TCR_Public/100606.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, June 6, 2010, Vol. 14, No. 155

                            Headlines

AAMES MORTGAGE: Moody's Downgrades Ratings on 18 Tranches
ABFC 2007-NC1: Moody's Downgrades Ratings on 49 Tranches
ACA ABS: Moody's Downgrades Ratings on Five Classes of Notes
ACCREDITED MORTGAGE: Moody's Downgrades Ratings on 24 Tranches
ACLC BUSINESS: Fitch Takes Various Rating Actions on Trusts

AMERICREDIT AUTOMOBILE: Moody's Assigns 'Ba3' Rating on E Notes
ANSONIA CDO: Fitch Junks Ratings on All Classes of Notes
ANTHRACITE CDO: Moody's Lowers Ratings on Eight Classes of Notes
ARCAP 2004-1: Moody's Downgrades Ratings on Six Classses of Notes
BANC OF AMERICA: Fitch Junks Ratings on Three Classes of Notes

BANC OF AMERICA: Moody's Reviews Ratings on 11 2004-3 Certs.
BANC OF AMERICA: Moody's Reviews Ratings on 15 2006-5 Certs.
BANC OF AMERICA: S&P Downgrades Ratings on Six 2004-1 Securities
BEAR STEARNS: S&P Junks 5 Classes of Commercial Securities
BEXAR COUNTY: Moody's Affirms Ratings on Series 2001C at 'Ba2'

BEXAR COUNTY: Moody's Downgrades Rating on Revenue Bonds to 'Ba3'
BRASCAN STRUCTURED: S&P Downgrades Ratings on Five Classes
C-BASS MORTGAGE: Fitch Downgrades Ratings on Nine 2006-SC1 Certs.
CALCULUS SCRE: Credit Quality Cues Moody's to Downgrade 8 Notes
CAPFA CAPITAL: Moody's Cuts Rating on $137 Mil. Bonds to 'B1'

CAPTEC FRANCHISE: Fitch Takes Various Ratings Actions on Notes
CBA COMMERCIAL: S&P Downgrades Rating on Class M-5 Certs. to 'D'
CBA COMMERCIAL: S&P Downgrades Rating on Class M-6 Certs. to 'D'
CENTERLINE 2007: Moody's Downgrades 14 Classes of Notes
CHRYSLER FINANCIAL: Fitch Affirms 'BB' Rating on Class C Notes

CHRYSLER FINANCIAL: Moody's Reviews Auto Loan Securitizations
CITICORP RESIDENTIAL: Moody's Downgrades Ratings on 66 Tranches
CITIGROUP COMMERCIAL: Fitch Downgrades Ratings on 2007-FL3 Certs.
CITICORP MORTGAGE: Moody's Downgrades Ratings of 228 Tranches
CITIGROUP MORTGAGE: S&P Downgrades Rating on Class 5A2 Certs.

CITIGROUP MORTGAGE: S&P Junks Rating on Class 10A2 From 'BB'
CITRUS VALLEY: Moody's Affirms Rating on $77.6 Mil Bonds at 'Ba2'
CMO HOLDINGS: S&P Downgrades Rating on Class A-2 2007-R1 Notes
COMM MORTGAGE: Fitch Downgrades Ratings on 2001-J1 Certificates
COMMERCIAL MORTGAGE: Moody's Affirms C on $8.7MM Class M CMBS

CONSECO FINANCE: Fitch Affirms 'C/RR6' Ratings on Three Notes
CONVENTION CENTER: Moody's Places Nashville's Bonds on Watchlist
CORPORATE BACKED: Moody's Raises Ratings on 1MM Class A-1 to 'B2'
CORPORATE BACKED: Moody's Raises 2.3MM Ratings on Class A-1 to B2
CORTS TRUST: Moody's Upgrades Ratings on 7.40% Certs. to 'B2'

CENTERLINE 2007-SRR5: S&P Downgrades Ratings on Seven Certs.
CORTS TRUST: Moody's Upgrades Ratings on 8.00% Certs. to 'B2'
CREDIT SUISSE: Fitch Downgrades Ratings on Series 2002-CP5 Notes
CREDIT SUISSE: Moody's Affirms Caa2 on $29.3MM Class H Certs
CREST CLARENDON: Fitch Downgrades Ratings on Two Classes of Notes

CT CDO: Fitch Downgrades Ratings on 12 Classes of Notes
CWALT INC: Moody's Downgrades Rating on Series 2006-OC7 Certs.
DLJ COMMERCIAL: Fitch Downgrades Ratings on 2000-CF1 Certs.
DLJ COMMERCIAL: Moody's Upgrades to B1 $22.3MM Class B4 Certs
DEUTSCHE MORTGAGE: S&P Downgrades Rating on Class A1 Certificates

DIMENSIONS HEALTH: Fitch Affirms 'CC' Ratings on Revenue Bonds
EOS WIND: Moody's Assigns 'Ba3' Ratings on Two Variable Notes
FALCON FRANCHISE: Fitch Takes Various Actions on Four Loans
FARM CREDIT: Moody's Confirms 'Ba2' Ratings on 2008-A Certs.
FIRST UNION: Fitch Junks Rating on Class M Notes to 'C/RR3'

FRANKLIN AUTO: S&P Raises Ratings on Class C 2005-1 Notes
GE BUSINESS: Fitch Affirms 'BB' Rating on 3 Classes of D Notes
GE CAPITAL: Fitch Junks Rating on Class L Notes to 'CC/RR1'
GE CAPITAL: S&P Junks 2 Classes for Series 2001-2 Certificates
GENERAL ELECTRIC: Fitch Junks Ratings on Three Classes of Notes

GREEN TREE: Fitch Takes Rating Actions on Various Certificates
GREENWICH CAPITAL: Fitch Downgrades Ratings on Series 2004-GG1
GS MORTGAGE: S&P Puts Two Note Ratings on CreditWatch Negative
GSMSC PASS-THROUGH: Moody's Downgrades Ratings on Class 2A-1
GSMSC PASS-THROUGH: Moody's Downgrades Ratings on 2009-1R Notes

GTP TOWERS: Fitch Affirms Ratings on Series 2007-1 Certs.
HALCYON 2005-2: Credit Quality Cues Moody's to Downgrade 3 Notes
HOMEBANC MORTGAGE: Moody's Downgrades Ratings on 10 Tranches
ILLINOIS HOUSING: Moody's Upgrades Ratings on Bonds From 'B2'
JEFFERIES RESECURITIZATION: S&P Cuts Ratings on 38 2009-R4 RMBS

JP MORGAN: Fitch Downgrades Ratings on Series 2001-CIBC2 Certs.
JPMORGAN MBS: S&P Downgrades Ratings on Eight 2006-R1 Notes
KATONAH IV: Moody's Upgrades Rating on Five Floating Rate Notes
LASALLE COMMERCIAL: S&P Downgrades Ratings on 2005-MF1 Certs.
LB MULTIFAMILY: Fitch Downgrades Ratings on Series 1991-4 Certs.

LB-UBS COMMERCIAL: Fitch Downgrades Ratings on 2003-C5 Certs.
LBSBC NIM: S&P Rates Two Classes N1 Certificates to 'D'
LBSBC NIM: S&P Rates 2010-2 Class E Certificates to 'BB'
LNR DO: S&P Downgrades Ratings on 12 Classes of CRE CDO Deals
LNR PROPERTY: S&P Affirms 19 Junk Certificate Classes

MADISON PARK: Moody's Upgrades Ratings on Three Classes of Notes
MARGATE FUNDING: Moody's Junks Rating on Class A1S From 'Ba2'
MARIETTA AREA: Moody's Reviews 'Ba1' Rating on $38.5 Mil. Bonds
MASTR ADJUSTABLE: S&P Downgrades Ratings on Three Classes
MAYPORT CLO: Moody's Upgrades Ratings on Various Classes of Notes

MESA WEST: S&P Downgrades Ratings on 11 Classes of Notes
MORGAN STANLEY: Fitch Affirms Ratings on Series 2003-IQ5 Certs.
MORGAN STANLEY: S&P Downgrades Ratings on Five 2001-TOP1 CMBS
MSC 2006-SRR1: Moody's Downgrades Ratings on 18 Classes of Notes
N-45 FIRST CMBS: Fitch Affirms 'BB+' Rating on Class E Notes

NATIONAL COLLEGIATE: S&P Downgrades Rating on Class C Note to 'CC'
NEW CENTURY: Moody's Downgrades Ratings on 56 Tranches
NOB HILL: Moody's Upgrades Ratings on Floating Rate Notes
NORTHWEST FARM: Moody's Confirms Ratings on Subordinate Notes
PEACHTREE FRANCHISE: Fitch Affirms D Rating on 3 Classes of Notes

PHH: Moody's Downgrades Ratings on 32 Tranches
PHH MORTGAGE: Moody's Downgrades Ratings on Four 2007-SL1 Tranches
PNC MORTGAGE: Fitch Takes Various Rating Actions on 2000-C1 Notes
PPLUS TRUST: Moody's Upgrades Ratings on Series FMC-1 to 'B2'
PPM AMERICA: Fitch Junks Ratings on Three Classes of Notes

PREFERREDPLUS TRUST: Moody's Upgrades Ratings on Certs. to 'B2'
PUBLIC STEERS: Moody's Upgrades Ratings on Two Certificates
SAGE COLLEGES: Moody's Downgrades Long-Term Debt Rating to 'B2'
SAINTS MEDICAL: Fitch Shifts Watch on 'BB+' Rating to Evolving
SASCO 2007-BHC1: Moody's Downgrades Rating on Certificates

SASCO 2007-BHC1: S&P Downgraded Rating on 11 Certificate Classes
SATURNS TRUST: Moody's Upgrades Ratings on 2003-5 Units to 'B2'
SIGNUM VERDE: Fitch Upgrades Ratings on Various Classes of Notes
SORIN REAL: Moody's Downgrades Five Classes of Notes
STAGE_E2E2JUN032010: Moody's Reviews 'Ba3' Rating on A Notes

STEERS HIGH-GRADE: Moody's Downgrades Five Trusts Units
STEERS HIGH-GRADE: Moody's Lowers Ratings on Four Trust Units
STRUCTURED ASSET: Moody's Upgrades Ratings on Two Unites
SUTTER CBO: Moody's Upgrades Ratings on Two Classes of Notes
TCW HIGH: Fitch Affirms Ratings on Three Classes of Notes

TIAA SEASONED: Fitch Downgrades Ratings on Series 2007-C4 Certs.
TRITON AVIATION: Fitch Downgrades Ratings on Five Classes of Notes
TRUST CERTIFICATES : Moody's Upgrades Class A-1's Rating to 'B2'
URSUS 2 (OCTANE): Fitch Affirms 'BB' Rating on Class F Notes
US CAPITAL: Moody's Lowers Ratings on Four Classes of Notes

VERMONT EDUCATIONAL: S&P Gives Stable Outlook on Three Bonds
WACHOVIA BANK: Fitch Affirms Ratings on Series 2004-C12 Notes
WACHOVIA BANK: Moody's Affirms Ratings on Seven 2003-C8 Certs.
WACHOVIA BANK: Moody's Reviews 11 Classes of Trust & Certs
WACHOVIA BANK: Moody's Reviews Ratings on 12 2007-ESH Certs.

WACHOVIA CRE: Fitch Downgrades Ratings on All Classes of Notes
WEIRTON MEDICAL: Moody's Cuts Underlying Bond Rating to 'Ba3'
WELLS FARGO: Moody's Downgrades Ratings on 37 Tranches
WELLS FARGO: Moody's Downgrades Ratings on 55 Tranches
WEST PENN: Moody's Downgrades Rating on $758 Mil. Bonds to 'B1'

WHATELY CDO: Moody's Junks Rating on Class A-1A from 'Ba1'

* Fitch Affirms Ratings on 22 Credit-Linked Notes Transactions
* Fitch Affirms Ratings on 96 Classes of US Credit Card ABS
* Fitch Takes Various Actions on Notes from 12 SF CDOs
* Moody's Downgrades 10 tranches in 6 US Structured Finance CDOs
* S&P Downgrades Ratings on 21 Classes From 15 RMBS Transactions

* S&P Downgrades Ratings on 71 Tranches From 38 US Securitizations



                            *********





AAMES MORTGAGE: Moody's Downgrades Ratings on 18 Tranches
---------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 18
tranches from 4 RMBS transactions issued by Aames.  The collateral
backing these deal primarily consists of first-lien, fixed and
adjustable rate subprime residential mortgages.

The actions are a result of the continued performance
deterioration in Subprime pools in conjunction with home price and
unemployment conditions that remain under duress.  The actions
reflect Moody's updated loss expectations on subprime pools issued
from 2005 to 2007.

To assess the rating implications of the updated loss levels on
subprime 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.

Complete rating actions are:

Issuer: Aames Mortgage Investment Trust 2005-1

  -- Cl. M3, Upgraded to Aa2; previously on Jan 13, 2010 A2 Placed
     Under Review for Possible Downgrade

  -- Cl. M4, Downgraded to Baa3; previously on Jan 13, 2010 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. M5, Downgraded to Caa1; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. M6, Downgraded to C; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. M7, Downgraded to C; previously on Jan 13, 2010 Caa1
     Placed Under Review for Possible Downgrade

  -- Cl. M8, Downgraded to C; previously on Jan 13, 2010 Caa2
     Placed Under Review for Possible Downgrade

Issuer: Aames Mortgage Investment Trust 2005-2

  -- Cl. M2, Confirmed at Aa2; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. M3, Downgraded to Ba2; previously on Jan 13, 2010 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. M4, Downgraded to Caa3; previously on Jan 13, 2010 A3
     Placed Under Review for Possible Downgrade

  -- Cl. M5, Downgraded to C; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. M7, Downgraded to C; previously on Jan 13, 2010 B3 Placed
     Under Review for Possible Downgrade

  -- Cl. M8, Downgraded to C; previously on Jan 13, 2010 Ca Placed
     Under Review for Possible Downgrade

Issuer: Aames Mortgage Investment Trust 2005-4

  -- Cl. 1A1, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. 2A3SS, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. M1, Downgraded to A3; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. M2, Downgraded to B3; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. M3, Downgraded to C; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. M4, Downgraded to C; previously on Jan 13, 2010 B2 Placed
     Under Review for Possible Downgrade

  -- Cl. M5, Downgraded to C; previously on Jan 13, 2010 Caa2
     Placed Under Review for Possible Downgrade

Issuer: Aames Mortgage Investment Trust 2006-1

  -- Cl. A-3, Downgraded to Caa2; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to Ca; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C; previously on Jan 13, 2010 Caa3
     Placed Under Review for Possible Downgrade


ABFC 2007-NC1: Moody's Downgrades Ratings on 49 Tranches
--------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 49
tranches from 9 RMBS transactions issued by ABFC.  The collateral
backing these deal primarily consists of first-lien, fixed and
adjustable rate subprime residential mortgages.

The actions are a result of the continued performance
deterioration in Subprime pools in conjunction with home price and
unemployment conditions that remain under duress.  The actions
reflect Moody's updated loss expectations on subprime pools issued
from 2005 to 2007.

To assess the rating implications of the updated loss levels on
subprime 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.

Complete rating actions are:

Issuer: ABFC 2007-NC1 Trust

  -- Cl. A-1, Downgraded to B3; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to Ca; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C; previously on Jan 13, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to C; previously on Jan 13, 2010 Caa2
     Placed Under Review for Possible Downgrade

Issuer: ABFC Asset Backed Certificates, Series 2005-WF1

  -- Cl. A-1, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-2C, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to A3; previously on Jan 13, 2010 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to Ba3; previously on Jan 13, 2010 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to Caa2; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. M-4, Downgraded to Caa3; previously on Mar 20, 2009
     Downgraded to A3

  -- Cl. M-5, Downgraded to Ca; previously on Jan 13, 2010 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-6, Downgraded to C; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-7, Downgraded to C; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-8, Downgraded to C; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-9, Downgraded to C; previously on Jan 13, 2010 B1
     Placed Under Review for Possible Downgrade

Issuer: ABFC Asset-Backed Certificates, Series 2005-HE1

  -- Cl. M-1, Confirmed at Aa1; previously on Jan 13, 2010 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to B3; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to Caa2; previously on Jan 13, 2010 A3
     Placed Under Review for Possible Downgrade

  -- Cl. M-4, Downgraded to C; previously on Mar 20, 2009
     Downgraded to Baa3

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

  -- Cl. M-6, Downgraded to C; previously on Jan 13, 2010 B3
     Placed Under Review for Possible Downgrade

Issuer: ABFC Asset-Backed Certificates, Series 2005-HE2

  -- Cl. M-1, Downgraded to Aa2; previously on Jan 13, 2010 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to B3; previously on Jan 13, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to C; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

Issuer: ABFC Asset-Backed Certificates, Series 2005-WMC1

  -- Cl. A-1, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Confirmed at Aa2; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Confirmed at Baa3; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to Caa1; previously on Jan 13, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Cl. M-4, Downgraded to C; previously on Jan 13, 2010 Caa2
     Placed Under Review for Possible Downgrade

Issuer: ABFC Asset-Backed Certificates, Series 2006-HE1

  -- Cl. A-1, Downgraded to Caa3; previously on Jan 13, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Cl. A-2A, Downgraded to Ba1; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-2B, Downgraded to Caa3; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. A-2C, Downgraded to Ca; previously on Jan 13, 2010 Caa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-2D, Downgraded to Ca; previously on Jan 13, 2010 Caa3
     Placed Under Review for Possible Downgrade

Issuer: Asset Backed Funding Corporation Asset-Backed
Certificates, Series 2006-OPT1

  -- Cl. A-1, Downgraded to Caa1; previously on Jan 13, 2010 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to Caa1; previously on Jan 13, 2010 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-3B, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-3C1, Downgraded to Caa2; previously on Jan 13, 2010 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-3C2, Downgraded to Caa2; previously on Jan 13, 2010 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-3D, Downgraded to Ca; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to C; previously on Jan 13, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to C; previously on Jan 13, 2010 Caa2
     Placed Under Review for Possible Downgrade

Issuer: Asset Backed Funding Corporation Asset-Backed
Certificates, Series 2006-OPT2

  -- Cl. A-1, Downgraded to Caa3; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to Caa2; previously on Jan 13, 2010 A3
     Placed Under Review for Possible Downgrade

  -- Cl. A-3B, Downgraded to A1; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-3C, Downgraded to Caa2; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-3D, Downgraded to Ca; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to C; previously on Jan 13, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to C; previously on Jan 13, 2010 Ca
     Placed Under Review for Possible Downgrade

Issuer: Asset Backed Funding Corporation Asset-Backed
Certificates, Series 2006-OPT3

  -- Cl. A-1, Downgraded to Caa2; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to Caa2; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-3B, Downgraded to Caa3; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-3C, Downgraded to Ca; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C; previously on Jan 13, 2010 B3
     Placed Under Review for Possible Downgrade


ACA ABS: 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 ACA ABS 2003-2,
Limited.  The notes affected by the rating action are:

  -- US$10,000,000 Class A1-SW Floating Rate Notes, due December
     10, 2038, Downgrade to Ca; previously on 4/22/09 Downgraded
     to Caa1

  -- US$315,000,000 Class A1-SU Floating Rate Notes, due
     December 10, 2038, Downgrade to Ca; previously on 4/22/09
     Downgraded to Caa1

  -- US$146,500,000 Class A1-SD Floating Rate Notes, due
     December 10, 2038, Downgrade to Ca; previously on 4/22/09
     Downgraded to Caa1

  -- US$108,000,000 Class A1-J Floating Rate Notes, due
     December 10, 2038, Downgrade to C; previously on 4/22/09
     Downgraded to Caa3

  -- US$51,000,000 Class A2 Floating Rate Notes, due December 10,
     2038, Downgrade to C; previously on 4/22/09 Downgraded to Ca

ACA ABS 2003-2 Ltd. is a collateralized debt obligation issuance
backed by a portfolio of primarily Residential Mortgage-Backed
Securities originated between 2002 and 2003.

