which was the primary driver of its
rating actions.  S&P's analysis included a review of the current
credit characteristics of all of the underlying collateral assets,
as well as the transaction's liability structure.

According to the April 26, 2010, trustee report, the transaction's
current asset pool included these:

* Sixty whole loans and senior participation loans
  ($655.8 million, 83.3%); and

* Twenty-seven subordinate interest loans ($131.3 million, 16.7%).

Standard & Poor's reviewed and updated credit estimates for all of
the nondefaulted loan assets.  S&P based the analyses on its
adjusted net cash flows, which S&P derived from the most recent
financial data provided by the collateral manager, RAIT
Partnership L.P., and the trustee, Wells Fargo Bank N.A., as well
as market and valuation data from third-party providers.

According to the trustee report, the transaction includes one
defaulted loan asset ($20.0 million, 2.5%).  Standard & Poor's
estimated that there would be no recovery upon the eventual
resolution of this asset.  S&P based the recovery on the
information from the collateral manager, special servicer, and
third-party data providers.  The defaulted loan is the Menlo Oaks
Corporate Center subordinated loan.

Standard & Poor's analyzed the transaction and its underlying
collateral assets in accordance with its current criteria.  S&P's
analysis is consistent with the lowered ratings.

      Ratings Lowered And Removed From Creditwatch Negative

                  RAIT Preferred Funding II Ltd.
                       Floating-rate notes

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


REIT TRUST: Moody's Downgrades Ratings on 10 Tranches
-----------------------------------------------------
Moody's has downgraded 10 tranches across two REIT Trust Preferred
CDOs.  REIT TRUP CDOs are backed by pools of assets that consist
of trust preferred securities or subordinated debt issued by real
estate investment trusts, real estate operating companies,
homebuilders, commercial mortgage backed securities, and real
estate related loans.  All of these sectors are still
underperforming.

Moody's indicated that these rating actions are driven by an
increase in the amount of defaulted and deferring securities in
the collateral pools, further deterioration in the credit quality
of the performing portfolio, significant payments to the hedge
counterparty and the higher likelihood of declaration of an Event
of Default in the near future.  In addition, Moody's notices an
increase in the likelihood of interest payment default on the most
senior tranches of one of these transactions.

Both transactions are negatively affected by a large pay-fixed,
receive-floating interest rate swap since payments to the hedge
counterparty are absorbing much of the interest proceeds in the
deal.  These significant payments have dramatically decreased
interest proceeds available to pay interest on the senior notes,
and are expected to result in actual payment defaults at least for
one of these transactions.

The magnitude of the impact of these substantial payments to the
hedge counterparty is demonstrated in the Senior Interest Coverage
Test of Taberna IX.  The senior interest coverage ratio is
currently18.98%, as reported in the trustee report dated March 31,
2010.  This value indicates a severe interest
undercollateralization for this transaction.  Moody's anticipates
that the burden of making payments to the hedge counterparty over
the remaining life of the hedge schedule will significantly reduce
the amount of cash available to pay senior notes and put the
ultimate payments of principal on these notes at significant risk.
Given the current interest coverage ratio, Moody's believe this
transaction may have a high likelihood of declaring an Event of
Default in the near future.

These transactions have experienced significant par loss in the
collateral portfolios since the last rating action.  According to
the latest trustee reports dated March 31, 2010, the current
senior overcollateralization ratios for Taberna VIII and Taberna
IX are 133.72% and 113.14%, respectively.  Both Taberna deals are
experiencing overcollateralization test failures down the capital
structure due to a material increase in the actual and assumed
defaults.  Compared to the rating actions taken in April 2009,
Taberna VIII and Taberna IX experienced a significant increase in
the assumed defaulted amount [1] from ($25 mm to $107 mm) and from
($50 mm to $201 mm), respectively.  The assumed WARF [2] of 6007
for Taberna VIII and 4965 for Taberna IX also indicates that the
credit quality of the remaining performing collateral has
deteriorated considerably since the last rating action.  The
rating actions taken also reflect the weakened portfolio
collateralizing these two transactions.

Most of the notes in the affected transactions were placed on
watch for possible downgrade in March 2010 as a result of the
continued weak economic conditions in the real estate sector,
increased expectations of asset defaults and interest deferrals,
and reduced recovery prospects for mortgage REITs.  Since then,
the credit fundamentals for the REITs sector continue to be
challenging and Moody's expects that it will remain so at least
for the remainder of the year.

The rating actions are:

Taberna Preferred Funding VIII, Ltd.

  * Current Assumed WARF [1]: 6007

  * Current Assumed Defaulted Amount [2]: $107,084,653.89

  -- US$160,000,000 Class A-1A First Priority Delayed Draw Senior
     Secured Floating Rate Notes Due 2037 (current balance of
     $152,758,226.54); Downgraded to B3, previously on
     November 19, 2009 Ba1 Placed Under Review for Possible
     Downgrade

  -- US$215,000,000 Class A-1B First Priority Senior Secured
     Floating Rate Notes Due 2037(current balance of
     $205,268,868.42); Downgraded to B3, previously on
     November 19, 2009 Ba1 Placed Under Review for Possible
     Downgrade

  -- US$120,000,000 Class A-2 Second Priority Senior Secured
     Floating Rate Notes Due 2037; Downgraded to Caa3, previously
     on November 19, 2009 Ba3 Placed Under Review for Possible
     Downgrade

  -- US$40,000,000 Class C Deferrable Fourth Priority Secured
     Floating Rate Notes Due 2037 (current balance of
     $40,169,392.46); Downgraded to C, previously on April 9, 2009
     Downgraded to Ca

Taberna Preferred Funding IX, Ltd.

  * Current Assumed WARF [1]: 4965

  * Current Assumed Defaulted Amount [2]: $201,024,983.81

  -- US$275,000,000 Class A-1LA Floating Rate Notes Due May 2038
     Notes (current balance of $267,205,231.36), Downgraded to
     Caa2; previously on November 19, 2009 Ba1 Placed Under Review
     for Possible Downgrade;

  -- US$100,000,000 Class A 1LAD Delayed Draw Floating Rate Notes
     Due May 2038 Notes (current balance of $97,165,538.68),
     Downgraded to Caa2; previously on November 19, 2009 Ba1
     Placed Under Review for Possible Downgrade;

  -- US$116,000,000 Class A 1LB Floating Rate Notes Due May 2038
     Notes, Downgraded to Caa3; previously on April 9, 2009
     Downgraded to B1;

  -- US$25,000,000 Class A-2LA Floating Rate Notes Due May 2038
     Notes, Downgraded to Ca; previously on April 9, 2009
     Downgraded to B3;

  -- US$53,000,000 Class A-2LB Deferrable Floating Rate Notes Due
     May 2038 Notes (current balance of $53,206,976.72),
     Downgraded to C; previously on April 9, 2009 Downgraded to
     Ca;

  -- US$20,000,000 Class A-3LA Deferrable Floating Rate Notes Due
     May 2038 Notes (current balance of $20,359,272.92),
     Downgraded to C; previously on April 9, 2009 Downgraded to
     Ca.


RENTAL CAR: Fitch Affirms 'BB' Ratings on Series 2005-1 Notes
-------------------------------------------------------------
Fitch Ratings affirms the outstanding ratings on the rental fleet
asset-backed securities issued by Rental Car Finance Corp., Series
2005-1 and RCFC Series 2007-1, as listed below, and assigns a
Rating Outlook to the 2007-1 notes:

RCFC Series 2005-1:

  -- Class A-1 notes at 'BB';
  -- Class A-2 notes at 'BB'.

RCFC Series 2007-1:

  -- Class A notes at 'BBB+'; Outlook Stable.

The transactions are serviced and sponsored by Dollar Thrifty
Automotive Group, Inc.  Fitch does not expect a potential sale of
DTAG to have an adverse impact on the performance of the
outstanding transactions, or to impact their ratings on a short-
term basis.  On April 26, 2010, Hertz Global Holdings, Inc. and
DTAG announced that they signed a definitive agreement providing
for Hertz to acquire DTAG.  Then on May 3, 2010, Avis Budget Group
Inc. sent a letter to DTAG indicating that the company would like
to make a substantially higher offer to acquire DTAG, to which
DTAG responded that it is prepared to entertain a higher offer
from Avis.

Fitch will continue to closely monitor the developments
surrounding the potential sale of DTAG, and any impact on the
performance and servicing of the transactions as this situation
evolves.

The series 2005-1 entered the controlled amortization period and
is currently amortizing and paying down the principal of the
notes.  Through the April reporting period, the notes have paid
down to a note factor of 50%, and are expected to be paid in full
in June 2010 and therefore no Rating Outlook is assigned to the
notes.  Series 2007-1 remains in the revolving period and has a
note factor of 100%.  The controlled amortization period is
expected to start in January 2012, and the expected final maturity
date is the July 2012 payment date.

The transactions continue to perform within Fitch's expectations.
Fitch's current surveillance methodology of rental fleet ABS
focuses on assessing key areas that affect the performance of a
rental fleet ABS, including strength and capabilities of the
servicer, the fleet composition and diversity thereof, and
vehicles disposition experience.  As such, both transactions have
benefited from the marked improvement in used vehicle values in
2009 and 2010, supporting overall performance.

Additionally, the improvement in DTAG's financial health is
another important factor relating to the ongoing ability of the
company to make payments to the trusts under the related rental
fleet leases, and its ongoing ability to service the transactions.
In the first quarter of 2010, DTAG reported its best first-quarter
profit in its history, with a net income of $27.3 million.

Currently, the transactions have a more diverse pool of vehicles
from a manufacturer perspective, versus at closing.  Both
transactions initially had high concentrations of Chrysler Group
LLC program vehicles; however, as of the April servicer report
distribution date, there were no Chrysler program vehicles subject
to a guaranty by Chrysler in 2005-1, and only 0.50% in 2007-1.
Through April, 2005-1 currently has 62.6% Chrysler vehicles, 25.7%
Ford Motor Company vehicles and 5.81% General Motors Corp.
vehicles, while 2007-1 has 34.4% Chrysler vehicles, 33.7% Ford
vehicles, and 16.8% GM vehicles.


RESTRUCTURED ASSET: Moody's Junks Rating on Class A-3 Notes
-----------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
rating of one class of certificates issued by Restructured Asset
Backed Securities Series 2003-3.  The rating action is:

  -- US$23,326,186 Class A-3 Certificates due January 2022,
     Downgraded to Caa2; previously on March 12, 2009 downgraded
     to B3.

Restructured Asset Backed Securities Series 2003-3, issued on
August 19, 2003, is a repackaging of the Class A Notes issued by
Sunrise CDO I, Limited, a collateralized debt obligation issuance
that is backed by a portfolio of asset-backed securities,
including exposure to Residential Mortgage-Backed Securities.  The
Moody's rating assigned to the Class A Notes issued by Sunrise CDO
I, Limited, is currently Caa2.  Moody's explained that its rating
of the Certificates is directly linked to, and will change as a
result of, Moody's rating assigned to the Class A Notes.


SAGAMORE CLO: Moody's Upgrades Ratings on Various Classes
---------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Sagamore CLO, Ltd.:

  -- US$70,000,000 Class A-1 Delayed Drawdown Note Rights Due 2015
     (current outstanding balance of $56,257,693), Upgraded to A2;
     previously on June 9, 2009 Downgraded to A3;

  -- US$161,000,000 Class A-2 Note Rights Due 2015 (current
     outstanding balance of $129,392,694), Upgraded to A2;
     previously on June 9, 2009 Downgraded to A3;

  -- US$5,000,000 Class A-3 Zero Coupon Accreting Note Rights Due
     2015 (current outstanding balance of $4,018,407), Upgraded to
     A2; previously on June 9, 2009 Downgraded to A3;

  -- US$18,000,000 Class B Deferrable Note Rights Due 2015,
     Upgraded to Ba3; previously on March 25, 2010 B1 Placed Under
     Review for Possible Upgrade;

  -- US$16,000,000 Class C-1 Floating Rate Deferrable Note Rights
     Due 2015, Upgraded to Caa3; previously on June 9, 2009
     Downgraded to Ca;

  -- US$500,000 Class C-2 Fixed Rate Deferrable Note Rights Due
     2015, Upgraded to Caa3; previously on June 9, 2009 Downgraded
     to Ca;

  -- US$5,000,000 Class 1 Participation Notes Due 2015 (current
     rated balance of $4,018,407), Upgraded to A2; previously on
     June 9, 2009 Downgraded to A3;

  -- US$5,000,000 Class 2 Participation Notes Due 2015 (current
     rated balance of $2,839,157), Upgraded to Ba3; previously on
     March 25, 2010 B2 Placed Under Review for Possible Upgrade.

According to Moody's, the rating actions result primarily from
improvement in the credit quality of the underlying portfolio and
an increase in the overcollateralization of the notes since the
downgrade of the notes in June 2009.  The notes also benefited
from the delevering of the Class A-1, A-2 and A-3 notes, which
have been paid down by approximately $42 million since June 2009,
part of such redemptions being driven by recent prepayments of the
underlying loans.  Moody's expects delevering to continue as a
result of the end of the deal's reinvestment period in October
2009.

Improvement in the credit quality is observed through a decrease
in the dollar amount of defaulted securities, an improvement in
the average credit rating (as measured by the weighted average
rating factor) and a decrease in the proportion of securities from
issuers rated Caa1 and below.  In particular, as of the latest
trustee report dated April 1, 2010, defaulted securities total
about $13.4 million, compared to $27.5 million of defaulted
collateral reported in the May 2009 report.  Based on the same
report, the weighted average rating factor is currently 2791
compared to 2893 in May 2009, and securities rated Caa1/CCC+ or
lower make up approximately 12% of the underlying portfolio versus
17.4% in May 2009.  Additionally, the Class A, Class B, and Class
C overcollateralization ratios increased to 121.98%, 112.39%, and
104.84%, respectively, from 113.41%, 105.09%, and 98.42% in May
2009.  Moody's also notes that the transaction has benefited from
exposure to mezzanine and junior CLO tranches whose recent credit
qualities have either stabilized or improved.  Due to the impact
of revised and updated key assumptions referenced in "Moody's
Approach to Rating Collateralized Loan Obligations" and "Annual
Sector Review (2009): Global CLOs," key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, diversity score, and weighted average recovery rate, may
be different from the trustee's reported numbers.

The rating action taken on the Class 1 Participation Notes
reflects the rating upgrade of the notes' underlying Class A-3
notes component.  The rating action taken on the Class 2
Participation Notes reflects the rating upgrade of the notes'
underlying Class B notes and Class C-1 notes components as well as
the consideration that interest payments on the Class B and Class
C notes are no longer being deferred since October 2009 as a
result of the cure of the Class A and Class B
overcollateralization tests.

Sagamore CLO, Ltd., issued in October 2003, is a collateralized
loan obligation backed primarily by a portfolio of senior secured
loans.


SANKATY HIGH: Fitch Affirms Ratings on Three Classes of Notes
-------------------------------------------------------------
Fitch Ratings has affirmed three classes and upgraded one class of
notes issued by Sankaty High Yield Partners III, L.P., a market
value collateralized debt obligation backed by bank loans, high
yield securities, and structured finance, mezzanine and private
equity securities.  The rating actions are as follow (amounts
based on initial note balances):

  -- $40,500,000 class B third senior secured notes to 'A' from
     'BB'; Outlook Stable;

  -- $50,500,000 class C senior secured subordinated notes,
     affirmed at 'CC';

  -- $21,000,000 class D subordinated secured notes, affirmed at
     'C';

  -- $12,500,000 class E junior subordinated secured notes,
     affirmed at 'C'.

The upgrade of the class B notes reflects the senior payment
priority of the notes, the continued improvement in market value
subordination levels available to the notes, as a result of
deleveraging, and the rights afforded to the class B notes as the
controlling note class of the transaction.  The affirmations of
the class C, D and E notes reflect moderate improvement in
available credit enhancement offset by the potential liquidation
risk of the then outstanding portfolio assets on the transaction
maturity date in April 2011.  Furthermore, Fitch notes that in
September 2009, Sankaty High Yield Partners II, L.P., a similar
transaction managed by Sankaty Advisors, LLC, obtained noteholder
consent to extend the transaction maturity date beyond the
original maturity date.  If a similar maturity extension were to
take place with respect to Sankaty III, it would be evaluated by
Fitch consistent with the analytical approach outlined in the
criteria report entitled 'Coercive Debt Exchange Criteria for
Structured Finance', dated June 3, 2009.  This approach could have
negative implications on the then outstanding junior notes.

In evaluating the notes, Fitch focused on the analytical
considerations outlined in the criteria report entitled 'Rating
Market Value Structures', dated March 26, 2010.  These
considerations included the capital structure of the transaction,
the credit quality, liquidity and duration of the underlying
collateral, the transaction's cash flow waterfall and the related
cash diversion mechanisms, the potential exposure period to market
value declines as a result of the absence of market value-based
triggers, the robustness of the data provided to Fitch, the
transaction's legal structure and the capabilities of Sankaty
Advisors, LLC as manager.  In addition, Fitch also considered the
sufficiency of available credit enhancement to the notes relative
to the market value loss assumptions outlined in Fitch's closed-
end fund criteria report entitled 'Closed-End Fund Debt and
Preferred Stock Criteria' dated Aug. 17, 2010.

Sankaty III experienced an Event of Default on Oct. 24, 2008,
triggering a principal payment acceleration of the outstanding
notes in sequential order, beginning with the senior-most class.
Since then, Sankaty Advisors, LLC, as manager, has been winding
down the portfolio through selective asset sales, with the consent
of the controlling note class.  As of April 19, 2010, the
portfolio consisted of approximately 56.4% structured finance,
mezzanine and private equity securities, 37.0% corporate bonds and
loans and 6.6% cash, with an aggregate market value of
approximately $141.7 million.

Fitch will continue to monitor and review this transaction for
future rating adjustments.


SANKATY HIGH: Fitch Affirms Ratings on Two Classes of Notes
-----------------------------------------------------------
Fitch Ratings has affirmed two classes and upgraded two classes of
notes issued by Sankaty High Yield Partners II, L.P., a market
value collateralized debt obligation backed by bank loans, high
yield securities, and structured finance, mezzanine and private
equity securities.  The rating actions are (amounts based on
initial note balances):

  -- $57,000,000 class B third senior secured notes upgraded to
     'AA' from 'BBB-', Outlook Stable;

  -- $77,000,000 class C senior subordinated secured notes
     upgraded to 'BB' from 'CCC', Outlook Stable;

  -- $37,500,000 class D subordinated secured notes affirmed at
     'CC';

  -- $22,500,000 class E junior subordinated secured notes
     affirmed at 'C'.

The upgrades of the class B and C notes reflect the senior payment
priority of the notes and the continued improvement in market
value subordination levels available to the notes as a result of
deleveraging.  The affirmations of the class D and E notes reflect
moderate improvement in available credit enhancement offset by the
subordinated payment priority of the notes and the indefinite
maturity of the transaction which could expose the notes to losses
in the event of material asset defaults and/or price declines.

In evaluating the notes, Fitch focused on the analytical
considerations outlined in the criteria report titled 'Rating
Market Value Structures' dated March 26, 2010.  These
considerations included the capital structure of the transaction,
the credit quality, liquidity and duration of the underlying
collateral, the transaction's cash flow waterfall and the related
cash diversion mechanisms, the potential exposure period to market
value declines as a result of the absence of market value-based
triggers, the robustness of the data provided to Fitch, the
transaction's legal structure and the capabilities of Sankaty
Advisors, LLC as manager.  In addition, Fitch also considered the
sufficiency of available credit enhancement to the notes relative
to the market value loss assumptions outlined in Fitch's closed-
end fund criteria report entitled 'Closed-End Fund Debt and
Preferred Stock Criteria' dated Aug. 17, 2010.

Sankaty II experienced an Event of Default on Oct. 24, 2008,
triggering a principal payment acceleration of the outstanding
notes in sequential order, beginning with the senior-most class.
Since then, Sankaty Advisors, LLC, as manager, has been winding
down the portfolio through selective asset sales, with the consent
of the controlling note class.  The original transaction maturity
was Nov. 30, 2009; however, a forbearance agreement was put into
place to extend the maturity indefinitely.  Sankaty Advisors, LLC
expects the transaction to be terminated by 2014.  As of April 19,
2010, Sankaty II's portfolio consisted of approximately 53.2%
corporate bonds and loans, 41% structured finance, mezzanine and
private equity securities and 5.8% cash, with an aggregate market
value of approximately $198.4 million.

Fitch will continue to monitor and review this transaction for
future rating adjustments.


SASCO 2007-BHC1: Fitch Downgrades Ratings on All Classes
--------------------------------------------------------
Fitch Ratings has downgraded all classes issued by SASCO 2007-BHC1
Trust as a result of increased interest shortfalls and negative
credit migration of the underlying commercial mortgage backed
securities.

Since Fitch's last review in July 2009, the weighted average Fitch
derived rating of the collateral has declined to 'B-' from 'BB'.
Further, approximately 20% of the portfolio has accumulated
interest shortfalls.  Currently, 8.5% is on Rating Watch Negative.
Approximately 95.2% of the portfolio has a Fitch derived rating
below investment grade; 18.4% has a rating in the 'CCC' category
and below.  While the transaction has not experienced losses to
date, the classes below A-2 are experiencing partial or full
interest shortfalls.

This transaction was analyzed under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Portfolio Credit Model for projecting future default levels
for the underlying portfolio.  The degree of correlated default
risk of this collateral is high given the CMBS and vintage
concentrations.  Further, in its review, Fitch analyzed the
structure's sensitivity to the default of the distressed
collateral ('CCC' category and lower) and further potential
downgrades of assets that are experiencing interest shortfalls.
The credit enhancement to the class A-1 is consistent with the
'CCC' category rating loss rates generated by PCM under these
sensitivity scenarios, and as such default is a real possibility.

Fitch's loss expectation exceeds the credit enhancement available
to classes A-2 and below.  Further, the 20% of collateral with
interest shortfalls exceeds the credit enhancement to class A-2
and below.  Given the high probability of default of these assets
and the expected limited recovery prospects upon default, and the
likelihood that recovery prospects for interest shortfalls on CMBS
classes are low, class A-2 and all classes below have been
downgraded to 'C', indicating default is inevitable.