According to Moody's, the rating downgrade actions are the result
of deterioration in the credit quality of the underlying
portfolio.  The ratings of approximately 40% of the underlying
assets have been downgraded since Moody's last review of the
transaction in April 2009.  In addition, the Trustee reports that
its overcollateralization ratio has been decreasing since Moody's
last review.

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.

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.


ACCREDITED MORTGAGE: Moody's Downgrades Ratings on 24 Tranches
--------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 24
tranches from 6 RMBS transactions issued by Accredited.  The
collateral backing these deal primarily consists of first-lien,
fixed and adjustable rate subprime residential mortgages.

The actions are a result of the continued performance
deterioration in Subprime pools in conjunction with home price and
unemployment conditions that remain under duress.  The actions
reflect Moody's updated loss expectations on subprime pools issued
from 2005 to 2007.

To assess the rating implications of the updated loss levels on
subprime 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.

Complete rating actions are:

Issuer: Accredited Mortgage Loan Trust 2005-1, Asset-Backed Notes,
Series 2005-1

  -- Cl. A-1A, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-1B, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-2C, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to Ba2; previously on Jan 13, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to Caa2; previously on Jan 13, 2010 Baa1
     Placed Under Review for Possible Downgrade

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

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

Issuer: Accredited Mortgage Loan Trust 2005-2, Asset-Backed Notes,
Series 2005-2

  -- Cl. A-1, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-2C, Downgraded to Aa1; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to Baa3; previously on Jan 13, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to Caa1; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to C; previously on Jan 13, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Cl. M-4, Downgraded to C; previously on Jan 13, 2010 Caa2
     Placed Under Review for Possible Downgrade

Issuer: Accredited Mortgage Loan Trust 2005-3, Asset-Backed Notes,
Series 2005-3

  -- Cl. A-1, Downgraded to A1; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-2C, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-2D, Downgraded to Aa3; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to Ba3; previously on Jan 13, 2010 A3
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to Caa2; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to C; previously on Jan 13, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Cl. M-4, Downgraded to C; previously on Jan 13, 2010 Caa2
     Placed Under Review for Possible Downgrade

Issuer: Accredited Mortgage Loan Trust 2006-1

  -- Cl. A-3, Downgraded to Caa2; previously on Jan 13, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to Caa3; previously on Jan 13, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C; previously on Jan 13, 2010 Caa3
     Placed Under Review for Possible Downgrade

Issuer: Accredited Mortgage Loan Trust 2006-2

  -- Cl. A-2, Confirmed at A2; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to Caa1; previously on Jan 13, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to Caa3; previously on Jan 13, 2010 B3
     Placed Under Review for Possible Downgrade

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

Issuer: Accredited Mortgage Loan Trust 2007-1

  -- Cl. A-1, Upgraded to Aa3; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. A-2, Confirmed at Ba3; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to Caa2; previously on Jan 13, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to Caa3; previously on Jan 13, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C; previously on Jan 13, 2010 Caa2
     Placed Under Review for Possible Downgrade


ACLC BUSINESS: Fitch Takes Various Rating Actions on Trusts
-----------------------------------------------------------
Fitch Ratings has taken various rating actions on the following
ACLC Franchise Loan Receivables Trusts and ACLC Business Loan
Receivables Trusts:

ACLC Business Loan Receivables Trust 1998-1:

-- Class A-3 revised to 'D/RR3' from 'D/RR5'.

ACLC Franchise Loan Receivables Trust 1998-A:

-- Class A-3 affirmed at 'B' and assigned a Stable Outlook.

ACLC Business Loan Receivables Trust 1998-2:

-- Class A-3 upgraded to 'A' from 'BBB' and assigned a Stable
    Outlook;

-- Class B revised to 'CC/RR2' from 'CC/RR4';

-- Class C affirmed at 'D/RR6'.

ACLC Business Loan Receivables Trust 1999-1:

-- Class A-3 downgraded to 'CC/RR2' from 'CCC/RR1';
-- Class B revised to 'D/RR5' from 'D/RR6';
-- Class C affirmed at 'D/RR6'.

ACLC Business Loan Receivables Trust 1999-2:

-- Class C upgraded to 'BBB' from 'BB' and assigned a Stable
    Outlook;

-- Class D revised to 'CCC/RR5' from 'CCC'/RR1'.

ACLC Business Loan Receivables Trust 2000-1:

-- Class A-3A affirmed at 'BBB' and assigned a Stable Outlook;
-- Class A-3F affirmed at 'BBB' and assigned a Stable Outlook;
-- Class B downgraded to 'D/RR2' from 'CC/RR3';
-- Class C affirmed at 'D/RR6';
-- Class D affirmed at 'D/RR6'.

The upgrades of the class A-3 note in the 1998-2 transaction and
class C note in the 1999-2 transaction reflect the significant
credit support available to each note over the short expected
remaining life.  In its analysis, Fitch found the notes to pass
stress scenarios consistent with the respective upgraded rating
category.

The downgrade of the class A-3 note in the 1999-1 transaction is a
result of new defaults occurring within the pool as recovery
expectations for existing defaults continue to decline.  In its
analysis, Fitch found the expected loss assumption to have a
negative impact on credit support available to the note resulting
in the aforementioned downgrade.

The 'D' assignment to the class B note in the 2000-1 transaction
is a reflection of the principal writedowns incurred on the note.

The affirmations on the remaining notes reflect the notes' ability
to pass stress-case scenarios consistent with the current rating
levels.  Additionally, recovery prospects for the distressed notes
have changed, leading to a revision of the Recovery Ratings.  For
additional detail, please refer to Fitch's 'Criteria for
Structured Finance Recovery Ratings', dated Aug. 17, 2009.

The Stable Rating Outlook designation for all applicable notes
reflects Fitch's view that ratings are not expected to change
within the next 12 months, based on current performance.

In reviewing the transaction, Fitch took into account analytical
considerations outlined in Fitch's 'Global Structured Finance
Rating Criteria', dated Sept. 30, 2009, including asset quality,
credit enhancement, financial structure, legal structure, and
originator and servicer quality.

Fitch's analysis first incorporated anticipated losses on
currently defaulted collateral given Fitch's recovery
expectations.  Fitch's recovery expectations are based on
historical collateral-specific recoveries experienced in the
franchise asset backed securities (ABS) sector since 1994.  The
resulting anticipated collateral losses were then applied to the
transaction structure, enabling Fitch to asses the impact of the
expected losses on the securities and available credit
enhancement.

Next, to assess the structure's ability to withstand additional
loan defaults, Fitch assumed additional borrowers would default
based on their current fixed charged coverage ratios (FCCRs).
Under specific scenarios for each rating category, borrowers with
an FCCR below a defined level were assumed to default and realize
a loss in the near future.  If a class was able to withstand the
assumed defaults without incurring a loss, it was considered to
have passed that particular scenario.  These FCCR 'hurdles' for
the respective scenarios ranged from 1.0 times (x) for the 'B'
case to 2.0x for the 'AAA' case.  FCCR default levels were based
on an analysis of historical franchise loan obligor FCCR data from
2005-2009 and particularly focused on the level of borrower
deterioration that occurred in the most recent economic downturn.

Additionally, to review possible concentration risks within the
pool, Fitch evaluated the impact of the default of the largest
performing obligors.  Similar to the analysis detailed above,
Fitch applied loss and recovery expectations to the performing
obligors based on collateral type and historical recovery
performance.  The expected loss assumption was then compared to
the credit support available to the outstanding notes given
Fitch's expected losses on the currently defaulted loans.
Consistent with the obligor approach detailed in 'Rating US
Equipment Lease and Loan Securitizations', dated June 16, 2008,
Fitch applied losses from the largest performing obligors
commensurate with the individual rating category. The number of
obligors ranges from 1.5 at 'BB' up to 5-6 at 'AAA'.

Fitch will continue to closely monitor this transaction and may
take additional rating action in the event of changes in
performance and credit enhancement measures.


AMERICREDIT AUTOMOBILE: Moody's Assigns 'Ba3' Rating on E Notes
---------------------------------------------------------------
Moody's Investors Service has assigned definitive 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 Prime-1
  -- A-2 Notes, rated Aaa
  -- A-3 Notes, rated Aaa
  -- B Notes, rated Aa1
  -- C Notes, rated A1
  -- D Notes, rated Baa3
  -- E Notes, rated 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.


ANSONIA CDO: Fitch Junks Ratings on All Classes of Notes
--------------------------------------------------------
Fitch Ratings has downgraded all classes issued by Ansonia CDO
2006-1, Ltd./LLC (Ansonia 2006-1) as a result of negative credit
migration, realized losses, and increased interest shortfalls to
the underlying collateral.

On the April 28, 2009 payment date, classes E through T notes did
not receive their full interest distributions as a result of
insufficient interest proceeds due to interest shortfalls on the
underlying collateral.  On May 5, 2009, the trustee notified the
noteholders of an event of default (EOD) due to non-payment of
full and timely accrued interest to the classes E, F and G notes.
Noteholders had not given direction to accelerate the notes or
liquidate the portfolio at the time of this review.

This transaction was analyzed under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Portfolio Credit Model (PCM) 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) since approximately 56.8% of
the underlying assets are experiencing interest shortfalls as of
the April 28, 2010 payment date.  The credit enhancement to the
class A-FL/FX is consistent with the 'CCC' category rating loss
rates generated by PCM under these sensitivity scenarios, and as
such default is a real possibility.

In accordance with the transaction documents, interest received on
credit impaired securities is deemed principal payments.  To date,
$26.8 million in credit impaired distributions has been paid to
classes A-FL/FX as principal.  As of the most recent trustee
payment date, and on prior payment dates, the remaining interest
proceeds have been insufficient to pay full and timely interest to
classes B through G.  Accordingly, Fitch has downgraded the timely
pay classes (classes B through G notes) to 'D'.

Fitch's loss expectation exceeds the credit enhancement available
to classes B and below.  Given the high probability of default of
the underlying assets and the expected limited recovery prospects
upon default, classes H through T have been downgraded to 'C',
indicating that default is inevitable at maturity.

Ansonia 2006-1 is collateralized by all or a portion of 130
classes in 41 separate underlying CMBS transactions.
Approximately 94.2% of the collateral is rated below investment
grade, with 68.6% of the portfolio with a Fitch derived rating in
the 'CCC' category or lower.  Approximately 37.3% of the
collateral is not rated and represents the first loss position of
the respective underlying CMBS transaction.  All underlying
classes are thin, junior tranches that are susceptible to losses
in the near-term.  The transaction has experienced $69.4 million
in losses since the issuance of the Ansonia 2006-1 notes.

Fitch has downgraded the following classes:

-- $195,942,943 class A-FL to 'CCC' from 'BB';
-- $72,752,668 class A-FX to 'CCC' from 'BB';
-- $57,479,000 class B to 'D' from 'B';
-- $34,285,000 class C to 'D' from 'B-';
-- $16,134,000 class D to 'D' from 'B-';
-- $18,151,000 class E to 'D' from 'B-';
-- $24,201,000 class F to 'D' from 'CCC';
-- $30,252,000 class G to 'D' from 'CC';
-- $26,218,000 class H to 'C' from 'CC';
-- $48,403,000 class J to 'C' from 'CC';
-- $43,361,000 class K to 'C' from 'CC';
-- $23,193,000 class L to 'C' from 'CC';
-- $14,117,000 class M to 'C' from 'CC';
-- $22,184,000 class N to 'C' from 'CC';
-- $18,151,000 class O to 'C' from 'CC';
-- $13,109,000 class P to 'C' from 'CC';
-- $12,100,000 class Q to 'C' from 'CC';
-- $10,084,000 class S to 'C' from 'CC';
-- $8,067,000 class T to 'C' from 'CC'.

Classes A-FX/A-FL through E are removed from Rating Watch
Negative.


ANTHRACITE CDO: Moody's Lowers Ratings on Eight Classes of Notes
----------------------------------------------------------------
Moody's Investors Service confirmed one class and downgraded eight
classes of Notes issued by Anthracite CDO III Ltd.  The downgrades
are due to the deterioration in the credit quality of the
underlying portfolio as evidenced by an increase in the weighted
average rating factor (WARF), and a decrease in the weighted
average recovery rate (WARR).  The rating action is the result of
Moody's on-going surveillance of commercial real estate
collateralized debt obligation (CRE CDO) transactions.

Anthracite CDO III Ltd. is a CRE CDO transaction backed by a
portfolio of commercial mortgage backed securities (CMBS) (84.6%
of the pool balance), real estate investment trust (REIT) debt
(10.7%), Credit Tenant Lease (CTL) Loans (3.7%) and CRE CDOs
(1.0%).  As of the April 21, 2010, Trustee report, the aggregate
Note balance of the transaction has decreased to $392.2 million
from $435.3 million at issuance, with the paydown directed to the
Class A Notes.  The paydown was triggered by amortization of the
underlying collateral.

Forty-Nine assets with a par balance of $208.1 million (53.1% of
the pool balance) were listed as Impaired Securities as of the
April 21, 2010, Trustee report, due to interest shortfalls and
credit rating downgrades/negative credit watch.

The rating actions are:

-- Class A, Confirmed at Aa1; previously on February 26, 2010,
    Aa1 Placed Under Review for Possible Downgrade

-- Class B-FL, Downgraded to A2; previously on February 26, 2010,
    A1 Placed Under Review for Possible Downgrade

-- Class B-FX, Downgraded to A2; previously on February 26, 2010,
    A1 Placed Under Review for Possible Downgrade

-- Class C-FL, Downgraded to Baa2; previously on February 26,
    2010, A3 Placed Under Review for Possible Downgrade

-- Class C-FX, Downgraded to Baa2; previously on February 26,
    2010, A3 Placed Under Review for Possible Downgrade

-- Class D-FL, Downgraded to Ba1; previously on February 26,
    2010, Baa3 Placed Under Review for Possible Downgrade

-- Class D-FX, Downgraded to Ba1; previously on February 26,
    2010, Baa3 Placed Under Review for Possible Downgrade

-- Class E-FL, Downgraded to B1; previously on February 26, 2010,
    Ba1 Placed Under Review for Possible Downgrade

-- Class E-FX, Downgraded to B1; previously on February 26, 2010,
    Ba1 Placed Under Review for Possible Downgrade


ARCAP 2004-1: Moody's Downgrades Ratings on Six Classses of Notes
-----------------------------------------------------------------
Moody's Investors Service downgraded six classes of Notes issued
by ARCap 2004-1 Resecuritization Trust due to the 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.  The rating action is the
result of Moody's on-going surveillance of commercial real estate
collateralized debt obligation transactions.

ARCap 2004-1 Resecuritization Trust is a CRE CDO transaction
backed by a portfolio of commercial mortgage backed securities
(100.0% of the pool balance).  As of the May 18, 2010 Trustee
report, the aggregate Note balance of the transaction has
decreased to $337.3 million from $340.9 million at issuance, with
the paydown directed to the Class A Notes.  The paydown was
triggered by amortization of the underlying collateral.

Three CMBS bonds with an original par balance of $35.6 million
(10.4% of the original pool balance) have experienced losses as of
the May 18, 2010 Trustee report.  One of these bonds has
experienced 100% losses and the other two bonds have experienced
partial losses.  The total losses (not written down in Class L)
are $24.8 million (7.3% of the original pool balance).  Fifteen
CMBS bonds (24.5% of the pool balance) experienced interest
shortfalls in the latest reporting period.

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 4,369 compared to 3,184 at
last review.  The distribution of current ratings and credit
estimates is: A1-A3 (1.6% compared to 2.2% at last review), Baa1-
Baa3 (1.1% compared to 2.5% at last review), Ba1-Ba3 (33.6%
compared to 32.8% at last review), B1-B3 (27.7% compared to 43.9%
at last review), and Caa1-C (36.0% compared to 18.6% 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 5.3 years compared to 5.9 years at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool.  Moody's modeled a fixed WARR
of 6.6% compared to 7.7% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 26.3% compared to 31.0% 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 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:

  -- Class A, Downgraded to A2; previously on February 26, 2010
     Aa3 Placed Under Review for Possible Downgrade

  -- Class B, Downgraded to Ba1; previously on February 26, 2010
     Baa1 Placed Under Review for Possible Downgrade

  -- Class C, Downgraded to Ba3; previously on February 26, 2010
     Baa3 Placed Under Review for Possible Downgrade

  -- Class D, Downgraded to B1; previously on February 26, 2010
     Ba1 Placed Under Review for Possible Downgrade

  -- Class E, Downgraded to B2; previously on February 26, 2010
     Ba2 Placed Under Review for Possible Downgrade

  -- Class F, Downgraded to Caa1; previously on February 26, 2010
     Ba3 Placed Under Review for Possible Downgrade

As always, Moody's ratings are determined by a committee process
that considers both quantitative and qualitative factors.
Therefore, 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 January 30, 2009.