SASCO 2007-BHC1 is backed by 88 mezzanine tranches from 42 CMBS
transactions.  Approximately 86.2% are from the 2006 vintage,
while the balance is from the 2005 (12.7%) and 2004 (1.1%)
vintages.  The transaction closed Mar.  15, 2007.

Fitch has downgraded the classes:

  -- $350,912,000 class A-1 to 'CCC' from 'BBB';
  -- Interest-only class X to 'CCC' from 'BBB';
  -- $68,929,000 class A-2 to 'C' from 'BB+';
  -- $16,292,000 class B to 'C' from 'BB+';
  -- $10,026,000 class C to 'C' from 'BB';
  -- $3,133,000 class D to 'C' from 'BB';
  -- $8,146,000 class E to 'C' from 'BB;
  -- $5,013,000 class F to 'C' from 'BB';
  -- $6,266,000 class G to 'C' from 'BB-';
  -- $8,146,000 class H to 'C' from 'BB-';
  -- $4,386,000 class J to 'C' from 'B+';
  -- $5,013,000 class K to 'C' from 'B';
  -- $3,759,000 class L to 'C' from 'B';
  -- $1,253,000 class M to 'C' from 'B-';
  -- $1,253,000 class N to 'C' from 'B-';
  -- $2,506,000 class P to 'C' from 'B-';
  -- $1,253,000 class Q to 'C' from 'B-';
  -- $1,253,000 class S to 'C' from 'CCC'.

Classes A-1 through Q and class X are removed from Rating Watch
Negative.  Fitch does not assign Rating Outlooks to classes rated
'CCC' or lower.


SEAWALL 2007-1: Moody's Downgrades Ratings on Nine Classes
----------------------------------------------------------
Moody's Investors Service downgraded nine classes of Notes issued
by Seawall 2007-1, Ltd., due to deterioration in the credit
quality of the underlying portfolio of reference obligations as
evidenced by an increase in the weighted average rating factor and
a decrease in the weighted average recovery rate since last
review.  The rating action, which concludes Moody's current
review, is the result of Moody's on-going surveillance of
commercial real estate collateralized debt obligation
transactions.

Seawall 2007-1, Ltd., is a synthetic CRE CDO transaction backed by
a portfolio of credit default swaps referencing $550 million par
amount of commercial mortgage backed securities debt (91% of the
pool balance) and REIT debt (9% of the pool balance).  All of the
CMBS reference obligations were securitized between 2005 (44%) and
2006 (56%).  As of the March 2, 2010 Trustee report, the aggregate
issued Note balance is the same as at securitization.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the non-
Moody's rated reference obligations.  The bottom-dollar WARF is a
measure of the default probability within a collateral pool.
Moody's modeled a bottom-dollar WARF of 4,205 compared to 2,347 at
last review.  The distribution of current ratings and credit
estimates is: Baa1-Baa3 (20% compared to 39% at last review), Ba1-
Ba3 (5% compared to 10% at last review), B1-B3 (40% compared to
40% at last review), and Caa1-C (35% compared to 11% at last
review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time.  Moody's modeled to the actual
WAL of 5.4 years compared to 7.1 years at last review.

WARR is the par-weighted average of the mean recovery values for
the reference obligations in the pool.  Moody's modeled a variable
WARR with a mean of 8.4% compared to a mean of 12.4% at last
review.

MAC is a single factor that describes the pair-wise asset
correlations to default distribution among the instruments within
the reference obligations pool (i.e. the measure of diversity).
Moody's modeled a MAC of 27% compared to 42% at last review.  The
lower MAC is due to the higher diversity of ratings distribution
in the reference obligations pool.

Moody's review incorporated updated asset correlation assumptions
for the commercial real estate sector consistent with one of
Moody's CDO rating models, CDOROM v2.5, which was released on
April 3, 2009.  These correlations were updated in light of the
systemic seizure of credit markets and to reflect higher inter-
and intra-industry asset correlations.  The updated asset
correlations, depending on vintage and issuer diversity, used for
CUSIP collateral (i.e. CMBS, CRE CDOs or REIT debt) within CRE
CDOs range from 30% to 60%, compared to 15% to 35% previously.  In
cases where CUSIP collateral is resecuritized, CDOROM v2.5 adds
stress to capture the leveraging effect of the derivative
transaction.  Moody's had previously announced on March 4, 2009
that the additional default probability stress applied to
resecuritized collateral would not be applied to conduit and
fusion CMBS from the 2006 to 2008 vintages due to a first quarter
2009 ratings sweep of such transactions.  Moody's are now applying
the resecuritization stress factor to all vintages of CMBS
collateral to address the enhanced volatility in the
resecuritization and align Moody's modeling of CRE CDOs with its
expected performance.

The rating actions are:

  -- Super Senior, Downgraded to Caa1; previously on February 26,
     2010 Baa1 Placed Under Review for Possible Downgrade

  -- Class A, Downgraded to Ca; previously on February 26, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Class B, Downgraded to C; previously on February 26, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Class C-1, Downgraded to C; previously on February 26, 2010
     B3 Placed Under Review for Possible Downgrade

  -- Class C-2, Downgraded to C; previously on February 26, 2010
     B3 Placed Under Review for Possible Downgrade

  -- Class D-1, Downgraded to C; previously on February 26, 2010
     Caa2 Placed Under Review for Possible Downgrade

  -- Class D-2, Downgraded to C; previously on February 26, 2010
     Caa2 Placed Under Review for Possible Downgrade

  -- Class E-1, Downgraded to C; previously on February 26, 2010
     Caa2 Placed Under Review for Possible Downgrade

  -- Class E-2, Downgraded to C; previously on February 26, 2010
     Caa2 Placed Under Review for Possible Downgrade

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

Moody's monitors transactions on both a monthly basis through a
review of the available Trustee Reports and a periodic basis
through a full review.  Moody's prior review is summarized in a
press release dated March 9, 2009.


SEAWALL SPC: Moody's Downgrades Ratings on Series 2007-1 D2 Notes
-----------------------------------------------------------------
Moody's Investors Service downgraded one class of Notes issued by
Seawall SPC Segregated Portfolio Series 2007-1 D2 due to its
downgrade of its linked rating of Seawall 2007-1, Ltd. Class D2.
Seawall 2007-1 Ltd. was downgraded due to deterioration in the
credit quality of the underlying portfolio of reference
obligations as evidenced by an increase in the weighted average
rating factor and a decrease in the weighted average recovery rate
since last review.  The rating action, which concludes Moody's
current review, is the result of Moody's on-going surveillance of
commercial real estate collateralized debt obligation
transactions.

Seawall 2007-1, Ltd., is a synthetic CRE CDO transaction backed by
a portfolio of credit default swaps referencing $550 million par
amount of commercial mortgage backed securities debt (91% of the
pool balance) and REIT debt (9% of the pool balance).  All of the
CMBS reference obligations were securitized between 2005 (44%) and
2006 (56%).  As of the March 2, 2010 Trustee report, the aggregate
issued Note balance is the same as at securitization.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the non-
Moody's rated reference obligations.  The bottom-dollar WARF is a
measure of the default probability within a collateral pool.
Moody's modeled a bottom-dollar WARF of 4,205 compared to 2,347 at
last review.  The distribution of current ratings and credit
estimates is: Baa1-Baa3 (20% compared to 39% at last review), Ba1-
Ba3 (5% compared to 10% at last review), B1-B3 (40% compared to
40% at last review), and Caa1-C (35% compared to 11% at last
review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time.  Moody's modeled to the actual
WAL of 5.4 years compared to 7.1 years at last review.

WARR is the par-weighted average of the mean recovery values for
the reference obligations in the pool.  Moody's modeled a variable
WARR with a mean of 8.4% compared to a mean of 12.4% at last
review.

MAC is a single factor that describes the pair-wise asset
correlations to default distribution among the instruments within
the reference obligations pool (i.e. the measure of diversity).
Moody's modeled a MAC of 27% compared to 42% at last review.  The
lower MAC is due to the higher diversity of ratings distribution
in the reference obligations pool.

Moody's review incorporated updated asset correlation assumptions
for the commercial real estate sector consistent with one of
Moody's CDO rating models, CDOROM v2.5, which was released on
April 3, 2009.  These correlations were updated in light of the
systemic seizure of credit markets and to reflect higher inter-
and intra-industry asset correlations.  The updated asset
correlations, depending on vintage and issuer diversity, used for
CUSIP collateral (i.e. CMBS, CRE CDOs or REIT debt) within CRE
CDOs range from 30% to 60%, compared to 15% to 35% previously.  In
cases where CUSIP collateral is resecuritized, CDOROM v2.5 adds
stress to capture the leveraging effect of the derivative
transaction.  Moody's had previously announced on March 4, 2009,
that the additional default probability stress applied to
resecuritized collateral would not be applied to conduit and
fusion CMBS from the 2006 to 2008 vintages due to a first quarter
2009 ratings sweep of such transactions.  Moody's are now applying
the resecuritization stress factor to all vintages of CMBS
collateral to address the enhanced volatility in the
resecuritization and align Moody's modeling of CRE CDOs with its
expected performance.

The rating action is:

  -- $16,000,000 Floating Rate Notes Due 2042, Downgraded to C;
     previously on February 26, 2010 Caa2 Placed Under Review for
     Possible Downgrade

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

Moody's monitors transactions on both a monthly basis through a
review of the available Trustee Reports and a periodic basis
through a full review.  Moody's prior review is summarized in a
press release dated March 9, 2009.


SOUTH COAST: Moody's Downgrades Ratings on Four Classes
-------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
ratings of four classes of notes issued by South Coast Funding V
Limited.  The notes affected by the rating action are:

  -- US$748,000,000 Class A-1 First Priority Senior Secured
     Floating Rate Notes Due 2039, Downgraded to Ba1; previously
     on March 12, 2009 Downgraded to Baa1;

  -- US$92,750,000 Class A-2 Second Priority Senior Secured
     Floating Rate Notes Due 2039, Downgraded to Caa3; previously
     on March 12, 2009 Downgraded to Ba2;

  -- US$53,000,000 Class A-3 Second Priority Senior Secured
     Floating Rate Notes Due 2039, Downgraded to Caa3; previously
     on March 12, 2009 Downgraded to Ba2;

  -- US$115,500,000 Class B Third Priority Senior Secured Floating
     Rate Notes Due 2039, Downgraded to Ca; previously on
     March 12, 2009 Downgraded to Caa3.

South Coast Funding V Limited is a collateralized debt obligation
issuance backed by a portfolio of primarily Residential Mortgage-
Backed Securities originated between 2001 and 2006.

According to Moody's, the rating downgrade actions are the result
of deterioration in the credit quality of the underlying
portfolio.  Credit deterioration is observed through numerous
factors, including an increase in the dollar amount of defaulted
securities, number of assets that are currently on review for
possible downgrade and failure of the par coverage tests.  The
defaulted securities, as reported by the trustee, has increased
from $83.3 million in March 2009 to $96.8 million in March 2010.
Also, in April 2010, the Moody's ratings of approximately
$196 million of pre-2005 RMBS within the underlying portfolio were
placed on review for possible downgrade as a result of Moody's
updated expected loss projections for certain RMBS.  In addition,
the Trustee reports that the transaction is currently failing its
par coverage tests.

Moody's explained that in arriving at the rating action noted
above, the ratings of subprime, Alt-A and Option-ARM RMBS which
are currently on review for possible downgrade were stressed.  For
purposes of monitoring its ratings of SF CDOs with exposure to
pre-2005 vintage RMBS, Moody's considered the various factors
indicating continued negative performance that were described in
Moody's press releases dated April 8th for subprime, April 12th
for Option-ARM and April 13th for Alt-A.  Such seasoned deals will
have varying stress based on RMBS asset type.

For pre-2005 Alt-A, Aaa rated securities were stressed by four
notches, Aa rated securities by six notches, and A or Baa rated
securities by nine notches.  Pre-2005 Option-ARM securities
currently rated Aaa were stressed by two notches, Aa and A by six
notches, and Baa by nine notches.

For pre-2005 subprime, Aaa and Aa rated securities were stressed
by two notches, A rated securities were stressed by six notches,
and Baa rated securities were stressed by nine notches.

All subprime, Alt-A and Option-ARM RMBS securities which
originated prior to 2005, are currently rated Ba or below, and are
also currently on review for possible downgrade have been stressed
to Ca.

Moody's further explained that these stresses are based on a
preliminary sample analysis of deals from a given vintage and
asset type, and that they will be utilized in its SF CDO rating
analysis while subprime, Alt-A and Option-ARM securities remain on
review for downgrade.  Current public ratings will be used for
securities that have undergone an in depth review by Moody's RMBS
team, and that are no longer on review for downgrade.


SRRSPOKE 2007-IA: Moody's Downgrades Ratings on Two Classes
-----------------------------------------------------------
Moody's Investors Service downgraded two classes of Notes issued
by SRRSpoke 2007-IA, Ltd. due to deterioration in the credit
quality of the underlying portfolio of reference obligations as
evidenced by an increase in the weighted average rating factor and
a decrease in the weighted average recovery rate since last
review.  The rating action, which concludes Moody's current
review, is the result of Moody's on-going surveillance of
commercial real estate collateralized debt obligation
transactions.

SRRSpoke 2007-IA is a synthetic CRE CDO transaction backed by a
portfolio of credit default swaps referencing $585 million par
amount of commercial mortgage backed securities debt (76.9% of the
pool balance) and CRE CDO debt (23.1% of the pool balance).  As of
the April 19, 2010 Trustee report, the aggregate issued Note
balance of the transaction is $80.1 million, the same as at
securitization.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the non-
Moody's rated reference obligations.  The bottom-dollar WARF is a
measure of the default probability within a collateral pool.
Moody's modeled a bottom-dollar WARF of 1,940 compared to 437 at
last review.  The distribution of current ratings and credit
estimates is: Aaa-Aa3 (22.2% compared to 22.2% at last review),
A1-A3 (30.8% compared to 53.8% at last review), Baa1-Baa3 (12.0%
compared to 3.5% at last review), Ba1-Ba3 (11.1% compared to 11.1%
at last review), B1-B3 (8.5% compared to 9.4% at last review), and
Caa1-C (15.4% compared to 0% at last review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time.  Moody's modeled to the actual
WAL of 6.1 years compared to 7.6 years at last review.

WARR is the par-weighted average of the mean recovery values for
the reference obligations in the pool.  Moody's modeled a variable
WARR with a mean of 33.1% compared to a mean of 40.5% at last
review.

MAC is a single factor that describes the pair-wise asset
correlations to default distribution among the instruments within
the reference obligations pool (i.e. the measure of diversity).
Moody's modeled a MAC of 8.2% compared to 41.7% at last review.
The lower MAC is due to the higher WARF and greater diversity of
ratings distribution in the reference obligations pool.

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

In cases where CUSIP collateral is resecuritized, CDOROM v2.5 adds
stress to capture the leveraging effect of the derivative
transaction.  Moody's had previously announced on March 4, 2009
that the additional default probability stress applied to
resecuritized collateral would not be applied to conduit and
fusion CMBS from the 2006 to 2008 vintages due to a first quarter
2009 ratings sweep of such transactions.  Moody's are now applying
the resecuritization stress factor to all vintages of CMBS
collateral to address the enhanced volatility in the
resecuritization and align Moody's modeling of CRE CDOs with its
expected performance.

The rating actions are:

  -- Class I Notes, Downgraded to C; previously on February 26,
     2010 A3 Placed Under Review for Possible Downgrade

  -- Subordinated Notes, Downgraded to C; previously on
     February 26, 2010 Baa3 Placed Under Review for Possible
     Downgrade

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

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


SRRSPOKE 2007-IB: Poor Credit Quality Cues Moody's Rating Cut
-------------------------------------------------------------
Moody's Investors Service downgraded one class of Notes issued by
SRRSpoke 2007-IB, Ltd., due to deterioration in the credit quality
of the underlying portfolio of reference obligations as evidenced
by an increase in the weighted average rating factor and a
decrease in the weighted average recovery rate since last review.
The rating action, which concludes Moody's current review, is the
result of Moody's on-going surveillance of commercial real estate
collateralized debt obligation transactions.

SRRSpoke 2007-IB is a synthetic CRE CDO transaction backed by a
portfolio of credit default swaps referencing $877.5 million par
amount of commercial mortgage backed securities debt (76.9% of the
pool balance) and CRE CDO debt (23.1% of the pool balance).  As of
the April 19, 2010 Trustee report, the aggregate issued Note
balance of the transaction is $14.0 million, the same as at
securitization.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the non-
Moody's rated reference obligations.  The bottom-dollar WARF is a
measure of the default probability within a collateral pool.
Moody's modeled a bottom-dollar WARF of 1,940 compared to 437 at
last review.  The distribution of current ratings and credit
estimates is: Aaa-Aa3 (22.2% compared to 22.2% at last review),
A1-A3 (30.8% compared to 53.8% at last review), Baa1-Baa3 (12.0%
compared to 3.5% at last review), Ba1-Ba3 (11.1% compared to 11.1%
at last review), B1-B3 (8.5% compared to 9.4% at last review), and
Caa1-C (15.4% compared to 0% at last review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time.  Moody's modeled to the actual
WAL of 6.1 years compared to 7.6 years at last review.

WARR is the par-weighted average of the mean recovery values for
the reference obligations in the pool.  Moody's modeled a variable
WARR with a mean of 33.1% compared to a mean of 40.5% at last
review.

MAC is a single factor that describes the pair-wise asset
correlations to default distribution among the instruments within
the reference obligations pool (i.e. the measure of diversity).
Moody's modeled a MAC of 8.2% compared to 41.7% at last review.
The lower MAC is due to the higher WARF and greater diversity of
ratings distribution in the reference obligations pool.

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

In cases where CUSIP collateral is resecuritized, CDOROM v2.5 adds
stress to capture the leveraging effect of the derivative
transaction.  Moody's had previously announced on March 4, 2009,
that the additional default probability stress applied to
resecuritized collateral would not be applied to conduit and
fusion CMBS from the 2006 to 2008 vintages due to a first quarter
2009 ratings sweep of such transactions.  Moody's are now applying
the resecuritization stress factor to all vintages of CMBS
collateral to address the enhanced volatility in the
resecuritization and align Moody's modeling of CRE CDOs with its
expected performance.

The rating actions are:

  -- Class I Notes, Downgraded to C; previously on February 26,
     2010 Ba1 Placed Under Review for Possible Downgrade

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

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


STACK 2004-1: Moody's Downgrades Ratings on Three Classes
---------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
ratings of three classes of notes issued by STACK 2004-1, LTD. The
notes affected by the rating action are:

  -- US$27,000,000 Class B Floating Rate Term Notes, due May 10,
     2039, Downgraded to B3; previously on September 25, 2009
     Downgraded to Baa3;

  -- US$8,000,000 Class C Floating Rate Deferrable Interest Term
     Notes, due May 10, 2039, Downgraded to Ca; previously on
     September 25, 2009 Downgraded to Caa1;

  -- US$11,500,000 Class D Floating Rate Deferrable Interest Term
     Notes, due May 10, 2039 (current balance of $9,133,204),
     Downgraded to C; previously on September 25, 2009 Downgraded
     to Ca.

STACK 2004-1, LTD., is a collateralized debt obligation issuance
backed primarily by a portfolio of residential mortgage-backed
securities and commercial mortgage-backed securities originated
between 2002 and 2004.  RMBS comprise approximately 49% of the
underlying portfolio, the ratings of the majority of which are
currently on review for possible downgrade by Moody's.

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, failure of the coverage tests, and number of assets
that are currently on review for possible downgrade.  In
particular, the weighted average rating factor, as reported by the
trustee, has increased from 742 in September 2009 to 939 in April
2010.  During the same time, defaulted securities increased from
$16.8 million to $21.1 million, the Class A/B
overcollateralization ratio decreased from 122.30% to 117.54%, and
the Class C overcollateralization ratio decreased from 109.16% to
103.77%.  In addition, the trustee reports that the transaction is
currently failing the Class D interest coverage and Class D
overcollateralization tests.  Also, in April 2010, approximately
$36.6 million of pre-2005 RMBS in the underlying portfolio were
placed on review for possible downgrade as a result of Moody's
updated loss projections.

Moody's explained that in arriving at the rating actions noted
above, the ratings of subprime, Alt-A and Option-ARM RMBS which
are currently on review for possible downgrade were stressed.  For
purposes of monitoring its ratings of SF CDOs with exposure to
pre-2005 vintage RMBS, Moody's considered the various factors
indicating continued negative performance that were described in
Moody's press releases dated April 8th for subprime, April 12th
for Option-ARM and April 13 for Alt-A.  Such seasoned deals will
have varying stress based on RMBS asset type.

For pre-2005 Alt-A, Aaa rated securities were stressed by four
notches, Aa rated securities by six notches, and A or Baa rated
securities by nine notches.  Pre-2005 Option-ARM securities
currently rated Aaa were stressed by two notches, Aa and A by six
notches, and Baa by nine notches.

For pre-2005 subprime, Aaa and Aa rated securities were stressed
by two notches, A rated securities were stressed by six notches,
and Baa rated securities were stressed by nine notches.

All subprime, Alt-A and Option-ARM RMBS securities which
originated prior to 2005, are currently rated Ba or below, and are
also currently on review for possible downgrade have been stressed
to Ca.

Moody's further explained that these stresses are based on a
preliminary sample analysis of deals from a given vintage and
asset type, and that they will be utilized in its SF CDO rating
analysis while subprime, Alt-A and Option-ARM securities remain on
review for downgrade.  Current public ratings will be used for
securities that have undergone an in depth review by Moody's RMBS
team, and that are no longer on review for downgrade.

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.


STONEY LANE: Moody's Upgrades Ratings on Three Classes of Notes
---------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Stoney Lane Funding I Ltd.:

  -- US$25,000,000 Class B Senior Secured Deferrable Floating Rate
     Notes Due 2022, Upgraded to Baa3; previously on March 26,
     2010 Ba1 Placed Under Review for Possible Upgrade;

  -- US$25,000,000 Class C Senior Secured Deferrable Floating Rate
     Notes Due 2022, Upgraded to Ba3; previously on March 26,
     2010, B1 Placed Under Review for Possible Upgrade;

  -- US$18,250,000 Class D Secured Deferrable Floating Rate Notes
     Due 2022 (current balance of $15,769,410), Upgraded to Caa3;
     previously on March 26, 2010, Ca Placed Under Review for
     Possible Upgrade.