BANC OF AMERICA: Fitch Junks Ratings on Three Classes of Notes
--------------------------------------------------------------
Fitch Ratings takes various rating actions on Banc of America
Commercial Mortgage Inc. (BACM), series 2004-6 commercial mortgage
pass-through certificates, as follows:

Fitch downgrades and assigns Loss Severity (LS) and Recovery
Ratings (RR) to the following classes:

-- $13.1 million class H to 'BB/LS5' from 'BBB-'; Outlook
    Negative;

-- $6 million class J to 'BB/LS5' from 'BB+'; Outlook Negative;

-- $4.8 million class K to 'B/LS5' from 'BB'; Outlook Negative;

-- $4.8 million class L to 'B-/LS5' from 'BB-'; Outlook Negative;

-- $3.6 million class M to 'CCC/RR1' from 'B+';

-- $3.6 million class N to 'CC/RR3' from 'B';

-- $4.8 million class O to 'CC/RR3' from 'B-'.

In addition, Fitch affirms the following classes and assigns LS
ratings as indicated:

-- $81 million class A-2 at 'AAA/LS1'; Outlook Stable;
-- $220.8 million class A-3 at 'AAA/LS1'; Outlook Stable;
-- $35.4 million class A-4 at 'AAA/LS1'; Outlook Stable;
-- $35.6 million class A-AB at 'AAA/LS1'; Outlook Stable;
-- $237.4 million class A-5 at 'AAA/LS1'; Outlook Stable;
-- $56.2 million class A-J at 'AAA/LS3'; Outlook Stable;
-- Interest-only class XC at 'AAA'; Outlook Stable;
-- Interest-only class XP at 'AAA'; Outlook Stable;
-- $19.1 million class B at 'AA/LS4'; Outlook Stable;
-- $9.6 million class C at 'AA-/LS5'; Outlook Stable;
-- $17.9 million class D at 'A/LS4'; Outlook Stable;
-- $9.6 million class E at 'A-/LS5'; Outlook Stable;
-- $14.3 million class F at 'BBB+/LS4'; Outlook Stable;
-- $9.6 million class G at 'BBB/LS5'; Outlook Stable.

Class A-1 has paid in full.  Fitch does not rate the $13.8 million
class P.

The downgrades are due to an increase in Fitch expected losses
following Fitch's prospective review of potential stresses and
expected losses associated with specially serviced assets.  Fitch
expects losses of 2.9% of the remaining pool balance,
approximately $22.9 million, from the loans in special servicing
and the loans that are not expected to refinance at maturity based
on Fitch's refinance test.  Rating Outlooks reflect the likely
direction of any rating changes over the next one to two years.

As of the April 2010, distribution date, the transaction's
aggregate principal balance has decreased 16.6% to $798.2 million
from $956.6 million at issuance.  There are 66 of the original 79
loans remaining in the transaction, four (7.9%) of which have
defeased, and three (2.4%) that are specially serviced loans.  The
largest specially serviced asset (1.3%) is a 168-unit multifamily
property in Eagan, MN.  The loan was transferred in September 2009
due to imminent maturity default.  The loan matured in
October 2009; the borrower had previously requested an extension,
but extension negotiations have ceased.

The second specially serviced loan (0.7%) is collateralized by an
office property located in North Charleston, SC.  The loan
transferred in January 2009 and is 90+ days delinquent.  The
servicer is discussing a possible modification to allow the
borrower time to secure additional leasing.

Fitch stressed the cash flow of the remaining non-defeased loans
by applying a 10% reduction to 2008 fiscal year end net operating
income and applying an adjusted property specific market cap rate
between 7.5% and 10% to determine value.

Similar to Fitch's prospective analysis of recent vintage
commercial mortgage backed securities (CMBS), each loan also
underwent a refinance test by applying an 8% interest rate and 30-
year amortization schedule based on the stressed cash flow.  Loans
that could refinance to a debt service coverage ratio of 1.25
times or higher were considered to pay off at maturity.  Thirty-
nine loans did not pay off at maturity and 12 loans incurred a
minimal loss when compared to Fitch's stressed value.


BANC OF AMERICA: Moody's Reviews Ratings on 11 2004-3 Certs.
------------------------------------------------------------
Moody's Investors Service placed 11 classes of Banc of America
Commercial Mortgage Inc., Commercial Mortgage Pass-Through
Certificates, Series 2004-3 on review for possible downgrade due
to higher expected losses for the pool resulting from anticipated
losses from specially serviced and poorly performing watchlisted
loans.

The rating action is the result of Moody's on-going surveillance
of commercial mortgage backed securities transactions.

As of the May 10, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 26% to $957 million
from $1.29 billion at securitization.  The Certificates are
collateralized by 82 mortgage loans ranging in size from less than
1% to 11% of the pool, with the top ten loans representing 45% of
the pool.  Currently, there are two loans, representing 21% of the
pool, with investment grade underlying ratings.  Seven loans,
representing 5% of the pool, have defeased and are collateralized
by U.S. Government securities.

Eighteen loans, representing 12% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (formerly Commercial Mortgage Securities
Association) monthly reporting package.  As part of Moody's
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

One loan was liquidated from the pool resulting in an aggregate
loss of approximately $1.0 million (1% loss severity).  Four
loans, representing 5% of the pool, are currently in special
servicing.  The largest specially serviced loan is the St.  Clair
Estates Manufactured Home Community Loan ($25.4 million -- 3% of
the pool), which is secured by a 628-pad unit manufactured housing
community.  The loan was transferred to special servicing in May
2009 for monetary default.  The remaining three specially serviced
loans are secured by a mix of office and mobile home properties.
The special servicer has recognized a cumulative $24.9 million
appraisal reduction for the specially serviced loans.

Based on the most recent remittance statement, Classes L through
Q have experienced cumulative interest shortfalls totaling
$1.3 million.  Moody's anticipates that the pool will continue to
experience interest shortfalls due to high exposure to specially
serviced loans.  Interest shortfalls are caused by special
servicing fees, including workout and liquidation fees, appraisal
subordinate entitlement reductions and extraordinary trust
expenses.

Moody's rating action is:

  -- Class D, $24,547,319, currently rated A2, on review for
     possible downgrade; previously assigned A2 on 7/20/2004

  -- Class E, $11,551,680, currently rated A3, on review for
     possible downgrade; previously assigned A3 on 7/20/2004

  -- Class F, $15,883,560, currently rated Baa1, on review for
     possible downgrade; previously assigned Baa1 on 7/20/2004

  -- Class G, $11,551,680, currently rated Baa2, on review for
     possible downgrade; previously assigned Baa2 on 7/20/2004

  -- Class H, $15,883,560, currently rated Baa3, on review for
     possible downgrade; previously assigned Baa3 on 7/20/2004

  -- Class J, $4,331,880, currently rated Ba1, on review for
     possible downgrade; previously assigned Ba1 on 7/20/2004

  -- Class K, $5,775,840, currently rated Ba2, on review for
     possible downgrade; previously assigned Ba2 on 7/20/2004

  -- Class L, $5,775,840,currently rated Ba3, on review for
     possible downgrade; previously assigned Ba3 on 7/20/2004

  -- Class M, $4,331,880, currently rated B1, on review for
     possible downgrade; previously assigned B1 on 7/20/2004

  -- Class N, $2,887,920, currently rated B2, on review for
     possible downgrade; previously assigned B2 on 7/20/2004

  -- Class O, $2,887,920, currently rated B3, on review for
     possible downgrade; previously assigned B3 on 7/20/2004


BANC OF AMERICA: Moody's Reviews Ratings on 15 2006-5 Certs.
------------------------------------------------------------
Moody's Investors Service placed 15 classes of Banc of America
Commercial Mortgage Inc., Commercial Pass-Through Certificates,
Series 2006-5 on review for possible downgrade due to higher
expected losses for the pool resulting from realized and
anticipated losses from specially serviced and highly leveraged
watchlisted loans.

The rating action is the result of Moody's on-going surveillance
of commercial mortgage backed securities transactions.

As of the May 10, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 3% to $2.19 billion
from $2.24 billion at securitization.  The Certificates are
collateralized by 181 mortgage loans ranging in size from less
than 1% to 7% of the pool, with the top ten loans representing 39%
of the pool.  The pool contains one loan, representing 7% of the
pool, with an investment grade underlying rating.

Seventy-six loans, representing 12% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (formerly Commercial Mortgage Securities
Association) monthly reporting package.  As part of Moody's
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Three loans have been liquidated from the pool since
securitization, resulting in an $11.2 million realized loss (46%
loss severity on average).  Seventeen loans, representing 15% of
the pool, are currently in special servicing.  The largest
specially serviced loan is the Trinity Hotel Portfolio Loan
($129.9 million -- 5.9% of the pool), which is also encumbered by
a $5.6 million mezzanine loan.  The loan is secured by a portfolio
of 13 full-service, limited-service and extended-stay hotels
located in eight states.  This loan was transferred to special
servicing in November 12, 2009 due to imminent default.  Occupancy
and net cash flow for year-end 2009 were 59% and $4.9 million,
respectively, compared to 65% and $12.1 million at year-end 2008.
The remaining sixteen specially serviced loans are secured by a
mix of hospitality, multifamily, manufactured housing, office,
retail and self storage properties.

Moody's rating action is:

  -- Class A-M, $224,327,000, currently rated Aaa, on review for
     possible downgrade; previously assigned at Aaa on 10/17/2006

  -- Class A-J, $179,462,000, currently rated A1, on review for
     possible downgrade; previously downgraded to A1 on 2/9/2009

  -- Class B, $47,670,000, currently rated A3, on review for
     possible downgrade; previously downgraded to A3 on 2/9/2009

  -- Class C, $25,236,000, currently rated Baa1, on review for
     possible downgrade; previously downgraded to Baa1 on 2/9/2009

  -- Class D, $28,041,000, currently rated Baa3, on review for
     possible downgrade; previously downgraded to Baa3 on 2/9/2009

  -- Class E, $22,433,000, currently rated Ba2, on review for
     possible downgrade; previously downgraded to Ba2 on 2/9/2009

  -- Class F, $28,041,000, currently rated B2, on review for
     possible downgrade; previously downgraded to B2 on 2/9/2009

  -- Class G, $19,629,000, currently rated B3, on review for
     possible downgrade; previously downgraded to B3 on 2/9/2009

  -- Class H, $33,649,000, currently rated Caa1, on review for
     possible downgrade; previously downgraded to Caa1 on 2/9/2009

  -- Class J, $5,608,000, currently rated Caa2, on review for
     possible downgrade; previously downgraded to Caa2 on 2/9/2009

  -- Class K, $8,412,000, currently rated Caa2, on review for
     possible downgrade; previously downgraded to Caa2 on 2/9/2009

  -- Class L, $5,608,000, currently rated Caa2, on review for
     possible downgrade; previously downgraded to Caa2 on 2/9/2009

  -- Class M, $2,804,000, currently rated Caa3, on review for
     possible downgrade; previously downgraded to Caa3 on 2/9/2009

  -- Class N, $5,609,000, currently rated Caa3, on review for
     possible downgrade; previously downgraded to Caa3 on 2/9/2009

  -- Class O, $8,412,000, currently rated Caa3, on review for
     possible downgrade; previously downgraded to Caa3 on 2/9/2009


BANC OF AMERICA: S&P Downgrades Ratings on Six 2004-1 Securities
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on six
classes of commercial mortgage-backed securities from Banc of
America Commercial Mortgage Inc.'s series 2004-1 and removed them
from CreditWatch with negative implications.  In addition, S&P
affirmed its ratings on 13 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 of the
subordinate classes also reflect credit support erosion that S&P
anticipate will occur upon the eventual resolution of six
specially serviced assets.  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 1.99x and a loan-to-value ratio
of 73.7%.  S&P further stressed the loans' cash flows under S&P's
'AAA' scenario to yield a weighted average DSC of 1.37x and an LTV
ratio of 91.7%.  The implied defaults and loss severity under the
'AAA' scenario were 29.3% and 25.1%, respectively.  The DSC and
LTV calculations S&P noted above exclude nine defeased loans
($76.7 million, 7.4%), and six ($76.9 million, 7.4%) of the eight
specially serviced assets.  S&P separately estimated losses for
these six 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 XC
and XP interest-only certificates based on S&P's current criteria.

                      Credit Considerations

As of the May 2010 remittance report, seven assets ($62.7 million,
6.0%) in the pool were with the special servicer, LNR Partners
Inc.  The payment status of the specially serviced assets is: one
is real estate owned ($13.4 million, 1.3%), one is in foreclosure
($10.6 million, 1.0%), one is 90-plus-days delinquent
($5.6 million, 0.5%), one is 60 days delinquent ($8.7 million,
0.8%), one is 30 days delinquent ($16.2 million, 1.6%), one is in
its grace period ($3.8 million, 0.4%), and one is current
($4.4 million, 0.4%).  Four of the specially serviced assets have
appraisal reduction amounts in effect totaling $14.6 million.

The above statistics do not reflect one loan ($27.3 million,
2.6%), which did not appear on the May remittance report.  The SBC
Center loan was transferred on May 6, 2010, due to imminent
default.  It is the ninth-largest loan in the pool and is secured
by a 294,255-sq.-ft. office property in Troy, Mich.  AT&T occupies
61.0% of the net rentable area (NRA) and has indicated that it
will not renew its lease, which expires in August 2010.  This will
prompt occupancy to fall to 14.5%.  Based on the most recent
information from the servicer, as well as market data, the
ultimate resolution of this loan may result in a moderate loss to
the trust.

The Tracy Pavilion loan, which has a total exposure of
$16.4 million (1.6%), is the second-largest loan with the special
servicer.  The loan is 30-days delinquent and consists of a
95,054-sq.-ft. retail center in Tracy, Calif.  The loan was
transferred to the special servicer on Feb. 18, 2010, due to
imminent default from cash flow problems.  The reported DSC as of
year-end 2009 was 0.76x.  S&P expects a moderate loss upon the
eventual resolution of this loan.

The Honeywell Building, which has a total exposure of
$14.1 million (1.3%), is the third-largest asset with the special
servicer.  The asset became real estate owned in June 2009 and
consists of a vacant 181,596-sq.-ft. office/research and
development (70%/30%) building that was built specifically for
Honeywell International Inc. in Glendale, Arizona.  Honeywell
vacated the building in June 2008.  S&P expects a significant loss
upon the eventual resolution of this asset.

The five remaining specially serviced assets listed in the May
2010 remittance report ($33.1 million, 3.2%) have balances that
individually represent less than 1.0% of the total pool balance.
S&P estimated losses for three of these assets, resulting in a
weighted average loss severity of 28.3%.  One of these assets is
in foreclosure, one is 90-plus-days delinquent, and one was
transferred to the special servicer due to imminent default
following the bankruptcy filing of the sponsor.  Of the two
remaining loans, one has a forbearance in effect.  The borrower on
the other loan is discussing a modification with LNR.

                       Transaction Summary

As of the May 2010 remittance report, the collateral pool balance
was $1.04 billion, which is 78.6% of the balance at issuance.  The
pool includes 97 loans, down from 113 loans at issuance.  As of
the May 2010 remittance report, the master servicer, Bank of
America N.A., had provided financial information for 100.0% of the
nondefeased loans in the pool, all of which was full-year 2008,
interim-2009, or full-year 2009 data.  S&P calculated a weighted
average DSC of 1.87x for the pool based on the reported figures.
S&P's adjusted DSC and LTV were 1.99x and 73.7%, respectively,
which exclude nine defeased loans ($76.7 million, 7.4%) and six
($76.9 million, 7.4%) of the eight specially serviced assets.  S&P
separately estimated losses for these six specially serviced
assets.  If S&P included the specially serviced assets in S&P's
calculation, its adjusted DSC would be 1.92x.  S&P's adjusted DSC
is slightly higher than the servicer reported DSC due to a
positive cash flow adjustment for the second-largest loan in the
pool, which S&P discuss further below.  The transaction has
experienced three principal losses for a total of $6.4 million to
date.  Twelve loans ($191.5 million, 18.4%) are on the master
servicer's watchlist, including two of the top 10 loans.  Fourteen
loans ($132.2 million, 12.7%) have a reported DSC below 1.10x, and
nine of these loans ($64.1 million, 6.2%) have a reported DSC of
less than 1.0x.

                     Summary of Top 10 Loans

The top 10 exposures have an aggregate outstanding balance of
$492.3 million (47.2%).  Using servicer-reported numbers, S&P
calculated a weighted average DSC of 2.23x for the top 10 loans.
One of the top 10 loans is with the special servicer and is
discussed above in the Credit Considerations section.  Two of the
top 10 loans ($135.4 million, 13.0%) appear on the master
servicer's watchlist.  S&P's adjusted DSC and LTV for the top 10
loans are 2.35x and 70.2%, respectively.  If S&P includes the
specially serviced asset in its calculation, its adjusted DSC for
the top 10 loans is 2.28x.  S&P's adjusted DSC includes a positive
cash flow adjustment for one of the top 10 loans in the pool, the
Hines-Sumitomo Life Office Portfolio (Hines-Sumitomo) loan, due to
stabilization based on market occupancy.

The second-largest loan in the pool and the largest loan on the
master servicer's watchlist is the Hines-Sumitomo loan, which has
a trust balance of $104.6 million (10.0%) and a whole-loan balance
of $316.4 million.  The $316.4 million whole-loan balance consists
of a $264.6 million senior component that is split into two pari-
passu notes, one of which is included in the subject trust
($104.6 million 10.0%).  There is also a $51.8 million subordinate
note, which is held outside of the trust.  This loan appears on
the master servicer's watchlist due to low occupancy.  The whole
loan is secured by three office buildings totaling 1.2 million sq.
ft. in Manhattan and Washington, D.C.  S&P based its analysis of
the loan on the borrower's operating statements for year-end 2009,
the borrower's rent rolls as of Dec. 31, 2009, as well as the
borrower's 2010 budgets.  While one of the office buildings
reported 100% occupancy as of year-end 2009, the remaining two
office properties reported year-end 2009 occupancies of 75.4% and
30.3%, respectively.  The one building's occupancy dropped to
75.4% due to the bankruptcy filing of the Dreier LLP law firm
tenant (35.2% of NRA) on Dec. 19, 2008.  The tenant formally
rejected its lease and vacated the property in February 2009.  The
building with 30.3% occupancy had been undergoing a renovation and
expansion that was completed June 1, 2009.  The combined reported
occupancy for the portfolio as of Dec. 31, 2009, was 76.9%, down
from 98.0% at issuance.  In arriving at S&P's net cash flow for
the portfolio, S&P considered each property's submarket rental
rate and occupancy using market data from Torto Wheaton Research
and CoStar Realty Information Inc.

The Dunwoody Place Apartments loan is the seventh-largest loan in
the pool and the second-largest loan on the master servicer's
watchlist.  The loan has a trust balance of $30.8 million (3.0%)
and is secured by a 396-unit multifamily complex built in 1999 in
Atlanta, Ga.  The asset appears on the watchlist due to low DSC.
The servicer-reported DSC was 1.07x as of Dec. 31, 2009, down from
1.26x as of Dec. 31, 2008.  Per the servicer, the decline in DSC
is due to a decrease in effective gross income caused by increased
concessions and increased operating expenses.  According to the
borrower, in January 2009 occupancy had declined to 89%; however
occupancy had increased to 98.2% by December 2009 based on
servicer-reported numbers.

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

      Ratings Lowered And Removed From Creditwatch Negative

             Banc of America Commercial Mortgage Inc.
    Commercial mortgage pass-through certificates series 2004-1

                 Rating
                 ------
     Class     To      From           Credit enhancement (%)
     -----     --      ----           ----------------------
     J         BB      BB+/Watch Neg                    4.32
     K         B+      BB/Watch Neg                     3.68
     L         CCC     B+/Watch Neg                     2.89
     M         CCC-    B-/Watch Neg                     2.09
     N         CCC-    CCC+/Watch Neg                   1.77
     O         CCC-    CCC/Watch Neg                    1.46

      Ratings Affirmed And Removed From Creditwatch Negative

             Banc of America Commercial Mortgage Inc.
   Commercial mortgage pass-through certificates series 2004-1

                 Rating
                 ------
     Class     To      From           Credit enhancement (%)
     -----     --      ----           ----------------------
     D         A+      A+/Watch Neg                   11.00
     E         A       A/Watch Neg                     9.73
     F         BBB+    BBB+/Watch Neg                  7.98
     G         BBB     BBB/Watch Neg                   6.86
     H         BBB-    BBB-/Watch Neg                  4.95

                         Ratings Affirmed

             Banc of America Commercial Mortgage Inc.
    Commercial mortgage pass-through certificates series 2004-1

           Class     Rating      Credit enhancement (%)
           -----     ------      ----------------------
           A-2       AAA                          18.15
           A-3       AAA                          18.15
           A-4       AAA                          18.15
           A-1A      AAA                          18.15
           B         AA+                          15.13
           C         AA                           13.86
           XC        AAA                            N/A
           XP        AAA                            N/A

                      N/A - Not applicable.


BEAR STEARNS: S&P Junks 5 Classes of Commercial Securities
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on seven
classes of commercial mortgage-backed securities (CMBS) from Bear
Stearns Commercial Mortgage Securities Trust 2004-TOP16 and
removed them from CreditWatch with negative implications.  In
addition, S&P affirmed its ratings on 11 classes from the same
transaction and removed four of them from CreditWatch with
negative implications.

S&P said," The rating actions follow our analysis of the
transaction using our U.S. conduit and fusion CMBS criteria.  The
downgrades of the subordinate classes also reflect credit support
erosion that we anticipate will occur upon the eventual resolution
of the two specially serviced loans.  Our analysis included a
review of the credit characteristics of all of the loans in the
pool.  Using servicer-provided financial information, we
calculated an adjusted debt service coverage (DSC) of 1.90x and a
loan-to-value (LTV) ratio of 74.1%.  We further stressed the
loans' cash flows under our 'AAA' scenario to yield a weighted
average DSC of 1.33x and an LTV ratio of 96.8%.  The implied
defaults and loss severity under the 'AAA' scenario were 38.3% and
21.0%, respectively."

"The DSC and LTV calculations we noted above exclude 12 defeased
loans ($109.8 million, 11.4%) and two ($23.0 million, 2.4%)
specially serviced loans.  We separately estimated losses for the
two specially serviced loans and included them in our '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. We affirmed our ratings on the class X-1
and X-2 interest-only (IO) certificates based on our current
criteria," said S&P.

Credit Consideration

S&P said," As of the May 2010 remittance report, two loans
($23.0 million, 2.4%) in the pool were with the special servicer,
C-III Asset Management LLC. One of the loans is 90-plus days
delinquent ($9.1 million, 1.0%), and the other is 60 days
delinquent ($13.8 million, 1.4%)."

"The Marlin Cove Shopping Center loan ($13.8 million, 1.4%) is the
largest loan with the special servicer and is secured by a 73,547-
sq.-ft. retail center built in 1972 in Foster City, Calif.  The
loan was transferred to the special servicer on Dec. 10, 2009, for
payment default.  The reported DSC was 1.24x for year-end 2008,
and the special servicer has reported occupancy at 72%.  We expect
a significant loss upon the eventual resolution of this asset.

"The Phoenix West Plaza loan ($9.1 million; 1.0%) is the second-
largest loan with the special servicer. The loan is secured by a
160,757-sq.-ft. retail center built in 1987 in Phoenix.  The
property's anchor, Food City, rejected its lease in bankruptcy and
subsequently vacated the center in September 2009, which left the
property 53% occupied.  The resulting DSC is 0.66x.  A forbearance
proposal has been rejected by the special servicer.  We expect a
moderate loss upon the eventual resolution of this asset," said
S&P.

Transaction Summary

S&P said, "As of the May 2010 remittance report, the collateral
pool balance was $962.4 million, which is 83.3% of the balance at
issuance.  The pool includes 111 loans, down from 123 at issuance.
As of the May 2010 remittance report, the master servicer, Wells
Fargo Bank N.A., provided financial information for 100% of the
pool; 73.4% of the servicer-provided information was full-year
2009 or interim-2009 data.  We calculated a weighted average DSC
of 1.94x for the nondefeased loans in the pool based on the
reported figures.  Our adjusted DSC and LTV were 1.90x and 74.1%,
respectively, which excludes 12 defeased loans ($109.8 million,
11.4%) and two ($23.0 million, 2.4%) specially serviced loans.

"We estimated losses separately for the two specially serviced
loans.  Twenty-six loans ($209.3 million, 21.8%) are on the master
servicer's watchlist.  Twelve loans ($41.4 million, 4.3%) have a
reported DSC below 1.10x, and eight of these loans ($27.2 million,
2.8%) have a reported DSC of less than 1.0x.  The transaction has
experienced one principal loss to date totaling $3,021,723.

Summary of Top 10 Loans

S&P said, "The top 10 exposures have an aggregate outstanding
trust balance of $406.3 million (42.2%).  Using servicer-reported
numbers, we calculated a weighted average DSC of 1.98x for the top
10 loans.  As of the May 2010 remittance report, one of the top 10
loans was on the master servicer's watchlist, which we discuss
below, and none of the top 10 loans are with the special servicer.
Our adjusted DSC and LTV for the top 10 loans are 1.89x and 76.9%,
respectively.

"The Congress Center Office Development loan ($90.5 million, 9.4%)
is the largest loan in the pool and appears on the master
servicer's watchlist.  The loan is secured by a 16-story, 524,730-
sq.-ft. office building in Chicago.  The loan is on the watchlist
due to a decrease in DSC following a drop in occupancy to 79% from
100% at issuance. The reported year-end 2009 DSC was 1.31x.  The
borrower is currently discussing a lease for approximately 28,000
sq. ft. with a potential tenant.  If the lease is signed,
occupancy would rise to 85%.

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

Ratings Lowered and Removed From Creditwatch Negative

Bear Stearns Commercial Mortgage Securities Trust 2004-TOP16
Commercial mortgage pass-through certificates

            Rating
Class     To      From            Credit enhancement (%)
H         BB      BBB-/Watch Neg                    2.39
J         B+      BB+/Watch Neg                     2.09
K         CCC+    BB/Watch Neg                      1.64
L         CCC     BB-/Watch Neg                     1.04
M         CCC-    B+/Watch Neg                      0.89
N         CCC-    B/Watch Neg                       0.74
O         CCC-    B-/Watch Neg                      0.44

Ratings Affirmed and Removed From Creditwatch Negative

Bear Stearns Commercial Mortgage Securities Trust 2004-TOP16
Commercial mortgage pass-through certificates
            Rating
Class     To      From            Credit enhancement (%)
D         A       A/Watch Neg                       7.34
E         A-      A-/Watch Neg                      5.69
F         BBB+    BBB+/Watch Neg                    4.64
G         BBB     BBB/Watch Neg                     3.44

Rating Affirmed

Bear Stearns Commercial Mortgage Securities Trust 2004-TOP16
Commercial mortgage pass-through certificates

Class     Rating      Credit enhancement (%)
A-4       AAA                          12.15
A-5       AAA                          12.15
A-6       AAA                          12.15
B         AA+                          10.05
C         AA-                           8.69
X-1       AAA                            N/A
X-2       AAA                            N/A

N/A-Not applicable.


BEXAR COUNTY: Moody's Affirms Ratings on Series 2001C at 'Ba2'
--------------------------------------------------------------
Moody's Investors Service has affirmed the Bexar County (Texas)
Housing Finance Corporation Multifamily Revenue Refunding Bonds
(Doral Club and Sutton House Apartments Project), Series 2001A at
Baa2 and Subordinate Series 2001C at Ba2.

The Series 2001A Bonds will continue to maintain MBIA bond
insurance.

The rating affirmations are reflective of debt service coverage
levels that are consistent with Moody's benchmarking standards.
The outlook remains negative.

Doral Club, which is a 297 unit multi-family property, was built
in 1985 and is composed of 11, three story buildings located in
the northwest section of San Antonio.

Sutton House Apartments, which was also built in 1985, is a 265
unit multi-family garden style complex comprised of 18 three story
buildings located in the north central section of San Antonio.

Legal Security:

The Bonds are secured by revenues of the project as well as by
funds and investments pledged to the trustee as security for the
bonds.

Strengths:

  -- Revenues continue to generate enough funds for all expenses
     and debt service payments.

  -- The properties are located near major employment centers.

Challenges:

  -- A substantial number of multi-family units are currently in
     the pipeline within the northwest and north central San
     Antonio submarket which will likely reduce occupancies at
     existing properties.

Recent Developments:

Interim financial statements indicate coverage declined slightly
in 2009 with senior debt coverage of 1.41x and subordinate
coverage projected at 1.23x.

                What could change the rating -- UP

Increases in occupancy and debt service coverage.

               What could change the rating -- DOWN

A decline in occupancy and/or a decrease in debt service coverage.

                              Outlook

The outlook remains negative.

The last rating action with respect to the Bonds was on
October 16, 2009, when the ratings were affirmed at Baa2 (2001A)
and Ba2 (2001C) respectively.


BEXAR COUNTY: Moody's Downgrades Rating on Revenue Bonds to 'Ba3'
-----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings on Bexar
County Housing Finance Corporation Multifamily Housing Revenue
Bonds (American Opportunity for Housing - Colinas LLC Project) to
Ba3 from Ba1 for the Senior Series 2001A ($25,875,000 outstanding)
and to B2 from B1 for the Subordinate Series 2001C ($3,530,000
outstanding).  The downgrade is reflective of the deteriorating
debt service coverage and weighted average occupancy that has
stabilized below 90%.  The debt service reserve funds for both
series are invested in an MBIA, Inc (Ba3, Negative) Guaranteed
Investment Contract and the non-performance of the GIC provider is
a risk to bondholders in transactions where bond payments rely
wholly or partly on a GIC.  The outlook is negative due to the
significant increase in capital improvements and rental
concessions needed to attract residents as well as the number of
down units that have yet to be rehabilitated.

The bonds are secured by the revenues from three cross
collateralized properties, Las Colinas Apartments, Huebner Oaks
Apartments and Perrin Crest Apartments, as well as by funds and
investments pledged to the trustee under the indenture as security
for the bonds.  Huebner Oaks is a 344-unit garden style apartment
complex built in 1984, composed of 23 two-story buildings and is
located approximately 12 miles north west of the San Antonio
central business district.  Las Colinas is a 232-unit garden style
apartment complex built in 1978, composed of 30 two-story
buildings and is located approximately 20 miles north west of the
San Antonio central business district.  Perrin Crest is a 200-unit
garden style apartment complex built in 1985, composed of 13 two-
story buildings and is located approximately 12 miles north east
of the San Antonio central business district.  The three
properties are owned by American Opportunity for Housing, a non-
profit organization that maintains a Community Housing Development
Organization status in the state of Texas.  Management of the
properties is overseen by The Lynd Company which manages over
6,000 units in the state of Texas alone.

                       Recent Developments

Debt service coverage ratios derived from 2009 audited financial
statements have deteriorated to 1.16x from 1.30x (2008) for 2001A
and to 0.99x from 1.11x (2008) for 2001C.  From 2008 to 2009,
capital improvements grew 44% to around $485,000 and rental
concessions increased 28% to around $360,000.  Weighted average
monthly occupancy was 89.59% in 2009 which is comparable to the
90.6% in 2008.  All of the properties now offer wi-fi and one of
the properties, Perrin Crest, has partnered with a local charity
to offer summer programming for children that includes tutoring,
free lunches and field trips.  Capital improvements at Huebner
Oaks included the replacement of rock walls as well as the
addition of a business center and the conversion of the club room
into a kids club.

The Lynd company does not plan on increasing rates in 2010 but has
recently incorporated cable service into the rent.  Rent at the
properties is reviewed on a weekly basis where market conditions
are thoroughly evaluated and ranges between 10-20% below the
average market rent for San Antonio, TX.

CB Richard Ellis forecasts rent growth of 2.6% in 2010 and 4.2% in
2011 for the Huebner Oaks' and Las Colinas' submarket.  Occupancy
in the submarket is forecasted to improve from 93.9% in 2010 to
94.7% in 2011.  Perrin Crest's submarket is forecasted to
underperform with -1.1% rent growth in 2010 but improve by 1.6% in
2011.  Occupancy in that submarket is forecast to improve from
92.8% in 2010 to 94.1% in 2011.

Legal Security: The bonds are limited obligations payable solely
from the revenues, receipts and security pledged in the Trust
Indenture.

Interest Rate Derivatives: None

                         Credit Strengths

* Excess cash in the surplus fund of $855,382 as of 5/21/2010.

                        Credit Challenges

* High concentration of renters at Las Colinas from the student
  population of the University Texas at San Antonio and a high
  concentration of contract employees from USAA World Headquarters
  who live at Huebner Oaks could negatively impact occupancy if
  university attendance declines or large layoffs occur.

* Raising operating expenses from maintenance and repair costs for
  the upkeep of these older properties could negatively impact
  debt service coverage levels if turnover levels increase.

                             Outlook

The outlook for the bonds is negative based on deteriorating
financial performance and the need for large capital improvement
projects as well as rental concessions to maintain occupancy.
There is also concern that monies may need to be drawn from the
Surplus fund to cover debt service in the near future.

                What could change the rating -- UP

Stable weighted average occupancy.

Improved debt service coverage.

Fully funded debt service funds.

               What could change the rating -- DOWN

Declines in debt service coverage levels.

Weakened occupancy or concessions having a negative impact on
rental income.

Tapping of the Debt Service Reserve Funds.

The last rating action with respect to the Bexar County Housing
Finance Corporation Multifamily Housing Revenue Bonds (American
Opportunity for Housing - Colinas LLC Project) Series 2001A and
Series 2001C was on April 23, 2009, when a municipal finance scale
rating of Ba1 for the Senior 2001A Series and a B1 for the
Subordinate Series 2001C Series was assigned with a stable
outlook.  Those ratings were subsequently recalibrated to Ba1 and
B1 on May 7, 2010, when a global scale rating was assigned.


BRASCAN STRUCTURED: S&P Downgrades Ratings on Five Classes
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on five
classes from Brascan Structured Notes 2005-2 Ltd. and removed them
from CreditWatch negative.

The downgrades reflect S&P's analysis of the transaction,
including the effect of the deteriorating economic conditions and
current credit characteristics of the collateral assets.  S&P's
analysis also considered its estimated asset-specific recovery
rates for two underlying loan assets ($25.0 million, 8.7%)
reported as defaulted in the April 2010 trustee report, the
transaction's liability structure, and the application of S&P's
updated U.S. commercial real estate collateralized debt obligation
criteria.

According to the April 30, 2010, trustee report, the transaction's
current asset pool included these:

* Seventeen subordinate interest loans ($270.8 million, 94.7%);
  and

* Three commercial mortgage-backed securities tranches
  ($15.2 million, 5.3%).

Standard & Poor's reviewed and updated credit estimates for all of
the nondefaulted loan assets.  S&P based the analyses on S&P's
adjusted net cash flows, which S&P derived from the most recent
financial data provided by the collateral manager, Brascan Real
Estate Financial Partners LLC, and the trustee, Bank of America
Merrill Lynch, as well as market and valuation data from third-
party providers.

According to the trustee report, the transaction includes two
defaulted loan assets ($25.0 million, 8.7%).  Standard & Poor's
estimated that there would be no recovery upon the ultimate
resolution of the defaulted loan assets, based on the information
from the collateral manager, special servicer, and third-party
data providers.  The defaulted loan assets are:

* The Stuyvesant Town/Peter Cooper Village subordinated loan
  ($20.0 million, 7.0%); and

* The Stuyvesant Town/Peter Cooper Village subordinated loan
  ($5.0 million, 1.8%).