According to Moody's, the rating actions taken on the notes result
primarily from improvement in the credit quality of the underlying
portfolio and an increase in the overcollateralization of the
notes.  The rating actions resolve the watch for upgrade placed on
the notes March 26, 2010.

Improvement in the credit quality is observed through a decrease
in the dollar amount of defaulted securities, an improvement in
the average credit rating (as measured by the weighted average
rating factor), and a decrease in the proportion of securities
from issuers rated Caa1 and below.  In particular, as of the
latest trustee report dated April 7, 2010, defaulted securities
total about $10.6MM of the underlying portfolio compared to
$28.3MM in the May 2009 report.  Additionally, the weighted
average rating factor is currently 2598 compared to 2969 in May
2009, and securities rated Caa1/CCC+ or lower make up
approximately 9.7% of the underlying portfolio versus 16.9% in May
2009.

The overcollateralization ratios have also continued to improve.
The Class B, Class C and Class D overcollateralization ratios are
reported at 113.56%, 107.07% and 103.35%, respectively versus May
2009 levels of 107.66%, 101.52% and 97.54%, respectively, and are
all currently in compliance.  The Class D Coverage Ratio has
improved due to the earlier diversion of excess interest to
delever the Class D notes in the event of a Class D Coverage Test
failure.  This feature is only applicable during the reinvestment
period.

Stoney Lane Funding Ltd., issued in March 2007, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.  On June 19, 2009, Moody's confirmed the
Class B and Class C notes and downgraded the Class A-1, A-2, and D
notes.  Subsequently, on March 26, 2010, Moody's placed the
ratings of the Class B, Class C, and Class D notes on watch for
upgrade as a result of improvement in the credit quality of the
transaction's underlying portfolio.


STRATA 2006-35: Moody's Downgrades Ratings on $50 Mil. Notes
------------------------------------------------------------
Moody's Investors Service announced that it has downgraded its
ratings of Strata 2006-35, Limited, CSO notes referencing a
managed portfolio of corporate entities.

The rating action is:

Issuer: Strata 2006-35, Limited

  -- US$50,000,000 Floating Rate Notes due May 21, 2015,
     Downgraded to Caa3; previously on Feb 23, 2009 Downgraded to
     Caa2.

Moody's explained that the rating action taken is the result of
the deterioration of the credit quality of the reference portfolio
and erosion of credit enhancement.  The 10 year weighted average
rating factor of the portfolio, not adjusted with forward looking
measures, has deteriorated from 772 from the last rating action to
1785, equivalent to an average rating of the current portfolio of
B2.  Since the last rating action on the transaction, on
February 23, 2009, the subordination of the rated tranche has been
reduced due to credit events on Capmark Financial Group Inc., CIT
Group Inc., and Financial Guaranty Insurance Company.  These
credit events led to a decrease of approximately 3.1% of the
subordination of the tranche.  The portfolio is also exposed to
Ambac Financial Group, Inc. which indicated in its Form 8K filing
it may consider, among other things, a prepackaged bankruptcy
proceeding or may seek bankruptcy protection implying a credit
event may be imminent.  The portfolio has the highest industry
concentrations in Insurance (14%), Banking (12%), Finance (8%),
and Retail (7%).


SUNRISE CDO: Moody's Downgrades Ratings on Two Classes of Notes
---------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
rating of two classes of notes issued by Sunrise CDO I, Limited.
The notes affected by the rating action are:

  -- US$222,600,000 Class A Notes due 2037 (current balance of
     $22,239,895), Downgraded to Caa2; previously on April 22,
     2009 Downgraded to B2;

  -- US$45,100,000 Class B Notes due 2037, Downgraded to C;
     previously on April 22, 2009 Downgraded to Ca.

Sunrise CDO I, Limited, issued on December 19, 2001, is a
collateralized debt obligation backed by a diversified portfolio
of ABS securities, which were primarily issued prior to 2002.

The rating downgrade action is due to deterioration in the credit
quality of the underlying portfolio as reflected in the recent
rating actions taken with respect to underlying assets.  Credit
deterioration of the collateral pool is observed through a decline
in the average credit rating (as measured by an increase in the
weighted average rating factor), and failure of the coverage
tests, among other measures.  The trustee reported WARF has
increased from 3628 in April 2009 to 4877 in March 2010.  Also as
of March 31, 2010 there are $6.7 million of defaulted assets in
the portfolio.  Moody's noted that the transaction is burdened by
a large pay-fixed, receive-floating interest rate swap where
payments to the hedge counterparty absorb a large portion of
excess spread.

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.


TRITON AVIATION: S&P Downgrades Rating on Class A-1 Notes to 'B-'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
A-1 notes from Triton Aviation Finance, a special-purpose entity,
to 'B-' from 'B+' and removed it from CreditWatch with negative
implications.  The notes are backed by lease rentals generated by
a portfolio of 43 aircraft.

The downgrade primarily reflects S&P's view of the reduced ability
of the aging aircraft fleet in the transaction to generate future
lease revenues.  S&P believes that the TAF portfolio is more
vulnerable than those of other aircraft securitizations in the
long term because it contains a significant proportion of older
aircraft, which S&P believes will adversely affect cash flow
generation over time.  The weighted average age of the fleet
backing the TAF transaction is approximately 18.9 years, which is
older than those of most aircraft securitizations.

The fleet underlying this transaction has a significant
concentration of aircraft designed in the 1980s and early 1990s.
Twenty of the 43 planes in the portfolio are out-of-production
B737-200 models, most of which were manufactured in the early
1980s; 11 are older B737 "classics" (-300, -400, and -500 models),
which were manufactured in the early 1990s; and four planes are
MD83 models.

Though B737-200s are still widely used, they are among several
models that are being retired due to poor fuel efficiency, high
noise emissions, and escalating maintenance costs.  In addition,
the user base of the B737-200 model is increasingly concentrated
in developing countries.  Roughly 49% of the portfolio consists of
B737 "classic" planes that are widely used but have been
superseded by the B737 "next generation" models.  As a result,
these models are, in S&P's view, at somewhat higher risk of
declining in value and becoming less able to generate future lease
revenue.  The value of the MD83s was deteriorating even before the
current economic downturn, and the user base for this model has
been consistently shrinking.  Standard & Poor's believes that the
values of these planes are unlikely to recover, which will
permanently reduce the cash flow generating capabilities of the
TAF portfolio.

S&P adjusted its useful life and depreciation assumptions for the
TAF transaction because S&P believes that the demand for these
older planes is weak and because the planes are less fuel
efficient than newer models.  The trust reported that the average
of the fleet's three base-value appraisals was approximately
$219.7 million as of Dec. 31, 2009.  Based on various estimates,
the current market value of the fleet is about 25% to 30% lower
than the base-value appraisal of the portfolio.  Changes in the
value of the portfolio tend, in S&P's view, to correlate with
expected future lease revenues.

As of April 15, 2010, there were seven aircraft on the ground
(these aircraft are not currently on lease).  In addition, leases
on 15 aircraft are scheduled to expire before year-end 2010.  S&P
thinks that leasing these aircraft in the current environment will
remain challenging, given the weaker demand for the specific
models in the portfolio.  S&P also don't believe that the lease
revenues from the older aircraft will recover to the prerecession
level.  In addition to the reduced lease revenues, S&P believes
that maintenance expenses for the aging fleet will continue to
increase, which will further reduce cash flows available to
service the TAF transaction's debt obligations.

S&P's rating actions reflect its view that the fleet's ability to
generate future lease revenue is declining.

Standard & Poor's will continue monitoring the rating on this
transaction and take rating action as S&P determine appropriate.


UNISON GROUND: Fitch Rates Class F 2010-2 Notes at 'BB'
-------------------------------------------------------
Fitch Ratings rates Unison Ground Lease Funding, LLC secured
cellular site revenue notes, series 2010-1 and 2010-2:

  -- $67,000,000 series 2010-1 class C 'A'; Outlook Stable;
  -- $87,500,000 series 2010-2 class C 'A'; Outlook Stable;
  -- $41,500,000 series 2010-2 class F 'BB'; Outlook Stable.


WACHOVIA BANK: S&P Downgrades Ratings on Six 2003-C3 Certs.
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on six
classes of commercial mortgage pass-through certificates from
Wachovia Bank Commercial Mortgage Trust's series 2003-C3 and
removed them from CreditWatch with negative implications.  In
addition, S&P affirmed its ratings on 10 other classes from the
same transaction and removed one of them from CreditWatch with
negative implications.

The rating actions follow S&P's analysis of the transaction using
its U.S. conduit and fusion commercial mortgage-backed securities
criteria.  The downgrades also reflect credit support erosion that
S&P anticipates will occur upon the eventual resolution of eight
of the 11 specially serviced assets.  In addition, current and
potential interest shortfalls, primarily due to appraisal
subordinate entitlement reductions and special servicing fees,
were a further consideration in the downgrades of the subordinate
and mezzanine classes.

S&P's analysis included a review of the credit characteristics of
all of the loans in the pool.  Using servicer-provided financial
information, S&P calculated an adjusted debt service coverage of
1.52x and a loan-to-value ratio of 80.1%.  S&P further stressed
the loans' cash flows under S&P's 'AAA' scenario to yield a
weighted average DSC of 1.24x nd an LTV ratio of 100.4%.  The
implied defaults and loss severity under the 'AAA' scenario were
29.6% and 30.5%, respectively.  The DSC and LTV calculations noted
above exclude 19 defeased loans ($138.4 million, 19.1%) and eight
of the 11 specially serviced assets ($43.4 million, 5.9%).  S&P
separately estimated losses for these eight specially serviced
assets and included them in S&P's 'AAA' scenario implied default
and loss figures.

The affirmations of the ratings on the principal and interest
certificates reflect subordination levels that are consistent with
the outstanding ratings.  S&P affirmed its ratings on the class
IO-I interest-only certificates based on its current criteria.

                       Credit Considerations

As of the April 15, 2010, trustee remittance report, 10 assets
($79.8 million, 10.7%) in the pool were with the special servicer,
LNR Partners Inc.  Subsequently, one loan ($2.7 million, 0.4%) was
transferred to the special servicer after the April trustee
remittance report date.  The payment status of the specially
serviced assets is: two are in their grace periods ($17.7 million,
2.4%); one is 30-plus-days delinquent ($2.8 million, 0.4%); one is
60-plus-days delinquent ($2.7 million, 0.4%); three are 90-plus-
days delinquent ($31.5 million, 4.2%); and four are real estate
owned (REO; $27.8 million, 3.7%).  The specially serviced assets
include one ($21.5 million, 2.9%) of the top 10 real estate
exposures in the pool, which S&P discuss in detail below.  Seven
of the specially serviced assets have appraisal reduction amounts
in effect totaling $22.3 million.