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

               Brascan Structured Notes 2005-2 Ltd.
                 Collateralized debt obligations

                            Rating
                            ------
          Class     To                   From
          -----     --                   ----
          A         BBB+                 AAA/Watch Neg
          B         BBB+                 AA/Watch Neg
          C         BB+                  A/Watch Neg
          D         BB                   BBB/Watch Neg
          E         B+                   BBB-/Watch Neg



C-BASS MORTGAGE: Fitch Downgrades Ratings on Nine 2006-SC1 Certs.
-----------------------------------------------------------------
Fitch Ratings has downgraded nine classes within $101 million C-
Bass Mortgage Loan Asset-Backed Certificates, Series 2006-SC1 in
the course of its ongoing surveillance reviews.

Fitch has downgraded, assigned Loss Severity ratings and Recovery
Ratings and Outlooks:

  -- Class A (12498SAA0) to 'AA/LS3' from 'AAA'; Outlook Negative;

  -- Class M-1 (12498SAB8)to 'BBB/LS5' from 'AA'; Outlook
     Negative;

  -- Class M-2 (12498SAC6) to 'BB/LS5' from 'AA-'; Outlook
     Negative;

  -- Class M-3 (12498SAD4) to 'B/LS5' from 'A'; Outlook Negative;

  -- Class M-4 (12498SAE2) to 'B/LS5' from 'A'; Outlook Negative;

  -- Class M-5 (12498SAF9) to 'CCC/RR5' from 'A-';

  -- Class B-1 (12498SAG7) to 'CC/RR5' from 'BBB';

  -- Class B-2 (12498SAH5) to 'CC/RR5' from 'BBB-';

  -- Class B-3 (12498SAJ1) to 'C/RR6' from 'BBB-'.

The mortgage pool consists of adjustable-rate mortgage loans
secured by senior liens on commercial, multifamily, and mixed-use
properties and unimproved land with an aggregate outstanding
principal balance of $ $104.6 million as of the May 25, 2010
distribution.  The average current loan size is approximately
$420,000.

Over the past 12 month serious delinquencies have remained
elevated but have declined slightly from 16% of the pool in June
2009 to 13% of the pool in May 2010.  However, over this time
period losses have increased from 1.5% to 4.3% of the original
outstanding balance.

The rating actions reflect Fitch's expected collateral loss on the
mortgage pool and cash flow analysis of each bond.  The updated
expected collateral loss for this transaction is 22% of the
remaining pool balance.  In addition to the updated loss
assumption this rating review also incorporated recently revised
interest rate stress criteria which generally resulted in a more
conservative valuation of the future excess spread available for
credit support.

The small balance commercial loans in these transactions generally
were underwritten in a manner similar to Alt-A and Prime mortgage
originations for comparable property types and to borrowers with
similar credit profiles.  Additionally, the performance of these
transactions to date has been in line with Prime average default
experience.  When determining the collateral pool's projected
base-case loss, Fitch used a combination of Alt-A and Prime
vintage averages to arrive at the frequency of foreclosure (FOF),
or projected default rates, for both current and delinquent loans.
Prime vintage averages were used to derive the FOF for all loans
that had an original FICO greater than 720 at origination (42% of
the pool).  Alt-A vintage averages were used for the remaining
loans in the pool (58%).  For this review the average combined
base-case FOF was 33.87%.

Fitch used the recent loss severity experience on liquidated loans
within this transaction to determine the severity assumption for
this review.  The average base-case severity used for this
analysis was 65%.

After determining each pool's projected base-case and stressed
scenario loss assumptions, Fitch projects cash flows to determine
the amount of collateral loss which would cause each bond to
default, also referred to as the bond's break-loss.  Fitch's
expected loss and cash flow assumptions are described in the
report 'U.S. RMBS Surveillance Criteria' April 28, 2010.

When performing cash flow analysis, Fitch projects losses and
creates cash-flow assumptions for each individual mortgage pool in
a transaction.  It is important to note that Fitch uses the bond's
break-loss as determined through the cash flow analysis - not its
current credit enhancement percentage - when assessing a bond's
credit support.  In cases where bonds in the structure pay on a
pro-rata basis, a bond's break-loss may be materially lower than
its current credit enhancement due to the projected loss of credit
support from future principal distribution to support classes.

Recovery Ratings were assigned to the classes that are expected to
incur impairment.  The Recovery Rating scale is based upon the
expected relative recovery characteristics of an obligation.  For
structured finance, Recovery Ratings are designed to estimate
recoveries on a forward-looking basis while taking into account
the time value of money.  The methodology used to assign Recovery
Ratings is described in Fitch's Dec. 16, 2009 report, 'U.S. RMBS
Criteria for Recovery Ratings'.


CALCULUS SCRE: Credit Quality Cues Moody's to Downgrade 8 Notes
---------------------------------------------------------------
Moody's Investors Service downgraded eight classes of Notes issued
by Calculus SCRE Trust 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 (WARF) and a
decrease in the weighted average recovery rate (WARR) 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 (CRE CDO)
transactions.

Calculus SCRE Trust is a synthetic CRE CDO transaction backed by a
portfolio of credit default swaps referencing $751.7 million par
amount of commercial mortgage backed securities (CMBS) debt (74.5%
of the pool balance), CRE CDO collateral (20.5% of the pool) and
subprime bonds (5.0%).  All of the reference obligations were
securitized in 2003 (1.3%), 2004 (16.0%), 2005 (47.3%) and 2006
(35.4%).  Currently the aggregate issued Note balance of the
transaction decreased to $91.2 million from $128.4 million at last
review.

Moody's has identified these parameters as key indicators of the
expected loss within CRE CDO transactions: WARF, weighted average
life (WAL), weighted average recovery rate (WARR), and Moody's
asset correlation (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.
We 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 3,695, compared to 2,234 at last
review.  The distribution of current ratings and credit estimates
is as follows: Aaa-Aa3 (5.3% compared to 7.5% at last review), A1-
A3 (9.3% compared to 26.3% at last review), Baa1-Baa3 (17.3%
compared to 36.3% at last review), Ba1-Ba3 (16.9% compared to
17.5% at last review), B1-B3 (14.6% compared to 2.5% at last
review), and Caa1-C (36.6% compared to 3.8% 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 5.6 years compared to 6.6 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 12.4% compared to a mean of 18.4% 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 16.1% compared to 15.2% 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.  S&P is 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:

-- Series 2006-2, Downgraded to C; previously on February 26,
    2010, B3 Placed Under Review for Possible Downgrade

-- Series 2006-3, Downgraded to C; previously on February 26,
    2010, Caa1 Placed Under Review for Possible Downgrade

-- Series 2006-4, Downgraded to C; previously on February 26,
    2010, Caa1 Placed Under Review for Possible Downgrade

-- Series 2006-5, Downgraded to C; previously on February 26,
    2010, Caa2 Placed Under Review for Possible Downgrade

-- Series 2006-6, Downgraded to C; previously on February 26,
    2010, Caa2 Placed Under Review for Possible Downgrade

-- Series 2006-7, Downgraded to C; previously on February 26,
    2010, Caa2 Placed Under Review for Possible Downgrade

-- Series 2006-10, Downgraded to C; previously on February 26,
    2010, Caa3 Placed Under Review for Possible Downgrade

-- Series 2006-11, Downgraded to C; previously on February 26,
    2010, Caa1 Placed Under Review for Possible Downgrade

-- Credit Default Swap 1, Downgraded to C; previously on
    February 26, 2010, Ba3 Placed Under Review for Possible
    Downgrade

-- Credit Default Swap 2, 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 information and a periodic basis through a
full review.  Moody's prior review is summarized in a press
release dated March 9, 2009.


CAPFA CAPITAL: Moody's Cuts Rating on $137 Mil. Bonds to 'B1'
-------------------------------------------------------------
Moody's Investors Service has downgraded the rating assigned to
approximately $137 million of outstanding CAPFA Capital Corp.
2000F's Student Housing Revenue Bonds (Pegasus Landing & Pegasus
Pointe at University of Central Florida), Senior Series 2000F-1 to
B1 from Baa3.  The B1-rated senior bonds are insured by National
Public Finance Guarantee Corporation and also rated Baa1 based on
the bond insurance policy.  The underlying rating is placed on
watchlist for further possible downgrade.  The downgrade is driven
by recent events related to mold contamination at the properties
and the expectation of a sharp decline in project revenue as a
result of (i) the disclosure that the Pegasus Landing complex has
undergone structural deterioration that resulted in water
intrusion and the presence of mold in several of the buildings and
(ii) change in the project's affiliation with the University of
Central Florida after the University suspended its Referral Letter
Agreement for the project.

Legal Security: The bonds are limited obligations of Capital
Projects Finance Authority, secured solely by rental revenue from
two privatized student housing projects - Pegasus Landing and
Pegasus Pointe and various funds pledged under the indenture.  The
Subordinate Series 2000G were not rated or insured.

Recent Developments:

In February 2010, the University of Central Florida became aware
of changed conditions at Pegasus Landing.  These conditions
included certain mold and water damage issues and were discovered
by the project owner after Moody's affirmed the Baa3 underlying
rating in February.  On May 6, 2010, the University of Central
Florida gave notice to the owner of Pegasus Landing, a privatized
student housing project, that the Referral Letter Agreement was
suspended for failure to maintain the property at adequate levels
and failure to provide a comprehensive plan acceptable to the
University or University of Central Florida Foundation, Inc. for
remediation of concerns identified at the project.

This suspension means that the University, has stopped referring
students to live at Pegasus Landing and has re-located the
residential life staff from Pegasus Landing.  The University sent
a letter to all students and posted on its website information on
the suspension of the referral agreement, the mold situation, and
resources available to students.  In addition, Knight's Krossing
Student Housing, LLC, which provided a ground lease to the student
housing project and whose sole member is the University of Central
Florida Foundation, Inc., has given a Notice of Default to the
project for breach of its obligations to maintain the property as
required of a Class A property.  The Foundation and the Pegasus
Landing are discussing remediation efforts and are in the process
of negotiating a course of action to cure the event of default
under the ground lease.

Moody's expects that as a result of these developments the project
will experience a material decline in occupancy which will reduce
revenue available to pay the bonds.  A debt service reserve fund,
which is currently funded at maximum annual debt service, is
expected to be available to pay debt service on the bonds for at
least one year if project revenues are insufficient.

                              Outlook

The rating is on Watchlist for possible downgrade because of the
likelihood of stressed occupancy rates due to the project's
weakened market position and uncertainty about the costs and
schedule around the remediation of the property.

                  What Could Change The Rating Up

  -- An inflow of cash from an outside party to fund the cost of
     remediation and supplement rental revenue

  -- A resumption of project rentals and revenues sufficient to
     cover debt service

                 What Could Change The Rating Down

  -- Depletion of the debt service reserve fund and insufficient
     revenues to pay debt service payments

  -- Delays or an inability to remediate the conditions of the
     property.

The last rating action was on February 22, 2010, when the Baa3
rating on the Series 2000F-1 bonds was affirmed and the outlook
revised to stable from positive.  That rating was subsequently
recalibrated to Baa3 on the global scale on May 7, 2010.


CAPTEC FRANCHISE: Fitch Takes Various Ratings Actions on Notes
--------------------------------------------------------------
Fitch Ratings has taken the following rating actions on the
outstanding Captec Franchise Receivables Trust as detailed below:

Series 1996-A:

-- Class A revised to 'CC/RR2' from 'CC/RR1';
-- Class B revised to 'C/RR5' from 'C/RR4'.

Series 1998-1:

-- Class A-3 affirmed at 'BB'; and assigned a Stable Outlook;
-- Class B revised to 'CCC/RR3' from 'CCC/RR2';
-- Class C revised to 'D/RR5' from 'C/RR6';
-- Class A-IO affirmed at 'BBB'.

Series 2000-1:

-- Class A-2 affirmed at 'BBB'; and assigned a Negative Outlook;
-- Class B affirmed at 'B'; and assigned a Negative Outlook;
-- Class C downgraded to 'D/RR4' from 'C/RR2';
-- Class D affirmed at 'D/RR6';
-- Class E affirmed at 'D/RR6';
-- Class F affirmed at 'D/RR6';
-- Class A-IO affirmed at 'BBB'.

The affirmations reflect each class of notes' ability to pass
stress case scenarios consistent with the current rating levels.
Additionally, recovery prospects for the distressed notes have
changed, leading to a revision of the Recovery Ratings (RRs).  For
additional detail, please refer to Fitch's 'Criteria for
Structured Finance Recovery Ratings', dated Aug. 17, 2009.

The Stable Rating outlook designation on class A-3 in series 1998-
1 reflects Fitch's view that the current rating is not expected to
change within the next twelve months, based on current
performance.

The 'D' assignment on class C in series 1998-1 is a reflection of
the principal writedowns incurred on the note.

The Negative Outlook designation on classes A-2 and B in series
2000-1 reflects Fitch's concern regarding low fixed charge
coverage ratios for certain large obligors within the transaction.
Additionally, the class B note is currently experiencing an
interest shortfall.  While it is currently expected to be repaid,
there is potential for the shortfall to increase if additional
obligors default.

The 'D' assignment on class C in series 2000-1 is a reflection of
the principal writedowns incurred on the note.

In reviewing the transaction, Fitch took into account analytical
considerations outlined in Fitch's Sept. 30, 2009 'Global
Structured Finance Rating Criteria' report, including asset
quality, credit enhancement, financial structure, legal structure,
and originator and servicer quality.

Fitch's analysis first incorporated anticipated losses on
currently defaulted collateral given Fitch's recovery
expectations.  Fitch's recovery expectations are based on
historical collateral-specific recoveries experienced in the
franchise loan ABS sector since 1994.  The resulting anticipated
collateral losses were then applied to the transaction structure,
enabling Fitch to asses the impact of the expected losses on the
securities and available credit enhancement.

Next, to assess the structure's ability to withstand additional
loan defaults, Fitch assumed additional borrowers would default
based on their current fixed charged coverage ratios (FCCRs).
Under specific scenarios for each rating category, borrowers with
an FCCR below a defined level were assumed to default and realize
a loss in the near future.  If a class was able to withstand the
assumed defaults without incurring a loss, it was considered to
have passed that particular scenario.  These FCCR 'hurdles' for
the respective scenarios ranged from 1.0 times (x) for the 'B'
case to 2.0x for the 'AAA' case.  FCCR default levels were based
on an analysis of historical franchise loan obligor FCCR data from
2005-2009 and particularly focused on the level of borrower
deterioration that occurred in the most recent economic downturn.

Additionally, to review possible concentration risks within the
pool, Fitch evaluated the impact of the default of the largest
performing obligors.  Similar to the analysis detailed above,
Fitch applied loss and recovery expectations to the performing
obligors based on collateral type and historical recovery
performance.  The expected loss assumption was then compared to
the credit support available to the outstanding notes given
Fitch's expected losses on the currently defaulted loans.
Consistent with the obligor approach detailed in Fitch's June 16,
2008, 'Rating US Equipment Lease and Loan Securitizations' report,
Fitch applied losses from the largest performing obligors
commensurate with the individual rating category.  The number of
obligors ranges from 1.5 at 'BB' up to 5-to-6 at 'AAA'.

Fitch will continue to closely monitor this transaction and may
take additional rating action in the event of changes in
performance and credit enhancement measures.


CBA COMMERCIAL: S&P Downgrades Rating on Class M-5 Certs. to 'D'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
M-5 commercial mortgage pass-through certificate from CBA
Commercial Assets' series 2006-2 to 'D' from 'CCC-'.

The downgrade of the class M-5 certificate reflects an $881,651
principal loss to the outstanding principal balance of the
security due to the liquidation of three assets.  The remaining
principal balance of the M-5 certificate was $260,349 as of the
May 25, 2010, remittance report.

As of the May 2010 remittance report, the collateral pool
consisted of 204 loans and eight real estate owned assets with an
aggregate trust balance of $96.4 million, down from 294 loans
totaling $130.5 million at issuance.  There are currently 57 loans
totaling $31.1 million (32.3%) with the special servicer.  Eight
of the assets in the pool are REO (5.8%), 31 are in foreclosure
(16.1%), four are in bankruptcy (3.8%), five are 90-plus-days
delinquent (2.5%), one is 60-plus-days delinquent (0.2%), and five
are 30-plus-days delinquent (2.3%).  To date, the trust has
experienced losses on 26 loans.  The total losses to the trust are
$6.2 million.

                           Rating Lowered

                       CBA Commercial Assets

    Commercial mortgage pass-through certificates series 2006-2

                  Rating
                  ------
    Class       To          From             Credit enhancement
    -----       --          ----             ------------------
    M-5         D           CCC-                            N/A

                       N/A - Not applicable.


CBA COMMERCIAL: S&P Downgrades Rating on Class M-6 Certs. to 'D'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
M-6 commercial mortgage pass-through certificate from CBA
Commercial Assets' series 2007-1 to 'D' from 'CCC-'.

The downgrade of the class M-6 certificate reflects a $507,779
principal loss to the outstanding principal balance of the
security due to the liquidation of one asset.  The remaining
principal balance of the M-6 certificate was $768,221 as of the
May 25, 2010, remittance report.

As of the May 2010 remittance report, the collateral pool
consisted of 184 loans and 10 real estate owned assets with an
aggregate trust balance of $104.8 million, down from 237 loans
totaling $127.6 million at issuance.  There are currently 51 loans
totaling $29.6 million (32.9%) with the special servicer.  Ten of
the assets in the pool are REO (5.1%), 32 are in foreclosure
(18.3%), four are 90-plus-days delinquent (2.3%), one is 60-plus-
days delinquent (0.1%), and seven are 30-plus-days delinquent
(7.9%).  To date, the trust has experienced losses on 13 loans.
The total losses to the trust are $6.0 million.