The Avalon Heights Apartments loan is the largest loan with the
special servicer and the fourth-largest real estate exposure in
the pool.  The loan has a trust balance of $21.5 million (2.9% of
the pooled trust balance) and is secured by a 208-unit multifamily
apartment complex in Tampa, Fla.  The loan, which is currently 90-
plus-days delinquent, was transferred to LNR on Feb. 12, 2010, due
to imminent default.  The reported occupancy and DSC as of year-
end 2008 were 96.2% and 1.14x, respectively.  LNR is currently
reviewing the borrower's request for a loan modification.  An ARA
of $5.4 million is in effect against the loan.

The Iron Horse Valley Apartments loan ($10.7 million total
exposure, 1.4%) is the second-largest loan with the special
servicer.  The loan is secured by a 464-unit multifamily property
built in 1985 in San Antonio, Texas.  The loan was transferred to
the special servicer on May 13, 2009, due to deferred maintenance
issues and poor performance.  The reported DSC as of year-end 2008
was 0.63x, compared with 1.54x at issuance.  LNR rejected the
borrower's request for a forbearance agreement and is currently
monitoring the loan.  The loan payment status is reported as being
in its grace period, and there is a $2.1 million ARA in effect.

The Fox Valley Executive Center ($8.4 million total exposure,
1.1%) is the third-largest asset with the special servicer.  The
asset is a 107,087-sq.-ft. office property in Aurora, Ill.  The
asset was transferred to the special servicer on April 15, 2009,
and is classified as REO.  LNR has retained NAI Hiffman as a
manager/leasing agent while the property is simultaneously listed
for sale.  S&P expects a significant loss upon the eventual
resolution of this asset.

Highland Pointe ($8.8 million total exposure, 1.0%) is the fourth-
largest asset with the special servicer.  The asset is a 210-unit
multifamily property in Decatur, Ga.  The asset was transferred to
the special servicer on Dec. 3, 2008, and is classified as REO.
LNR has retained Cock/Finkelstein Inc. as the manager/leasing
agent, which has implemented a leasing program to improve property
occupancy.  S&P expects a significant loss upon the eventual
resolution of this asset.

The remaining seven specially serviced assets ($34.5 million,
4.7%) have balances that individually represent less than 1.0% of
the total pool balance.  S&P estimated losses for six of these
specially serviced assets, with a weighted average loss severity
of 51.0%.  A loan assumption is in process for the seventh loan.

                       Transaction Summary

As of the April 16, 2010, trustee remittance report, the
collateral pool balance was $741.6 million, which is 79.1% of the
balance at issuance.  The pool includes 109 loans and four REO
assets, down from 130 loans at issuance.  The master servicer,
Wells Fargo Bank N.A.  (Wells Fargo), provided financial
information for 98.6% of the nondefeased loans in the pool, a
majority of which was full-year 2008, interim-2009, or full-year
2009 data.

S&P calculated a weighted average DSC of 1.54x for the nondefeased
loans in the pool based on the servicer-reported figures.  S&P's
adjusted DSC and LTV were 1.52x and 80.1%, respectively.  S&P's
adjusted DSC and LTV figures exclude 19 defeased loans
($138.4 million, 19.1%) and eight of the 11 specially serviced
assets ($43.4 million, 5.9%), for which S&P has estimated losses
separately.

The transaction has experienced no principal losses to date.
Twenty-four loans ($102.8 million, 13.9%) in the pool are on the
master servicer's watchlist, including the ninth-largest loan in
the pool, which S&P discuss in detail below.  Eight loans
($35.3 million, 4.8%) in the pool have a reported DSC below 1.10x,
seven of which ($29.2 million, 3.9%) have a reported DSC of less
than 1.0x.

Summary of Top 10 Real Estate Exposures

The top 10 real estate exposures have an aggregate outstanding
balance of $217.4 million (29.3%).  Using servicer-reported
numbers, S&P calculated a weighted average DSC of 1.49x for the
top 10 real estate exposures.  S&P's adjusted DSC and LTV for the
top 10 exposures are 1.45x and 79.1%, respectively.  One of the
top 10 exposures ($15.6 million, 2.1%) appears on the master
servicer's watchlist.

The Connecticut General Life Office Building loan is the ninth-
largest nondefeased loan in the pool and was placed on the
servicer's watchlist due to an anticipated repayment date of
Dec. 11, 2009.  The loan has a trust balance of $15.6 million
(2.1%) and is secured by a 189,000-sq.-ft. office building in
Scranton, Pa.  The reported DSC and occupancy as of year-end 2009
were 1.72x and 100%, respectively, compared with 1.68x and 100% at
issuance.  At the ARD, the coupon increased to 7.61% and the loan
began to hyperamortize.  The final maturity date is Dec. 11, 2030.

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

      Ratings Lowered And Removed From Creditwatch Negative

              Wachovia Bank Commercial Mortgage Trust
    Commercial mortgage pass-through certificates series 2003-C3

                   Rating
                   ------
    Class     To          From           Credit enhancement (%)
    -----     --          ----           ----------------------
    J         BB+         BBB/Watch Neg                    7.27
    K         BB          BB+/Watch Neg                    6.00
    L         B+          BB/Watch Neg                     5.06
    M         B           BB-/Watch Neg                    4.74
    N         CCC         B+/Watch Neg                     3.79
    O         CCC-        B/Watch Neg                      3.16

       Rating Affirmed And Removed From Creditwatch Negative

              Wachovia Bank Commercial Mortgage Trust
    Commercial mortgage pass-through certificates series 2003-C3

                   Rating
                   ------
    Class     To          From           Credit enhancement (%)
    -----     --          ----           ----------------------
    H         A           A/Watch Neg                     10.27

                         Ratings Affirmed

              Wachovia Bank Commercial Mortgage Trust
    Commercial mortgage pass-through certificates series 2003-C3

    Class     Rating                     Credit enhancement (%)
    -----     ------                     ----------------------
    A-1       AAA                                         27.01
    A-2       AAA                                         27.01
    B         AAA                                         22.12
    C         AAA                                         20.38
    D         AA+                                         16.90
    E         AA                                          15.17
    F         AA-                                         13.74
    G         A+                                          12.01
    IO-I      AAA                                           N/A

                       N/A - Not applicable.


WACHOVIA BANK: S&P Downgrades Ratings on Seven 2004-C12 Certs.
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on seven
classes of commercial mortgage pass-through certificates from
Wachovia Bank Commercial Mortgage Trust's series 2004-C12 and
removed them from CreditWatch with negative implications.  In
addition, S&P affirmed its ratings on 12 other classes from the
same transaction.

The rating actions follow S&P's analysis of the transaction using
its U.S. conduit and fusion commercial mortgage-backed securities
(CMBS) criteria.  The downgrades of the pooled certificates
reflect credit support erosion that S&P anticipates will occur due
to losses associated with one specially serviced asset, as well as
potential losses on one loan that S&P determined to be credit-
impaired.

S&P's analysis included a review of the credit characteristics of
all of the loans in the pool.  Using servicer-provided financial
information, S&P calculated an adjusted debt service coverage
(DSC) of 1.58x and a loan-to-value ratio of 88.7%.  S&P further
stressed the loans' cash flows under S&P's 'AAA' scenario to yield
a weighted average DSC of 1.10x and an LTV ratio of 113.7%.
The implied defaults and loss severity under the 'AAA' scenario
were 43.7% and 26.0%, respectively.  The DSC and LTV calculations
noted above exclude seven defeased loans ($170.1 million of the
pooled trust balance, 18.7%), one specially serviced asset
($10.2 million, 1.1%), and one loan that S&P determined to be
credit-impaired ($7.3 million, 0.8%).  S&P separately estimated
losses for the specially serviced asset and the credit-impaired
loan and included them in S&P's 'AAA' scenario implied default and
loss figures.

The affirmations of the ratings on the pooled principal and
interest certificates reflect subordination levels that are
consistent with the outstanding ratings.  S&P affirmed its rating
on the class IO interest-only certificate based on its current
criteria.

S&P affirmed its 'AAA' rating on the class MAD raked certificate.
This certificate derives 100% of its cash flows from a
$13.3 million subordinate, nonpooled component of the 11 Madison
Avenue loan.  The loan was previously defeased and is paying in
accordance with S&P's expectations.

                      Credit Considerations

As of the April 16, 2010, trustee remittance report, one loan in
the pool, the Mountain View Apartments loan ($10.2 million, 1.1%),
was with the special servicer, ING Clarion Capital Loan Services
LLC.

The Mountain View Apartments loan has a trust balance of
$10.2 million (1.1% of the pooled trust balance) and a whole-loan
balance of $10.9 million.  The loan is secured by a 321-unit
multifamily apartment complex in Hoover, Ala.  The loan, which is
currently 90-plus-days delinquent, was transferred to ING on
Oct. 26, 2009, due to imminent default.  The reported occupancy
and DSC for the nine months ended Sept. 30, 2009, were 76.6% and
0.52x, respectively.  ING plans to pursue foreclosure and
receivership.  The Dec. 2, 2009, appraisal valued the property at
$6.8 million.  An appraisal reduction amount of $4.3 million is in
effect against the loan according to the April 2010 trustee
remittance report.  ING has informed us that the ARA has since
been revised to $4.1 million.  S&P expects a moderate to
significant loss upon the eventual resolution of this asset.

In addition to the specially serviced asset, S&P determined the
Linens 'n Things Distribution Center loan ($7.3 million, 0.8%) to
be credit-impaired.  The loan is secured by a 262,644-sq.-ft.
warehouse distribution building in Logan Township, N.J.  The
property has been 100% vacant since the beginning of 2009.  As a
result, S&P views this loan to be at an increased risk of default
and loss.

Two loans totaling $18.5 million (1.7%) were previously with the
special servicer and have since been returned to the master
servicer.  Pursuant to the transaction documents, the special
servicer is entitled to a workout fee that is 1% of all future
principal and interest payments if the loans perform and remain
with the master servicer.  According to ING, the workout fee will
be collected on one of the two loans, the Washington Park Mall
loan ($11.9 million, 1.3%).

                       Transaction Summary

As of the April 16, 2010, trustee remittance report, the
collateral pool balance was $912.1 million, which is 85.8% of the
balance at issuance.  The pool includes 75 loans, down from 96
loans at issuance.  The master servicer, Wells Fargo Bank N.A.,
provided financial information for 99.0% of the nondefeased loans
in the pool, the majority of which was full-year 2008, interim-
2009, or full-year 2009 data.

S&P calculated a weighted average DSC of 1.64x for the nondefeased
loans in the pool based on the servicer-reported figures.  S&P's
adjusted DSC and LTV were 1.58x and 88.7%, respectively.  S&P's
adjusted DSC and LTV figures exclude seven defeased loans
($170.1 million of the pooled trust balance, 18.7%), one specially
serviced asset ($10.2 million, 1.1%), and one loan that S&P
determined to be credit-impaired ($7.3 million, 0.8%).  S&P
separately estimated losses for the specially serviced asset and
the credit-impaired loan.  The transaction has experienced
$340,147 in principal losses to date.  Seventeen loans
($162.6 million, 17.8%) in the pool are on the master servicer's
watchlist, including the second-largest loan in the pool that S&P
discuss in detail below.  Fifteen loans ($106.5 million, 11.7%) in
the pool have a reported DSC below 1.10x, seven of which
($51.6 million, 5.7%) have a reported DSC of less than 1.0x.