                          Rating Lowered

                       CBA Commercial Assets
    Commercial mortgage pass-through certificates series 2007-1

                  Rating
                  ------
    Class       To          From             Credit enhancement
    -----       --          ----             ------------------
    M-6         D           CCC-                            N/A

                      N/A - Not applicable.


CENTERLINE 2007: Moody's Downgrades 14 Classes of Notes
-------------------------------------------------------
Moody's Investors Service downgraded fourteen classes of Notes
issued by Centerline 2007-SRR5, 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 (WARF) and a decrease in the weighted average
recovery rate (WARR) since last review.  The rating action, which
concludes our current review, is the result of Moody's on-going
surveillance of commercial real estate collateralized debt
obligation (CRE CDO) transactions.

Centerline 2007-SRR5, Ltd., is a synthetic CRE CDO transaction
backed by a portfolio of credit default swaps referencing
commercial mortgage backed securities (CMBS) debt (100% of the
pool balance).  All of the CMBS reference obligations were
securitized between 2005 and 2007.  As of the April 22, 2010,
Trustee report, the aggregate par amount of reference obligations
is $800 million, the same as that at securitization; the aggregate
issued Note balance of the transaction, including Preferred
Shares, is $600 million, the same as that at securitization.

The rating actions are:

-- Class A-1, Downgraded to Ca; previously on February 26, 2010,
    Baa3 Placed Under Review for Possible Downgrade

-- Class A-2, Downgraded to C; previously on February 26, 2010,
    Ba3 Placed Under Review for Possible Downgrade

-- Class B, Downgraded to C; previously on February 26, 2010, B1
    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

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

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

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


CHRYSLER FINANCIAL: Fitch Affirms 'BB' Rating on Class C Notes
--------------------------------------------------------------
Fitch Ratings has affirmed all outstanding classes of the Chrysler
Financial Auto Securitization Trust (CFAST) 2007-A, 2008-A and
2008-B transactions, as part of its ongoing surveillance process,
and revised the Rating Outlooks to Stable from Negative for
certain classes of notes, as listed below.

The rating actions reflect the recent stabilization of cumulative
net loss (CNL) performance, and the building credit enhancement
(CE) in all transactions.  The revision of certain of the Outlooks
to Stable from Negative, reflects improving loss coverage levels,
higher recovery rates and seasonal declines in delinquencies and
losses exhibited by the trusts.

Despite higher than expected CNL and delinquencies, the cash flows
available to service the outstanding debt in the transactions
currently continue to allow CE to build on a nominal basis.  Fitch
analyzed the transactions incorporating stresses of the revised
base case CNL assumptions, the timing of the remaining losses, and
various prepayment assumptions.  Based on the analysis, Fitch
concluded that CE is currently adequate to support the existing
ratings under Fitch's revised assumptions, and therefore affirms
all classes of outstanding notes for the transactions.

The securities are backed pools of new and used automobile and
light-duty truck installment loans originated by Chrysler
Financial.

The rating actions are as follows:

Chrysler Financial Auto Securitization Trust 2007-A:

-- Class A-3a notes affirmed at 'AAA'; Outlook Stable;

-- Class A-3b notes affirmed at 'AAA'; Outlook Stable;

-- Class A-4 notes affirmed at 'AAA'; Outlook revised to Stable
    from Negative;

-- Class B notes affirmed at 'A-'; Outlook revised to Stable from
    Negative;

-- Class C notes affirmed at 'BBB-'; Outlook revised to Stable
    from Negative.

Chrysler Financial Auto Securitization Trust 2008-A:

-- Class A-3a notes affirmed at 'AAA'; Outlook Stable;

-- Class A-3b notes affirmed at 'AAA'; Outlook Stable;

-- Class A-4 notes affirmed at 'AAA'; Outlook revised to Stable
    from Negative;

-- Class B notes affirmed at 'A'; Outlook revised to Stable from
    Negative;

-- Class C notes affirmed at 'BBB'; Outlook revised to Stable
    from Negative.

Chrysler Financial Auto Securitization Trust 2008-B:

-- Class A-2a notes affirmed at 'AAA'; Outlook Stable;

-- Class A-2b notes affirmed at 'AAA'; Outlook Stable;

-- Class A-3a notes affirmed at 'AAA'; Outlook Stable;

-- Class A-3b notes affirmed at 'AAA'; Outlook Stable;

-- Class A-4a notes affirmed at 'AA'; Outlook revised to Stable
    from Negative;

-- Class A-4b notes affirmed at 'AA'; Outlook revised to Stable
    from Negative;

-- Class B notes affirmed at 'BBB'; Outlook revised to Stable
    from Negative;

-- Class C notes affirmed at 'BB'; Outlook revised to Stable from
    Negative.


CHRYSLER FINANCIAL: Moody's Reviews Auto Loan Securitizations
-------------------------------------------------------------
Moody's Investors Service placed on review for possible upgrade
ten tranches from five auto loan securitizations sponsored by
Chrysler Financial Services Americas LLC from 2006 to 2008.  The
actions are a result of updated lower lifetime cumulative net loss
(CNL) expectations and build up in credit enhancement relative to
remaining losses.  As performance stabilized over the past 12
months, the range of expected lifetime CNL was lowered in this
review for the 2007 and 2008 Chrysler Financial transactions
compared to our previously published range from July 9, 2009,.
However, the performance of 2007 and 2008 Chrysler Financial
transactions has remained much weaker than Moody's original loss
expectations.

Moody's current lifetime CNL projections for the affected
transactions range between 2.50% and 7.50% of the original pool
balance. Specifically, for the 2006-B and 2006-C transactions, the
current loss projection (as a percentage of the original pool
balance) ranges from 2.25% to 2.75%.  For the 2007-A, 2008-A, and
2008-B transactions, the current loss projection ranges from 6.50%
to 7.50%. These are up from the original ranges (at the time of
closing) of 2.00% to 2.25% for the 2006 transactions, and 2.50% to
3.50% for the 2007 and 2008 transactions.  During its review
period, Moody's will continue to refine its assessment of the pool
performance relative to the available credit enhancement levels.

Total hard credit enhancement (excluding available excess spread
and yield supplement overcollateralization-YSOC) for Class B
tranches ranges from approximately 13% to 34% of the outstanding
collateral pool balances adjusted for YSOC. Hard credit
enhancements for Class C tranches from 2007 and 2008 transactions
range approximately from 10% to 11%. The YSOC compensates for the
lower APR on the subvened loans, and declines each month based on
a fixed schedule.  Currently, YSOC for these transactions ranges
between approximately 2% to 4%.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term.  From time to time, Moody's may, if warranted, change
these expectations.  Performance that falls outside the given
range may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated when the related
securities ratings were issued.  Even so, a deviation from the
expected range will not necessarily result in a rating action nor
does performance within expectations preclude such actions.  The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.  Primary sources of assumption
uncertainty are the current macroeconomic environment and weakness
in the used vehicle market.  Moody's currently views the used
vehicle market as stronger now than it was a year ago, when the
uncertainty relating to the economy as well as the future of the
U.S auto manufacturers was significantly greater.  Overall,
Moody's central global scenario remains "Hook-shaped" for 2010,
and 2011; we expect overall a sluggish recovery in most of the
world largest economies, returning to trend growth rate with
elevated fiscal deficits and persistent unemployment levels.

Complete rating actions are:

Issuer: DaimlerChrysler Auto Trust 2006-B

-- Cl. B, A2 Placed Under Review for Possible Upgrade; previously
    on May 25, 2006, Assigned A2

Issuer: DaimlerChrysler Auto Trust 2006-C

-- Cl. B, A1 Placed Under Review for Possible Upgrade; previously
    on Oct 12, 2006, Assigned A1

Issuer: Chrysler Financial Auto Securitization Trust 2007-A

-- Cl. A-4, Aa3 Placed Under Review for Possible Upgrade;
    previously on Feb 18, 2009, Downgraded to Aa3 from Aaa

-- Cl. B, Baa3 Placed Under Review for Possible Upgrade;
    previously on July 9, 2009, Confirmed at Baa3

-- Cl. C, Ba2 Placed Under Review for Possible Upgrade;
    previously on July 9, 2009, Confirmed at Ba2

Issuer: Chrysler Financial Auto Securitization Trust 2008-A

-- Cl. A-4, A3 Placed Under Review for Possible Upgrade;
    previously on Feb 18, 2009, Downgraded to A3 from Aaa

-- Cl. B, Baa3 Placed Under Review for Possible Upgrade;
    previously on July 9, 2009, Confirmed at Baa3

-- Cl. C, Ba3 Placed Under Review for Possible Upgrade;
    previously on July 9, 2009, Confirmed at Ba3

Issuer: Chrysler Financial Auto Securitization Trust 2008-B

-- Cl. A-4, Baa1 Placed Under Review for Possible Upgrade;
    previously on Feb 18, 2009, Downgraded to Baa1 from Aaa

-- Cl. B, Ba1 Placed Under Review for Possible Upgrade;
    previously on July 9, 2009, Confirmed at Ba1


CITICORP RESIDENTIAL: Moody's Downgrades Ratings on 66 Tranches
---------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 66
tranches from five RMBS transactions issued by Citicorp
Residential Mortgage Trust.  The collateral backing these deals
primarily consists of first-lien, fixed-rate subprime residential
mortgages.

The actions are a result of the continued performance
deterioration in Subprime pools in conjunction with home price and
unemployment conditions that remain under duress.  The actions
reflect Moody's updated loss expectations on subprime pools issued
from 2005 to 2007.

Although these Citicorp Residential Mortgage Trust deals are
strong relative to typical subprime deals, they have deteriorated
markedly over the past year.  Cumulative losses as percentage of
original balance on the Citicorp shelf more than doubled to around
2%, and the dollar amount of loans over 60 days delinquent in the
pools more than doubled, currently representing about 23% of the
outstanding pool balances as of March 25 remit data.  Over the
same time period, Moody's loss expectations for these pools have
doubled, to an average loss expectation of 18% of original pool
balance, although these losses are still far below the average
subprime losses of 38% and 48% for 2006 and 2007 vintage deals,
respectively.

To assess the rating implications of the updated loss levels on
subprime 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.

Complete rating actions are:

Issuer: Citicorp Residential Mortgage Trust Series 2006-1

  -- Cl. A-3, Downgraded to A2; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to B1; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-5, Downgraded to Caa1; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-6, Downgraded to B2; previously on Jan 13, 2010 Aa1
     Placed Under Review for Possible Downgrade

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

  -- Cl. M-2, Downgraded to C; previously on Jan 13, 2010 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to C; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-4, Downgraded to C; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-5, Downgraded to C; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-6, Downgraded to C; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-7, Downgraded to C; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. M-8, Downgraded to C; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. M-9, Downgraded to C; previously on Jan 13, 2010 B1
     Placed Under Review for Possible Downgrade

Issuer: Citicorp Residential Mortgage Trust Series 2006-2

  -- Cl. A-3, Downgraded to A2; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to B2; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-5, Downgraded to Caa2; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-6, Downgraded to B3; previously on Jan 13, 2010 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C; previously on Jan 13, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to C; previously on Jan 13, 2010 A3
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to C; previously on Jan 13, 2010 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-4, Downgraded to C; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-5, Downgraded to C; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-6, Downgraded to C; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-7, Downgraded to C; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-8, Downgraded to C; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. M-9, Downgraded to C; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

Issuer: Citicorp Residential Mortgage Trust Series 2006-3

  -- Cl. A-3, Downgraded to Aa2; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to Ba3; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-5, Downgraded to Caa1; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-6, Downgraded to B1; previously on Jan 13, 2010 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C; previously on Jan 13, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to C; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to C; previously on Jan 13, 2010 A3
     Placed Under Review for Possible Downgrade

  -- Cl. M-4, Downgraded to C; previously on Jan 13, 2010 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-5, Downgraded to C; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-6, Downgraded to C; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-7, Downgraded to C; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-8, Downgraded to C; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-9, Downgraded to C; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

Issuer: Citicorp Residential Mortgage Trust Series 2007-1

  -- Cl. A-3, Downgraded to Baa1; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to B2; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-5, Downgraded to Caa1; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-6, Downgraded to B2; previously on Jan 13, 2010 Aa1
     Placed Under Review for Possible Downgrade

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

  -- Cl. M-2, Downgraded to C; previously on Jan 13, 2010 A3
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to C; previously on Jan 13, 2010 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-4, Downgraded to C; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-5, Downgraded to C; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-6, Downgraded to C; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-7, Downgraded to C; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-8, Downgraded to C; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-9, Downgraded to C; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

Issuer: Citicorp Residential Mortgage Trust Series 2007-2

  -- Cl. A-2, Downgraded to A3; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to Ba3; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to Caa2; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-5, Downgraded to Ca; previously on Jan 13, 2010 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-6, Downgraded to Caa2; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

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

  -- Cl. M-2, Downgraded to C; previously on Jan 13, 2010 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to C; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-4, Downgraded to C; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-5, Downgraded to C; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-6, Downgraded to C; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-7, Downgraded to C; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. M-8, Downgraded to C; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. M-9, Downgraded to C; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade


CITIGROUP COMMERCIAL: Fitch Downgrades Ratings on 2007-FL3 Certs.
-----------------------------------------------------------------
Fitch Ratings has downgraded 10 classes from the pooled portion of
Citigroup Commercial Mortgage Trust, series 2007-FL3, reflecting
Fitch's base case loss expectation of 7.9%.  Six of the non-pooled
junior component certificates were also downgraded to reflect
Fitch's loss expectations on these assets.  Fitch's performance
expectation incorporates prospective views regarding commercial
real estate market value and cash flow declines.  The Negative
Ratings Outlooks reflect additional sensitivity analysis related
to further negative credit migration of the underlying collateral.

Under Fitch's updated analysis, approximately 76.8% of the pooled
loans, and 80.2% of the non-pooled components, are modeled to
default in the base case stress scenario, defined as the 'B'
stress.  In this scenario, the modeled average cash flow decline
is 12.3% from generally third- and fourth-quarter 2009 servicer-
reported financial data.  In its review, Fitch analyzed servicer
reported operating statements and Smith Travel Research reports,
updated property valuations, and recent sales comparisons.  Fitch
estimates that average recoveries will be relatively stable, with
an approximate base case recovery of 89.7%.

Given that the loan positions within the pooled portion of the
commercial mortgage backed securities are the lower leveraged A-
notes (average base case loan-to-value of 82.8%), Fitch estimates
that average recoveries on the pooled loans will be approximately
89.7% in the base case, whereas the more highly leveraged non-
pooled component notes (average base case LTV of 110.1%) have a
lower modeled recovery of 28.4%.

The transaction is collateralized by 13 loans, all of which are
secured by hotels.  All of the final extension options on the
loans are within the next three years and are: 72.2% in 2011 and
27.8% in 2012.

Fitch identified eight Loans of Concern (53.6%) within the pool,
five of which are specially serviced, The Hudson Hotel (14%), The
Mondrian Los Angeles (5.2%), Westmont Hotel Portfolio (3.1%),
Avalon Hotel (1.5%) and Maison 140 (0.7%).  Fitch's analysis
resulted in loss expectations for three A-notes in the 'B' stress
scenario.  The largest contributors to losses (by unpaid principal
balance) in the 'B' stress scenario are: Hudson Hotel (14%), The
Mondrian Los Angeles (5.2%) and the Viceroy Santa Monica (4.5%).

The Hudson Hotel is secured by the fee and leasehold interest in
an 805-room full-service hotel located in midtown Manhattan, NY,
on the south side of West 58th Street between Eighth and Ninth
Avenues.  The loan transferred to the special servicer in May 2010
due to imminent maturity default.  The property was originally
constructed in 1928 and underwent a three-year, $125 million
($155,279 per key) renovation following the purchase in 1997 by
Morgan Hotels.  The renovation was Ian Schrager's first New York
City hotel in over ten years.

At issuance, the loan was underwritten with the expectation that
continued strength in the New York City market would continue to
drive average daily rate and higher cash flows.  The property
failed to achieve the projected increases, due in large part to
the difficulty the economy has experienced.  The trailing 12
months ended Sept. 30, 2009, servicer reported NOI was
approximately 56.5% lower than YE 2008.  For the TTM ending
December 2009, the occupancy, ADR and RevPAR were 83.9%, $199.36
and $167.18, respectively, compared to 87.1%, $262.37 and $228.45,
respectively, at issuance.  As the loan is in special servicing
due to imminent default, a term default was modeled in Fitch's
base case.

The Mondrian Los Angeles is collateralized by a 237-room boutique
full-service hotel located in West Hollywood, CA along the Sunset
Strip.  The loan transferred to special servicing in May 2010 due
to imminent maturity default.  The property was originally
constructed in 1959 as an apartment building and converted to an
all suites hotel in 1984.  Morgans Hotel Group purchased the
property in 1995 and completed a $15 million ($63,000 per key)
renovation headed by Ian Schrager.  The hotel opened in December
1996.  At issuance, the borrower had planned a $9.4 million
($40,000 per key) renovation and replacement of existing bathroom
fixtures, guest room soft goods and technology upgrades.  The
renovations were completed in late 2007.

At issuance, the loan was underwritten to a stabilized cash flow
which anticipated higher revenues as a result of the upgrades.  As
of December 2009, the TTM occupancy, ADR and RevPAR were 63.5%,
$263.64 and $167.51, respectively, compared to 80.3%, $309.36 and
$248.39 at issuance.  Property performance has slightly improved
over the past year, with reported NOI as of the TTM ended
Sept. 30, 2009, increasing 16.9% from YE 2008.  Property
performance has declined since YE 2007, with reported NOI
declining 46.1% from YE 2007.  As the loan is in special servicing
due to imminent default, a term default was modeled in Fitch's
base case.

The Viceroy Santa Monica loan is collateralized by a full-service
162-room boutique hotel located in Santa Monica, CA.  The property
was originally constructed in 1969 and was completely renovated
and repositioned at a cost of $18.3 million ($113,000 per key) in
2002.  At issuance the loan was underwritten to a stabilized cash
flow which anticipated continued increases in ADR in the Santa
Monica market.  2007 performance was in-line with underwritten
assumptions; however the property has experienced significant
declines due to the economic downturn.  As of YE 2009, the
servicer-reported NOI DSCR was 1.22 times (based on the capped
LIBOR), compared with 3.01x (on a NCF basis) underwritten at
issuance.  As of YE 2009 occupancy, ADR and RevPAR were 76.9%,
$257.60 and $198.21 respectively.  This represents a RevPAR
decline of 25% from YE 2008.  Underwritten occupancy, ADR and
RevPAR were 83%, $331.96 and $275.51 respectively.  As the loan
does not pass Fitch's refinance test, a maturity default was
modeled in Fitch's base case.