             Summary of Top 10 Real Estate Exposures

The top 10 real estate exposures have an aggregate outstanding
balance of $375.7 million (41.2%).  Using servicer-reported
numbers, S&P calculated a weighted average DSC of 1.91x for the
top 10 real estate exposures.  S&P's adjusted DSC and LTV for the
top 10 exposures are 1.70x and 88.5%, respectively.  One of the
top 10 exposures ($58.6 million, 6.4%) appears on the master
servicer's watchlist, which S&P discuss in detail below.

The Extra Space Self Storage Portfolio loan, the second-largest
nondefeased loan in the pool and the largest combined loan on the
master servicer's watchlist, consists of 11 cross-collateralized
and cross-defaulted loans.  Together, these loans have a trust and
whole-loan balance of $58.6 million (6.4%).  This loan is secured
by 11 self-storage facilities totaling 7,513 storage units in
California, Florida, New Jersey, and Utah.  This five-year
interest-only loan is on the master servicer's watchlist because
it had an anticipated repayment date of June 11, 2009.  The loan
has a final maturity of June 11, 2014.  Following the ARD, the
loan began hyperamortizing.  In addition, the master servicer has
calculated a revised interest rate of 7.30% (which is, in
accordance with the loan's documents, the greater of 3.0% over the
initial mortgage rate or 3% over the Treasury rate).  Wells Fargo
has stated that cash is being trapped into a lender-controlled
account.  The overall reported DSC was 2.35x for year-end 2009,
and occupancy was 82.0% as of January 2010.  Since the ARD,
$3.1 million of the principal balance on this loan has been paid
down according to the April 2010 trustee remittance report.  Wells
Fargo also informed us that the borrower has indicated that it
plans to payoff this loan in full this month.

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

      Ratings Lowered And Removed From Creditwatch Negative

             Wachovia Bank Commercial Mortgage Trust
   Commercial mortgage pass-through certificates series 2004-C12

                  Rating
                  ------
    Class     To          From           Credit enhancement (%)
    -----     --          ----           ----------------------
    H         BB+         BBB-/Watch Neg                   4.04
    J         BB          BB+/Watch Neg                    3.61
    K         BB-         BB/Watch Neg                     3.31
    L         B+          BB-/Watch Neg                    2.73
    M         B           B+/Watch Neg                     2.29
    N         B-          B/Watch Neg                      2.00
    O         CCC+        B-/Watch Neg                     1.71

              Ratings Affirmed (Pooled Certificates)

              Wachovia Bank Commercial Mortgage Trust
   Commercial mortgage pass-through certificates series 2004-C12

    Class     Rating                     Credit enhancement (%)
    -----     ------                     ----------------------
    A-2       AAA                                         15.55
    A-3       AAA                                         15.55
    A-4       AAA                                         15.55
    A-1A      AAA                                         15.55
    B         AA+                                         12.78
    C         AA-                                         11.76
    D         A                                            9.29
    E         A-                                           8.12
    F         BBB+                                         6.81
    G         BBB                                          5.50
    IO        AAA                                           N/A

              Rating Affirmed (Nonpooled Certificate)

              Wachovia Bank Commercial Mortgage Trust
   Commercial mortgage pass-through certificates series 2004-C12

    Class     Rating                     Credit enhancement (%)
    -----     ------                     ----------------------
    MAD       AAA                                           N/A


                       N/A - Not applicable.


WAVE SPC: Moody's Downgrades Ratings on 14 Classes of Notes
-----------------------------------------------------------
Moody's Investors Service downgraded fourteen and affirmed eleven
classes of Notes issued by WAVE SPC due to deterioration in the
credit quality of the underlying portfolio as evidenced by an
increase in the weighted average rating factor and a decrease in
the weighted average recovery rate since Moody's last review for
two of the three WAVE deals and increased ratings dispersion for
one WAVE deal.  Three transactions are affected:

WAVE 2007-1, Ltd., WAVE 2007-2, Ltd. and WAVE 2007-3, Ltd.  The
rating action is the result of Moody's on-going surveillance of
commercial real estate collateralized debt obligation
transactions.

WAVE 2007-1, WAVE 2007-2 and WAVE 2007-3 are 100% backed by 2006
and 2007 vintage commercial mortgage backed securities.  As of the
April 20, 2010 payment date, the aggregate collateral par amount
is $6.0 billion, the same as at securitization.  There have been
no paydowns or losses to the collateral pools.  All three Wave
transactions feature a pro-rata principal payment structure among
the Notes with a switch to a sequential principal payment
structure upon failure of their respective senior
overcollateralization and/or net par value tests.

WAVE 2007-1 is backed by AJ tranches (95.5%) and one AM tranche
(4.5%); WAVE 2007-2 is backed by AJ tranches (33.3%), AM tranches
(29.2%) and Super-Senior tranches (37.5%); and WAVE 2007-3 is
backed by AJ tranches (100%).  AJ tranches are the junior most
tranches with an original Aaa rating at securitization, AM
tranches are the mezzanine tranches, typically with an original
20% credit-enhancement level, that were rated Aaa at
securitization.  Super-Senior tranches are the senior-most
tranches typically with an original 30% credit enhancement level,
that were rated Aaa at securitization.

Recent CMBS collateral downgrades have resulted in par value
haircuts within each CRE CDO causing each transaction to fail its
respective senior Overcollateralization Test (OC Test) and/or Net
Par Value Test.  According to the most recent Trustee reports,
WAVE 2007-1 is failing its Class A-1 OC Test (29.63% actual versus
a trigger of 107.40%), WAVE 2007-2 is failing its Class A-1 OC
Test (61.84% actual versus a trigger of 105.72%), and WAVE 2007-3
is failing its Class A-1 OC Test (23.69% actual versus a trigger
of 108.67%) as well as its Net Par Value Test (21.80% actual
versus a trigger of 99.89%).  Due to the failure of these tests,
any principal proceeds due to the respective trusts are allocated
on a sequential basis.

Moody's has identified these parameters as key indicators of the
expected loss within CRE CDO transactions: WARF, weighted average
life, WARR, and MAC.  These parameters are typically modeled as
actual parameters for static deals and as covenants for managed
deals.

WARF is a primary measure of the credit quality of a CRE CDO pool.
The bottom-dollar WARF is a measure of the default probability
within a collateral pool.  Moody's have completed updated credit
estimates for the entire pool and the results should be reflected
in future Trustee Reports.

* WAVE 2007-1: Moody's modeled a bottom-dollar WARF of 482
  compared to 183 at last review.  The distribution of current
  ratings and credit estimates is: Aaa-Aa3 (10.5% compared to 9.3%
  at last review), A1-A3 (21.7% compared to 46.4% at last review),
  Baa1-Baa3 (44.7% compared to 44.2% at last review), Ba1-Ba3
  (18.3% compared to 0.0% at last review), B1-B3 (4.7% compared to
  0.0% at last review).

* WAVE 2007-2: Moody's modeled a bottom-dollar WARF of 155, the
  same as at last review.  However, the rating dispersion within
  the collateral pool has changed.  The distribution of current
  ratings and credit estimates is: Aaa-Aa3 (59.9% compared to
  53.6% at last review), A1-A3 (23.1% compared to 28.0% at last
  review), Baa1-Baa3 (11.0% compared to 12.7% at last review),
  Ba1-Ba3 (5.2% compared to 4.9% at last review), B1-B3 (0.8%
  compared to 0.0% at last review).

* WAVE 2007-3: Moody's modeled a bottom-dollar WARF of 276
  compared to 257 at last review.  The distribution of current
  ratings and credit estimates is: Aaa-Aa3 (1.5% compared to 1.5%
  at last review), A1-A3 (49.5% compared to 63.1% at last review),
  Baa1-Baa3 (41.0% compared to 33.4% at last review), Ba1-Ba3
  (8.0% compared to 2.0% at last review).

WAL acts to adjust the credit exposure of the collateral pool.
Moody's modeled to the actual WAL of 7.1 years, 7.3 years and 7.6
years for WAVE 2007-1, WAVE 2007-2 and WAVE 2007-3, respectively
compared to 7.4 years, 7.6 years and 7.8 years modeled at last
review, respectively.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool.  Moody's modeled a fixed WARR
of 36.3%, 57.8% and 39.1% for WAVE 2007-1, WAVE 2007-2 and WAVE
2007-3, respectively, compared to 41.1%, 56.9% and 40.8% at last
review, respectively.

MAC is a single factor that describes the pair-wise asset
correlations to default distribution among the instruments within
the collateral pool (i.e. the measure of diversity).  Moody's
modeled a MAC of 44.1%, 46.4% and 49.2% for WAVE 2007-1, WAVE
2007-2 and WAVE 2007-3, respectively, compared to 58.7%, 47.1% and
53.6% at last review, respectively

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

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

The rating actions are:

WAVE 2007-1

$2.0 Billion of Structured Securities Affected

  -- Class US$1,666,666.66 Swap Transaction, Affirmed at Aaa;
     previously on April 19, 2010 Published Aaa

  -- Class US$2,542,766.67 Swap Transaction, Affirmed at Aaa;
     previously on April 19, 2010 Published Aaa

  -- Class US$2,690,833.33 Swap Transaction, Affirmed at Aaa;
     previously on April 19, 2010 Published Aaa

  -- Class US$516,666.67 Swap Transaction, Affirmed at Aaa;
     previously on April 19, 2010 Published Aaa

  -- Class US$595,591.66 Swap Transaction, Affirmed at Aaa;
     previously on April 19, 2010 Published Aaa

  -- Class US$7,819,225 Swap Transaction, Affirmed at Aaa;
     previously on April 19, 2010 Published Aaa

  -- Class A-1, Downgraded to Ba1; previously on February 2, 2010
     Downgraded to A1

  -- Class A-2, Downgraded to Caa3; previously on February 2, 2010
     Downgraded to Ba1

  -- Class B, Downgraded to Ca; previously on February 2, 2010
     Downgraded to Ba3

  -- Class C, Downgraded to Ca; previously on February 2, 2010
     Downgraded to B1

  -- Class D, Downgraded to Ca; previously on February 2, 2010
     Downgraded to B3

WAVE 2007-2

$3 Billion of Structured Securities Affected

  -- Class A-1, Affirmed at Aa2; previously on February 2, 2010
     Downgraded to Aa2

  -- Class A-2, Downgraded to Baa3; previously on February 2, 2010
     Downgraded to Baa2

  -- Class B, Downgraded to Ba1; previously on February 2, 2010
     Downgraded to Baa3

  -- Class C-FL, Downgraded to Ba2; previously on February 2, 2010
     Downgraded to Ba1

  -- Class C-FX, Downgraded to Ba2; previously on February 2, 2010
     Downgraded to Ba1

  -- Class D-FL, Affirmed at B1; previously on February 2, 2010
     Downgraded to B1

  -- Class D-FX, Affirmed at B1; previously on February 2, 2010
     Downgraded to B1

  -- Class E-FL, Affirmed at B3; previously on February 2, 2010
     Downgraded to B3

  -- Class E-FX, Affirmed at B3; previously on February 2, 2010
     Downgraded to B3

WAVE 2007-3

$1.0 Billion of Structured Securities Affected

  -- Class A-1, Downgraded to Baa2; previously on February 2, 2010
     Downgraded to A2

  -- Class A-2, Downgraded to Caa1; previously on February 2, 2010
     Downgraded to Ba3

  -- Class B, Downgraded to Caa2; previously on February 2, 2010
     Downgraded to B1

  -- Class C, Downgraded to Ca; previously on February 2, 2010
     Downgraded to B2

  -- Class D, Downgraded to Ca; previously on February 2, 2010
     Downgraded to B3

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

Moody's monitors transactions both on a monthly basis through a
review of the available Trustee Reports and a periodic basis
through a full review.  Moody's prior reviews of these three
transactions are summarized in the press release dated February 2,
2010.


* S&P Downgrades Ratings on 11 Tranches From Seven CDO Deals
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 11
tranches from seven synthetic collateralized debt obligation
transactions backed by commercial mortgage-backed securities and
left them on CreditWatch with negative implications.  At the same
time, S&P lowered its ratings on two tranches from two synthetic
CDOs backed by residential mortgage-backed securities.  S&P
removed one of these ratings from CreditWatch negative and left
the other on CreditWatch negative.  In addition, S&P lowered its
ratings on seven tranches from three corporate-backed synthetic
CDOs and removed them from CreditWatch negative.

The downgraded classes are from synthetic CDOs that experienced
downward rating migration in their underlying reference portfolios
and had synthetic rated overcollateralization ratios below 100% as
of the April review and at a 90-day forward run.

                          Rating Actions

                        ABACUS 2005-2, Ltd.

                                    Rating
                                    ------
     Class                To                    From
     -----                --                    ----
     A-1                  CCC-/Watch Neg        CCC/Watch Neg

                             SPGS SPC
                         MSC 2006-SRR1-A2

                                    Rating
                                    ------
     Class                To                    From
     -----                --                    ----
     A2-S                 A-/Watch Neg          A/Watch Neg

                             SPGS SPC
                         MSC 2006-SRR1-D

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

      SCORE SPC acting for the account of MSC 2006-SRR1-BIG
                       Segregated Portfolio

                                    Rating
                                    ------
     Class                To                    From
     -----                --                    ----
     G                    CCC+/Watch Neg        B-/Watch Neg

                      UBS AG (London Branch)
                   US$65 mil AMP ABX 2006-1 Ltd.

                                    Rating
                                    ------
     Class                To                    From
     -----                --                    ----
     Var Notes            BBB-                  A-/Watch Neg

                  Aphex Capital NSCR 2006-2 Ltd.

                                    Rating
                                    ------
     Class                To                    From
     -----                --                    ----
     A                    BB+/Watch Neg         BBB-/Watch Neg

                        ABACUS 2006-17 Ltd.

                                    Rating
                                    ------
     Class                To                    From
     -----                --                    ----
     E                    CCC-/Watch Neg        CCC/Watch Neg
     F                    CCC-/Watch Neg        CCC/Watch Neg
     G                    CCC-/Watch Neg        CCC/Watch Neg
     H                    CCC-/Watch Neg        CCC/Watch Neg
     J                    CCC-/Watch Neg        CCC/Watch Neg

        SPGS SPC, acting for the account of MSC 2006-SRR2
                       Segregated Portfolio

                                    Rating
                                    ------
     Class                To                    From
     -----                --                    ----
     G                    CCC/Watch Neg         CCC+/Watch Neg

                             REVE SPC
    EUR50 mil, JPY3 bil, US$154 mil REVE SPC Dryden XVII Notes
                          Series 2007-1

                                    Rating
                                    ------
     Class                To                    From
     -----                --                    ----
     A Series 4           CCC+                  B-/Watch Neg
     A Series 5           CCC+                  B-/Watch Neg
     A Series 7           CCC+                  B-/Watch Neg
     A Series 9           CCC+                  B-/Watch Neg

                        Newport Waves CDO
                             Series 1

                                    Rating
                                    ------
     Class                To                    From
     -----                --                    ----
     A1-$LS               B+                    BB/Watch Neg
     A3-$LMS              B                     BB-/Watch Neg

                        Newport Waves CDO
                             Series 4

                                    Rating
                                    ------
     Class                To                    From
     -----                --                    ----
     A3-YLS               B+                    BB/Watch Neg

                     Magnolia Finance II PLC
                           Series 2007-5

                                    Rating
                                    ------
     Class                To                    From
     -----                --                    ----
     2007-5               BB/Watch Neg          BB+/Watch Neg


* S&P Downgrades Ratings on 34 Tranches From 11 CDO Transactions
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 34
tranches from 11 U.S. corporate collateralized debt obligation
transactions and removed 33 of them from CreditWatch with negative
implications.  At the same time, S&P affirmed its ratings on 18
tranches from eight transactions and removed 15 of them from
CreditWatch negative.  In addition, S&P withdrew its rating on one
tranche from Suffield CLO Ltd. following the complete paydown of
the notes.  S&P also withdrew its rating on one unfunded tranche
from NewStar Credit Opportunities Funding II Ltd. as it will not
fund the tranche.

The downgrades reflect two primary factors:

* The application of S&P's updated corporate CDO criteria; and

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

The downgrade of three classes from two transactions resulted from
S&P's application of the largest-obligor default test, which is
one of the supplemental stress tests S&P introduced as part of its
criteria update.

The 34 downgraded U.S. corporate CDO tranches have a total
issuance amount of $3.146 billion.  Four of the 11 affected
transactions are collateralized loan obligation transactions.  Six
of the 11 transactions are corporate bond obligation transactions.
The other transaction is a retranching of other CDO tranches.

The affirmations reflect S&P's view that the tranches have
adequate credit support to maintain the current ratings according
to its updated criteria.

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

         Tiered Recovery Rate For 'AAA' Liability Rating

       Transaction                         Recovery rate (%)
       -----------                         -----------------
       Callidus Debt Partners CDO I        21.7
       Chartwell CBO I                     11.1
       Fortress Credit Opportunities I     37.7
       Gallatin Funding I Ltd.             44.6
       Muzinich CBO II Ltd.                11.8
       NewStar Credit Opportunities II     44.7
       NewStar Commercial LoanTrust 2007-1 35.9
       Nicholas Applegate CBO I Ltd.       15.5
       Prado CDO Ltd                       13.3
       Robeco CDO II Ltd.                  14.3
       Sutter CBO 2000-2 Ltd.              16.5
       Westchester CLO Ltd                 41.9

S&P will continue to review the remaining transactions with
ratings S&P 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
  -----------                         -----   --   ----
  Blue Wing Asset Vehicle 2009-1      A2      AA+  AAA
  Callidus Debt Partners CDO Fnd I    A-2     A+   AAA/Watch Neg
  Callidus Debt Partners CDO Fnd I    A-3     A+   AAA/Watch Neg
  Callidus Debt Partners CDO Fnd I    B-2     CCC- BBB+/Watch Neg
  Callidus Debt Partners CDO Fnd I    C       CC   B-/Watch Neg
  Chartwell CBO I                     A       B-   AAA/Watch Neg
  Chartwell CBO I                     B       CC   BBB-/Watch Neg
  Fortress Credit Opportunities I     A1New   AAA  AAA/Watch Neg
  Fortress Credit Opportunities I     A1Orig  AAA  AAA/Watch Neg
  Fortress Credit Opportunities I     A2Aug07 AAA  AAA/Watch Neg
  Fortress Credit Opportunities I     A2Dec05 AAA  AAA/Watch Neg
  Fortress Credit Opportunities I     A2New   AAA  AAA/Watch Neg
  Fortress Credit Opportunities I     A2Orig  AAA  AAA/Watch Neg
  Fortress Credit Opportunities I     A-3     AAA  AAA/Watch Neg
  Gallatin Funding I Ltd.             A-1     AA+  AAA/Watch Neg
  Gallatin Funding I Ltd.             A-2     AA-  AA/Watch Neg
  Muzinich CBO II Ltd.                A-1     AA+  AA+/Watch Neg
  Muzinich CBO II Ltd.                A-2     AA+  AA+/Watch Neg
  Muzinich CBO II Ltd.                B-1     CCC- BBB-/Watch Neg
  Muzinich CBO II Ltd.                B-2     CCC- BBB-/Watch Neg
  NewStar Credit Opportunities II     A-1T    AA+  AAA/Watch Neg
  NewStar Credit Opportunities II     A-1D    NR   AAA/Watch Neg
  NewStar Commercial LoanTrust 2007-1 A-1     AA+  AAA/Watch Neg
  NewStar Commercial LoanTrust 2007-1 A-2     AA+  AAA/Watch Neg
  NewStar Commercial LoanTrust 2007-1 B       AA   AA/Watch Neg
  NewStar Commercial LoanTrust 2007-1 C       BBB+ A/Watch Neg
  NewStar Commercial LoanTrust 2007-1 D       CCC+ BBB/Watch Neg
  NewStar Commercial LoanTrust 2007-1 E       CCC- BB/Watch Neg
  Nicholas Applegate CBO I Ltd.       A       AAA  AAA/Watch Neg
  Nicholas Applegate CBO I Ltd.       B-1     BBB  BBB/Watch Neg
  Nicholas Applegate CBO I Ltd.       B-2     BBB  BBB/Watch Neg
  Prado CDO Ltd.                      A       AA+  AAA/Watch Neg
  Prado CDO Ltd.                      B       AA-  AA/Watch Neg
  Prado CDO Ltd.                      C       BBB- A-/Watch Neg
  Prado CDO Ltd.                      X       BBB+ A+/Watch Neg
  Robeco CDO II Ltd.                  A-1L    AAA  AAA/Watch Neg
  Robeco CDO II Ltd.                  A-2L    AA+  AAA/Watch Neg
  Robeco CDO II Ltd.                  B-1L    CCC- BBB/Watch Neg
  Robeco CDO II Ltd.                  B-1LB   CCC- BBB/Watch Neg
  Robeco CDO II Ltd.                  B-2     CC   B+/Watch Neg
  Sutter CBO 2000-2 Ltd.              A-3L    AAA  AAA/Watch Neg
  Sutter CBO 2000-2 Ltd.              B-1     CCC- BB+/Watch Neg
  Sutter CBO 2000-2 Ltd.              B-1L    CCC- BB+/Watch Neg
  Sutter CBO 2000-2 Ltd.              B-2     CC   CCC/Watch Neg
  Suffield CLO Ltd                    I       NR   AAA
  Westchester CLO Ltd                 A-1-A   AA+  AAA/Watch Neg
  Westchester CLO Ltd                 A-1-B   A+   AAA/Watch Neg
  Westchester CLO Ltd                 B       BBB  AA/Watch Neg
  Westchester CLO Ltd                 C       CCC+ A/Watch Neg
  Westchester CLO Ltd                 D       CCC- BB+/Watch Neg
  Westchester CLO Ltd                 E       CCC- BB-/Watch Neg

                         Ratings Affirmed

       Transaction                         Class   Rating
       -----------                         -----   ------
       Blue Wing Asset Vehicle 2009-1      A1      AAA
       NewStar Credit Opportunities II     A-2R    AAA
       NewStar Credit Opportunities II     A-2T    AAA



                           *********

Monday's edition of the TCR delivers a list of indicative prices
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                           *********

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