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

  -- $164,608,000 class A-2 to 'A/LS-2 ' from 'AAA'; Outlook
     Negative;

  -- $24,903,000 class B to 'BBB/LS-3' from 'AA-'; Outlook
     Negative;

  -- $19,923,000 class C to 'BBB/LS-5' from 'A+'; Outlook
     Negative;

  -- $12,949,000 class D to 'BB/LS-5' from 'A'; Outlook Negative;

  -- $11,954,000 class E to 'BBB/LS-5' from 'BBB+'; Outlook
     Negative;

  -- $12,950,000 class F to 'BB/LS-5' from 'BBB'; to Outlook
     Negative;

  -- $11,953,000 class G to 'B-/LS-5' from 'BBB-'; Outlook
     Negative;

  -- $11,954,000 class H to 'CCC/RR5' from 'BB+';

  -- $11,953,000 class J to 'CCC/RR6' from 'BB';

  -- $19,923,000 class K to 'CC/RR6' from 'B'.

Fitch has removed these non-pooled classes from Rating Watch
Negative, downgraded the ratings and assigned Outlooks, Loss
Severity Ratings, and Recovery Ratings, as indicated:

  -- $3,800,000 class THH-1 to 'CC/RR6' from 'BBB-';

  -- $3,600,000 class MLA-1 to ' CC/RR6' from 'B-';

  -- $3,200,000 class MLA-2 to ' CC/RR6' from 'B-';

  -- $1.9 million class HTT-1 to 'BB/LS-5' from BBB-; Outlook
     Negative;

  -- $3,000,000 class VSM-1 to ' CCC/RR6' from 'BB-';

  -- $1,000,000 class VSM-2 to ' CCC/RR6' from 'BB-'.

In addition, Fitch has removed these classes from Rating Watch
Negative and affirmed the ratings and assigned Outlooks, and Loss
Severity Ratings as indicated:

  -- $368.9 million class A-1 at 'AAA/LS1'; Outlook Stable;
  -- Interest only class X-2 at 'AAA'; Outlook Stable;
  -- $2.9 million class INM at 'B-/LS-5'; Outlook Negative;
  -- $1.5 million class WES at 'B/LS-5'; Outlook Negative;
  -- $1.2 million class RSI-1 at 'B-/LS-5'; Outlook Negative;
  -- $1.6 million class RSI-2 at 'B-/LS-5'; Outlook Negative;
  -- $1.9 million class AVA at 'B-/LS-5'; Outlook Negative;
  -- $0.8 million class MOF at 'BB-/LS-5'; Outlook Negative.

Classes X-1, HOA-1, HOA-2, HFS-1, HFS-2, and HFS-3 have all paid
in full.  Fitch does not rate classes THH-2 and HTT-2.

This transaction was analyzed according to the 'Surveillance
Criteria for U.S. Commercial Real Estate Loan CDOs'.  It applies
stresses to property cash flows and uses debt service coverage
ratio tests to project future default levels for the underlying
portfolio.  Recoveries are based on stressed cash flows and
Fitch's long-term capitalization rates.  This methodology was used
to review this transaction as floating-rate CMBS loan pools are
concentrated and similar in composition to CREL CDO pools.  In
many cases, the CMBS notes are senior portions of notes held in
CDO transactions.  The assets are generally transitional in
nature, frequently underwritten with pro forma income assumptions
that have not materialized as expected.  Overrides to this
methodology were applied on a loan-by-loan basis if the property
specific performance warranted an alternative analysis.

For bonds rated 'B-' or better, the current credit enhancement
levels were compared to the expected losses generated in each
rating category divided by the total deal size.  These classes
were assigned Loss Severity ratings, which indicate each tranche's
potential loss severity given default, as evidenced by the ratio
of tranche size to the expected losses for the collateral in the
'B' stress.  LS ratings should always be considered in conjunction
with probability of default indicated by a class' long-term credit
rating.  Fitch does not assign Outlooks or LS ratings to classes
rated 'CCC' and lower.

Outlooks were determined by further stressing the cash flows and
fully recognizing all maturity defaults in all ratings stresses.
The credit enhancements were then compared to the expected losses
generated in each rating category to determine potential credit
migration over the next two years.  If the Outlook scenario would
imply a lower rating, then the class was assigned a Negative
Outlook.

Bonds rated 'CCC' and below were assigned Recovery Ratings in
order to provide a forward-looking estimate of recoveries on
currently distressed or defaulted structured finance securities.
Recovery Ratings are calculated by subtracting the base case
expected losses in reverse sequential order from the pooled and
non-pooled rake certificates.  Any principal recoveries first pay
interest shortfalls on the bonds and then sequentially through the
classes.  The remaining bond principal amount is divided by the
current outstanding bond balance.  The resulting percentage is
used to assign the Recovery Ratings on the bonds.

The assignment of 'RR5' to class H reflects modeled recoveries of
19% of its outstanding balance.  The expected recovery proceeds
are broken down:

  -- Present value of expected principal recoveries
     ($2.2 million);

  -- Present value of expected interest payments ($15,370);

  -- Total present value of recoveries ($2.3 million);

  -- Sum of undiscounted recoveries ($2.5 million).

Classes are assigned a Recovery Rating of 'RR6' when the present
value of the recoveries in each case is less than 10% of each
class' principal balance.


CITICORP MORTGAGE: Moody's Downgrades Ratings of 228 Tranches
-------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 228
tranches, confirmed the ratings of 15 tranches, and upgraded the
ratings of six tranches from 20 RMBS transactions, backed by prime
jumbo loans, issued by Citicorp Mortgage Trust.

The collateral backing these transactions consists primarily of
first-lien, fixed and adjustable, prime jumbo residential mortgage
loans. The actions are a result of the rapidly deteriorating
performance of jumbo pools in conjunction with macroeconomic
conditions that remain under duress.  The actions reflect Moody's
updated loss expectations on prime jumbo pools issued from 2005 to
2008.

Tranche IA-3 issued by Citicorp Mortgage Securities 2005-2 is
wrapped by Ambac Assurance Corporation and tranche 1A1 issued by
Citicorp Mortgage Securities, Inc. 2005-5 is wrapped by Assured
Guaranty. 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.

Complete rating actions are:

Issuer: Citicorp Mortgage Securities Trust 2006-4

-- Cl. IA-1, Downgraded to B1; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. IA-2, Downgraded to Caa1; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-3, Downgraded to B3; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-4, Downgraded to Caa1; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. IA-5, Downgraded to B1; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. IA-6, Downgraded to B2; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. IA-7, Downgraded to B1; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. IA-8, Downgraded to B3; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-9, Downgraded to Caa1; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. IA-10, Downgraded to Caa1; previously on Dec 17, 2009,
    Baa1 Placed Under Review for Possible Downgrade

-- Cl. IA-11, Downgraded to Caa1; previously on Dec 17, 2009,
    Baa1 Placed Under Review for Possible Downgrade

-- Cl. IA-12, Downgraded to C; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-IO, Downgraded to B1; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. IIA-IO, Downgraded to B3; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. IIA-1, Downgraded to B3; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. IIIA-1, Downgraded to Baa3; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. IIIA-IO, Downgraded to Baa3; previously on Dec 17, 2009,
    A3 Placed Under Review for Possible Downgrade

-- Cl. A-PO, Downgraded to B3; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

Issuer: Citicorp Mortgage Securities Trust, Series 2006-7

-- Cl. IA-1, Downgraded to B2; previously on Dec 17, 2009, Ba3
    Placed Under Review for Possible Downgrade

-- Cl. IA-IO, Downgraded to B2; previously on Dec 17, 2009, Ba3
    Placed Under Review for Possible Downgrade

-- Cl. IIA-1, Downgraded to B2; previously on Dec 17, 2009, Ba3
    Placed Under Review for Possible Downgrade

-- Cl. IIA-IO, Downgraded to B2; previously on Dec 17, 2009, Ba3
    Placed Under Review for Possible Downgrade

-- Cl. IIIA-1, Downgraded to Caa1; previously on Dec 17, 2009,
    Ba3 Placed Under Review for Possible Downgrade

-- Cl. IIIA-IO, Downgraded to Caa1; previously on Dec 17, 2009,
    Ba3 Placed Under Review for Possible Downgrade

-- Cl. A-PO, Downgraded to B2; previously on Dec 17, 2009, Ba3
    Placed Under Review for Possible Downgrade

Issuer: Citicorp Mortgage Securities Trust, Series 2007-6

-- Cl. IA-1, Downgraded to B1; previously on Dec 17, 2009, Baa2
    Placed Under Review for Possible Downgrade

-- Cl. IA-2, Downgraded to B2; previously on Dec 17, 2009, Baa2
    Placed Under Review for Possible Downgrade

-- Cl. IA-3, Downgraded to B2; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-4, Downgraded to B2; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. IA-5, Downgraded to B1; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IA-6, Downgraded to B2; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-7, Downgraded to B2; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-8, Downgraded to B2; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-9, Downgraded to B3; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-10, Downgraded to B3; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-11, Downgraded to Caa3; previously on Dec 17, 2009, Ba1
    Placed Under Review for Possible Downgrade

-- Cl. IA-12, Downgraded to C; previously on Dec 17, 2009, Ba1
    Placed Under Review for Possible Downgrade

-- Cl. IA-13, Downgraded to Ba3; previously on Dec 17, 2009, A2
    Placed Under Review for Possible Downgrade

-- Cl. IA-14, Downgraded to Caa2; previously on Dec 17, 2009, Ba1
    Placed Under Review for Possible Downgrade

-- Cl. IA-IO, Downgraded to Ba3; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IIA-1, Downgraded to B2; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IIA-IO, Downgraded to B2; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IIIA-1, Downgraded to Caa1; previously on Dec 17, 2009,
    Baa3 Placed Under Review for Possible Downgrade

-- Cl. IIIA-IO, Downgraded to Caa1; previously on Dec 17, 2009,
    Baa3 Placed Under Review for Possible Downgrade

-- Cl. A-PO, Downgraded to B2; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

Issuer: Citicorp Mortgage Securities Trust, Series 2007-9

-- Cl. IA-1, Downgraded to Caa2; previously on Dec 17, 2009, B3
    Placed Under Review for Possible Downgrade

-- Cl. IA-2, Downgraded to C; previously on Apr 21, 2009,
    Downgraded to Ca

-- Cl. IA-IO, Downgraded to Caa2; previously on Dec 17, 2009, B3
    Placed Under Review for Possible Downgrade

-- Cl. IIA-1, Confirmed at B3; previously on Dec 17, 2009, B3
    Placed Under Review for Possible Downgrade

-- Cl. IIA-IO, Confirmed at B3; previously on Dec 17, 2009, B3
    Placed Under Review for Possible Downgrade

-- Cl. A-PO, Downgraded to Caa2; previously on Dec 17, 2009, Caa1
    Placed Under Review for Possible Downgrade

Issuer: Citicorp Mortgage Securities Trust, Series 2008-2

-- Cl. IA-1, Downgraded to Caa2; previously on Dec 17, 2009, B3
    Placed Under Review for Possible Downgrade

-- Cl. IA-2, Downgraded to C; previously on Jun 5, 2009,
    Downgraded to Ca

-- Cl. IA-IO, Downgraded to Caa2; previously on Dec 17, 2009, B3
    Placed Under Review for Possible Downgrade

-- Cl. IA-PO, Downgraded to Caa2; previously on Dec 17, 2009,
    Caa1 Placed Under Review for Possible Downgrade

-- Cl. IIA-1, Confirmed at Ba3; previously on Dec 17, 2009, Ba3
    Placed Under Review for Possible Downgrade

-- Cl. IIA-2, Upgraded to B3; previously on Jun 5, 2009,
    Downgraded to Ca

-- Cl. IIA-IO, Confirmed at Ba3; previously on Dec 17, 2009, Ba3
    Placed Under Review for Possible Downgrade

-- Cl. IIA-PO, Downgraded to Caa1; previously on Dec 17, 2009, B3
    Placed Under Review for Possible Downgrade

Issuer: Citicorp Mortgage Securities, Inc. 2005-1

-- Cl. IA-1, Downgraded to Baa3; previously on Dec 17, 2009, Aa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-2, Downgraded to Ba3; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IA-3, Downgraded to B1; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IA-4, Downgraded to Ba3; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IA-5, Downgraded to Ba3; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IA-6, Downgraded to Ba3; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IA-7, Downgraded to Ba3; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IA-8, Downgraded to Ba3; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IA-9, Downgraded to Baa3; previously on Dec 17, 2009, Aa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-10, Downgraded to Baa3; previously on Dec 17, 2009, Aa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-11, Downgraded to B1; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IA-12, Downgraded to B1; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IA-13, Downgraded to Ba3; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IIA-1, Downgraded to Baa1; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IIIA-1, Downgraded to Ba2; previously on Dec 17, 2009, Aa3
    Placed Under Review for Possible Downgrade

-- Cl. IIIA-2, Downgraded to B1; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IIIA-3, Downgraded to Ba3; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

- Cl. A-PO, Downgraded to Ba3; previously on Dec 17, 2009, A1
   Placed Under Review for Possible Downgrade

Issuer: Citicorp Mortgage Securities, Inc. 2005-2

-- Cl. IA-1, Downgraded to A2; previously on Dec 17, 2009, Aa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-2, Downgraded to A3; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IA-3, Downgraded to A3; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

Underlying Rating: Downgraded to A3; previously on Jun 5, 2009,
Downgraded to A1

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

-- Cl. IA-4, Downgraded to A3; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IA-5, Downgraded to A3; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IA-PO, Downgraded to A3; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IIA-1, Downgraded to A1; previously on Dec 17, 2009, Aaa
    Placed Under Review for Possible Downgrade

-- Cl. IIA-2, Downgraded to Baa2; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IIA-PO, Downgraded to A3; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

Issuer: Citicorp Mortgage Securities, Inc. 2005-3

-- Cl. IA-1, Downgraded to Aa3; previously on Dec 17, 2009, Aa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-2, Downgraded to Ba2; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IA-3, Downgraded to Ba2; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IA-4, Downgraded to Ba3; previously on Dec 17, 2009, A2
    Placed Under Review for Possible Downgrade

-- Cl. IA-5, Downgraded to A1; previously on Dec 17, 2009, Aaa
    Placed Under Review for Possible Downgrade

-- Cl. IA-6, Downgraded to Baa3; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IA-7, Downgraded to Ba2; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IA-8, Downgraded to Baa3; previously on Dec 17, 2009, Aa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-15, Downgraded to Ba2; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IA-PO, Downgraded to Ba2; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IIA-1, Downgraded to Aa3; previously on Dec 17, 2009, Aaa
    Placed Under Review for Possible Downgrade

-- Cl. IIA-2, Confirmed at A2; previously on Dec 17, 2009, A2
    Placed Under Review for Possible Downgrade

-- Cl. IIA-PO, Downgraded to Ba1; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

Issuer: Citicorp Mortgage Securities, Inc. 2005-4

-- Cl. IA-1, Downgraded to Ba3; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. IA-2, Downgraded to Ba3; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. IA-3, Downgraded to B1; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. IA-4, Downgraded to B1; previously on Dec 17, 2009, A2
    Placed Under Review for Possible Downgrade

-- Cl. IA-5, Downgraded to C; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-6, Downgraded to Ba3; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IA-7, Downgraded to Caa3; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-8, Downgraded to B2; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IIA-1, Upgraded to A2; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IIIA-3, Downgraded to A1; previously on Dec 17, 2009, Aa1
    Placed Under Review for Possible Downgrade

-- Cl. IIIA-1, Confirmed at A3; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. IIIA-2, Confirmed at Baa1; previously on Dec 17, 2009,
    Baa1 Placed Under Review for Possible Downgrade

-- Cl. IIIA-4, Confirmed at Baa3; previously on Dec 17, 2009,
    Baa3 Placed Under Review for Possible Downgrade

-- Cl. A-PO, Downgraded to Baa3; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

Issuer: Citicorp Mortgage Securities, Inc. 2005-5

-- Cl. IIA-1, Downgraded to Baa2; previously on Dec 17, 2009, Aa1
    Placed Under Review for Possible Downgrade

-- Cl. IIIA-1, Downgraded to Ba2; previously on Dec 17, 2009,
    Baa1 Placed Under Review for Possible Downgrade

-- Cl. IA-2, Downgraded to B2; previously on Jul 16, 2009,
    Downgraded to Aa2 and Remained On Review for Possible
    Downgrade

-- Cl. IA-3, Downgraded to B1; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-4, Downgraded to B2; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-5, Downgraded to B1; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. IA-6, Downgraded to B2; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-7, Downgraded to Caa2; previously on Dec 17, 2009, Baa2
    Placed Under Review for Possible Downgrade

-- Cl. IA-8, Downgraded to Baa2; previously on Dec 17, 2009, Aaa
    Placed Under Review for Possible Downgrade

-- Cl. IA-9, Downgraded to Baa2; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. IA-10, Downgraded to B2; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-11, Downgraded to B2; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-12, Downgraded to B2; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-13, Downgraded to B2; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. A-PO, Downgraded to Ba3; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IIA-2, Downgraded to Ba2; previously on Dec 17, 2009, Baa2
    Placed Under Review for Possible Downgrade

-- Cl. IIA-3, Downgraded to Baa2; previously on Dec 17, 2009,
    Baa1 Placed Under Review for Possible Downgrade

-- Cl. IIA-PO, Downgraded to B1; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

Issuer: Citicorp Mortgage Securities, Inc. 2005-6

-- Cl. IA-1, Downgraded to Ba3; previously on Dec 17, 2009, Aaa
    Placed Under Review for Possible Downgrade

-- Cl. IA-2, Downgraded to Ca; previously on Dec 17, 2009, Baa2
    Placed Under Review for Possible Downgrade

-- Cl. IA-3, Downgraded to B2; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. IA-4, Downgraded to Caa1; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-5, Downgraded to Caa1; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-6, Downgraded to Ba3; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IA-7, Downgraded to B2; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. IA-8, Downgraded to B2; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. IA-9, Downgraded to B2; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. IA-10, Downgraded to Caa1; previously on Dec 17, 2009,
    Baa1 Placed Under Review for Possible Downgrade

-- Cl. IIA-1, Downgraded to Ba2; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. A-PO, Downgraded to B1; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

Issuer: Citicorp Mortgage Securities, Inc. 2005-8

-- Cl. IA-1, Downgraded to B2; previously on Dec 17, 2009, Ba1
    Placed Under Review for Possible Downgrade

-- Cl. IA-2, Downgraded to B2; previously on Dec 17, 2009, Ba1
    Placed Under Review for Possible Downgrade

-- Cl. IA-3, Downgraded to B2; previously on Dec 17, 2009, Ba1
    Placed Under Review for Possible Downgrade

-- Cl. IA-4, Downgraded to Ba3; previously on Dec 17, 2009, Aa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-5, Downgraded to Ca; previously on Dec 17, 2009, Ba3
    Placed Under Review for Possible Downgrade

-- Cl. IA-6, Downgraded to B3; previously on Dec 17, 2009, Ba2
    Placed Under Review for Possible Downgrade

-- Cl. IA-7, Downgraded to Caa1; previously on Dec 17, 2009, Ba2
    Placed Under Review for Possible Downgrade

-- Cl. IA-8, Downgraded to B2; previously on Dec 17, 2009, Ba1
    Placed Under Review for Possible Downgrade

-- Cl. IIA-1, Upgraded to A3; previously on Dec 17, 2009, Ba1
    Placed Under Review for Possible Downgrade

-- Cl. IIA-2, Upgraded to A3; previously on Dec 17, 2009, Ba1
    Placed Under Review for Possible Downgrade

-- Cl. IIA-3, Upgraded to A3; previously on Dec 17, 2009, Ba1
    Placed Under Review for Possible Downgrade

-- Cl. A-PO, Downgraded to B2; previously on Dec 17, 2009, Ba2
    Placed Under Review for Possible Downgrade

Issuer: Citicorp Mortgage Securities, Inc. 2006-1

-- Cl. IA-1, Downgraded to Caa1; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-2, Downgraded to Caa1; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-3, Downgraded to Caa1; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-4, Downgraded to Caa1; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-5, Downgraded to Caa1; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-6, Downgraded to B2; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IA-7, Downgraded to B2; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-8, Downgraded to B3; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-9, Downgraded to B3; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. IA-10, Downgraded to C; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-11, Downgraded to C; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-12, Downgraded to B3; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-13, Downgraded to B2; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IIA-1, Upgraded to A3; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IIIA-1, Downgraded to B1; previously on Dec 17, 2009, A2
    Placed Under Review for Possible Downgrade

-- Cl. IIIA-2, Downgraded to Ca; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IVA-1, Confirmed at A3; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. VA-1, Downgraded to Caa1; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. A-PO1, Downgraded to B2; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. A-PO2, Downgraded to B1; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

Issuer: Citicorp Mortgage Securities, Inc. 2006-2

-- Cl. IA-1, Downgraded to B3; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-2, Downgraded to Caa2; previously on Dec 17, 2009, Baa2
    Placed Under Review for Possible Downgrade

-- Cl. IA-3, Downgraded to B2; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-4, Downgraded to B2; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-5, Downgraded to B2; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-6, Downgraded to Caa2; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-7, Downgraded to B3; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-8, Downgraded to Caa2; previously on Dec 17, 2009, Baa2
    Placed Under Review for Possible Downgrade

-- Cl. IA-9, Downgraded to C; previously on Dec 17, 2009, Ba2
    Placed Under Review for Possible Downgrade

-- Cl. IA-10, Downgraded to Caa2; previously on Dec 17, 2009,
    Baa1 Placed Under Review for Possible Downgrade

-- Cl. IA-11, Downgraded to Caa2; previously on Dec 17, 2009,
    Baa3 Placed Under Review for Possible Downgrade

-- Cl. IA-12, Downgraded to Caa2; previously on Dec 17, 2009,
    Baa3 Placed Under Review for Possible Downgrade

-- Cl. IA-13, Downgraded to Caa2; previously on Dec 17, 2009,
    Baa3 Placed Under Review for Possible Downgrade

-- Cl. IA-14, Downgraded to Caa2; previously on Dec 17, 2009,
    Baa3 Placed Under Review for Possible Downgrade

-- Cl. IA-15, Downgraded to Caa2; previously on Dec 17, 2009,
    Baa3 Placed Under Review for Possible Downgrade

-- Cl. IA-16, Downgraded to Caa2; previously on Dec 17, 2009,
    Baa3 Placed Under Review for Possible Downgrade

-- Cl. IA-17, Downgraded to Caa2; previously on Dec 17, 2009,
    Baa2 Placed Under Review for Possible Downgrade

-- Cl. IA-PO, Downgraded to B3; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IIA-1, Downgraded to Ba1; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IIA-PO, Downgraded to B2; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IIIA-1, Downgraded to B1; previously on Dec 17, 2009, Baa2
    Placed Under Review for Possible Downgrade

-- Cl. IIIA-PO, Downgraded to B2; previously on Dec 17, 2009,
    Baa2 Placed Under Review for Possible Downgrade

Issuer: Citicorp Mortgage Securities, Inc. 2006-3

-- Cl. IA-1, Downgraded to B2; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-2, Downgraded to B3; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-3, Downgraded to Caa1; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-4, Downgraded to Caa1; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-5, Downgraded to Ba2; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-6, Downgraded to Caa2; previously on Dec 17, 2009, Ba1
    Placed Under Review for Possible Downgrade

-- Cl. IA-7, Confirmed at Baa1; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-8, Confirmed at Baa1; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. IA-9, Downgraded to Caa1; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-10, Downgraded to Caa1; previously on Dec 17, 2009,
    Baa3 Placed Under Review for Possible Downgrade

-- Cl. IA-11, Downgraded to B2; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-12, Downgraded to B3; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-13, Downgraded to Caa1; previously on Dec 17, 2009,
    Baa3 Placed Under Review for Possible Downgrade

-- Cl. IA-14, Downgraded to Caa1; previously on Dec 17, 2009,
    Baa3 Placed Under Review for Possible Downgrade

-- Cl. IA-15, Downgraded to B2; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-16, Downgraded to B2; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-17, Downgraded to B2; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IA-18, Downgraded to Caa2; previously on Dec 17, 2009, Ba1
    Placed Under Review for Possible Downgrade

-- Cl. IA-19, Downgraded to Caa1; previously on Dec 17, 2009,
    Baa3 Placed Under Review for Possible Downgrade

-- Cl. A-PO, Downgraded to B2; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IIA-1, Downgraded to B1; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IIA-PO, Downgraded to B2; previously on Dec 17, 2009, Baa3
    Placed Under Review for Possible Downgrade

-- Cl. IIIA-1, Downgraded to B2; previously on Dec 17, 2009, Baa2
    Placed Under Review for Possible Downgrade

-- Cl. IIIA-2, Downgraded to Ca; previously on Dec 17, 2009, Ba1
    Placed Under Review for Possible Downgrade

Issuer: Citicorp Residential Mortgage Trust Inc., Series 2008-1

-- Cl. IA-1, Downgraded to Caa2; previously on Dec 17, 2009, B3
    Placed Under Review for Possible Downgrade

-- Cl. IA-2, Downgraded to C; previously on Jun 5, 2009,
    Downgraded to Ca

-- Cl. IA-IO, Downgraded to Caa2; previously on Dec 17, 2009, B3
    Placed Under Review for Possible Downgrade

-- Cl. IIA-1, Downgraded to Caa1; previously on Dec 17, 2009, B3
    Placed Under Review for Possible Downgrade

-- Cl. IIA-IO, Downgraded to Caa1; previously on Dec 17, 2009, B3
    Placed Under Review for Possible Downgrade

-- Cl. A-PO, Downgraded to Caa2; previously on Dec 17, 2009, B3
    Placed Under Review for Possible Downgrade

Issuer: Citigroup Mortgage Loan Trust 2006-AR1

-- Cl. III-A1, Downgraded to Caa3; previously on Dec 17, 2009,
    Caa1 Placed Under Review for Possible Downgrade

-- Cl. III-A2, Downgraded to C; previously on Jun 5, 2009,
    Downgraded to Ca

-- Cl. III-X, Downgraded to Caa3; previously on Dec 17, 2009,
    Caa1 Placed Under Review for Possible Downgrade

-- Cl. II-A1, Confirmed at B3; previously on Dec 17, 2009, B3
    Placed Under Review for Possible Downgrade

-- Cl. II-X, Confirmed at B3; previously on Dec 17, 2009, B3
    Placed Under Review for Possible Downgrade

Issuer: Citigroup Mortgage Loan Trust 2007-AR4

-- Cl. 1-A1A, Downgraded to Caa2; previously on Dec 17, 2009, B3
    Placed Under Review for Possible Downgrade

-- Cl. 1-IO, Downgraded to Caa2; previously on Dec 17, 2009, B3
    Placed Under Review for Possible Downgrade

Issuer: Citigroup Mortgage Loan Trust 2007-AR8

-- Cl. 1-A1A, Confirmed at Caa2; previously on Dec 17, 2009, Caa2
    Placed Under Review for Possible Downgrade

-- Cl. 1-A1B, Downgraded to C; previously on Jun 5, 2009,
    Downgraded to Ca

-- Cl. 1-A2A, Downgraded to Caa3; previously on Dec 17, 2009,
    Caa2 Placed Under Review for Possible Downgrade

-- Cl. 1-A2B, Downgraded to C; previously on Jun 5, 2009,
   Downgraded to Ca

-- Cl. 1-A3A, Downgraded to Caa2; previously on Dec 17, 2009,
    Caa1 Placed Under Review for Possible Downgrade

-- Cl. 1-A3B, Downgraded to C; previously on Jun 5, 2009,
    Downgraded to Ca

-- Cl. 1-2IO, Confirmed at Caa2; previously on Dec 17, 2009, Caa2
    Placed Under Review for Possible Downgrade

-- Cl. 2-A1A, Downgraded to Caa3; previously on Dec 17, 2009,
    Caa2 Placed Under Review for Possible Downgrade

-- Cl. 2-A1B, Downgraded to C; previously on Jun 5, 2009,
    Downgraded to Ca

Issuer: Citigroup Mortgage Loan Trust, Series 2005-6

-- Cl. A-1, Downgraded to B1; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. A-2, Downgraded to B3; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. A-3, Downgraded to Ba3; previously on Dec 17, 2009, A3
    Placed Under Review for Possible Downgrade

-- Cl. M, Downgraded to C; previously on Dec 17, 2009, Ba1 Placed
    Under Review for Possible Downgrade

-- Cl. B-1, Downgraded to C; previously on Dec 17, 2009, B3
    Placed Under Review for Possible Downgrade

-- Cl. B-2, Downgraded to C; previously on Jun 5, 2009,
    Downgraded to Ca


CITIGROUP MORTGAGE: S&P Downgrades Rating on Class 5A2 Certs.
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
5A2 certificate from Citigroup Mortgage Loan Trust 2009-6, a U.S.
residential mortgage-backed securities resecuritized real estate
mortgage investment conduit transaction, to 'CCC' from 'B' and
removed it from CreditWatch with negative implications.  S&P
initially rated certificates only for loan group 5 out of the 16
group structures within CML 2009-6.  Concurrently, S&P affirmed
its 'AAA' rating on class 5A1 and removed it from CreditWatch
negative.

The downgrade of class 5A2 reflects S&P's view of significant
deterioration in the performance of the loans backing the
underlying certificate.  Although this performance deterioration
has been severe, because class 5A2 provides additional credit
enhancement to class 5A1, the credit enhancement within CML 2009-6
is sufficient to maintain the rating on class 5A1.

CML 2009-6, which closed in June 2009, is collateralized by 16
underlying classes that support 16 independent groups within the
re-REMIC.  On the closing date, S&P only rated certificates for
group 5 within CML 2009-6.

Classes 5A1 and 5A2 from CML 2009-6 are supported by class A-1
from First Horizon Mortgage Pass-Through Trust 2007-5 (currently
rated 'CCC').  The loans securing this trust consist predominantly
of fixed-rate prime mortgage loans.  The performance of these
loans has declined in recent months.  This pool had experienced
losses of 1.10% of the original pool balance as of the April 2010
distribution and currently has approximately 12.24% in delinquent
loans.  Based on the losses to date, the current pool factor of
0.6738 (67.38%), which represents the outstanding pool balance as
a proportion of the original balance, and the pipeline of
delinquent loans, S&P's current projected loss for this pool is
6.82%, which exceeds the level of credit enhancement available to
cover losses to class 5A2.

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

                          Rating Actions

               Citigroup Mortgage Loan Trust 2009-6
                          Series 2009-6

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    5A2        17315JAK8     CCC                  B/Watch Neg
    5A1        17315JAJ1     AAA                  AAA/Watch Neg


CITIGROUP MORTGAGE: S&P Junks Rating on Class 10A2 From 'BB'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on class
10A2 to 'CCC' from 'BB' from Citigroup Mortgage Loan Trust 2009-4,
a resecuritized real estate mortgage investment conduit
residential mortgage-backed securities transaction, and removed it
from CreditWatch with negative implications.  At the same time,
S&P affirmed its 'AAA' rating on class 10A1 from the same
transaction.

The downgrade reflects S&P's view of the significant deterioration
in performance of the loans backing the underlying certificates.
This performance deterioration is severe.  However, the class 10A2
provides additional credit enhancement to class 10A1, so the
credit enhancement within CML 2009-4 is sufficient to maintain
S&P's current rating on class 10A1.

CML 2009-4, which closed in April 2009, is collateralized by 19
underlying classes from 18 transactions that support 13
independent groups within the re-REMIC.  On the closing date, S&P
only rated certificates from group 10 within CML 2009-4.

Classes 10A1 and 10A2 from CML 2009-4 are supported by class 3-A3
from structure III of Lehman Mortgage Trust 2006-1 (currently
rated 'CCC').  The loans securing the underlying trust consist
predominantly of fixed-rate prime mortgage loans.  The performance
of the loans securing this trust has generally deteriorated.  This
pool had experienced losses of 1.18% as of the April 2010
distribution date and currently has approximately 20.31% in
delinquent loans.  Based on the losses to date, the current pool
factor of 0.67 (67%), which represents the outstanding pool
balance as a proportion of the original balance, and the pipeline
of delinquent loans, S&P's current projected loss for this pool is
7.74%, which exceeds the level of credit enhancement available to
cover losses to the 10A2 class.

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

       Rating Lowered And Removed From Creditwatch Negative

               Citigroup Mortgage Loan Trust 2009-4
                           Series 2009-4

                                     Rating
                                     ------
     Class      CUSIP         To                From
     -----      -----         --                ----
     10A2       17315EBE2     CCC               BB/Watch Neg

                          Rating Affirmed

               Citigroup Mortgage Loan Trust 2009-4
                           Series 2009-4

                 Class      CUSIP         Rating
                 -----      -----         ------
                 10A1       17315EBD4     AAA


CITRUS VALLEY: Moody's Affirms Rating on $77.6 Mil Bonds at 'Ba2'
-----------------------------------------------------------------
Moody's Investors Service affirms Citrus Valley Health Partners' =
underlying Ba2 revenue bond rating affecting $77.6 million of
rated outstanding Series 1998 Certificates of Participation issued
through the California Statewide Communities Development
Authority.  The outlook remains negative.

Legal Security: The outstanding bonds are secured by a pledge of
gross revenues of the obligated group which includes Citrus Valley
Health Partners (the parent corporation), Citrus Valley Medical
Center, and Foothill Presbyterian Hospital.  The obligated group
represents 97% of system revenues and 94% of system assets in FY
2009.  Unless otherwise noted, all references in this report are
based on the system and consolidated financial statements

Interest Rate Derivatives: None

                            Strengths

* Sizable regional system (revenue based of $393 million in FY
  2009) consisting of three hospitals located in the Eastern San
  Gabriel Valley of Los Angeles County with leading and stable 32%
  market share

* Good turnaround in operating performance in FY 2009 from a
  sizable operating loss in FY 2008 (0.7% operating margin and
  5.4% operating cash flow in FY 2009) due to favorable volume
  growth and performance improvement initiatives; although first
  quarter FY 2010 results have tempered slightly from prior year
  results and are under budget

* Maintenance of favorable debt coverage measures due in part to
  relatively modest debt load measured by total debt-to-operating
  revenues of 20% in FY 2009; maximum annual debt service
  coverage a good 3.99 times and adjusted debt-to-cash flow
  manageable 3.58 times in FY 2009

                            Challenges

* Unrestricted cash and investments declined to $60.1 million (61
  days cash on hand and 76% cash-to-debt) as of March 31, 2010
  from fiscal year end December 31, 2009 due in part to increased
  accounts receivable and decreases in deferred payables.  FYE
  2009 cash balance, although higher at $68.6 million, it was
  partially inflated due to the increase in payables at the end of
  the year

* Modest increase in short term borrowing to finance capital
  spending in FY 2010 primarily for equipment purchases; no major
  capital and future debt plans anticipated in the near-term

* California Nurses Association union contract renegotiations
  currently underway; overall labor environment currently stable
  with low nursing turnover and vacancy rates

* Very high average age of plant (17.3 years) due to accumulated
  deferred maintenance; very significant capital expenditures will
  be required to make the system seismically compliant by 2013
  deadline; two of three facilities expected to be in violation of
  seismic compliance

* Serves large Medi-Cal population (represents 23% of gross
  revenues); an ongoing concern given the State's budget pressures
  and uncertainty of future funding sources and levels for
  hospitals

                   Recent Results/Developments

Following notably weak operating performance in FY 2008, Citrus
Valley Health Partners returned to operating profitability in FY
2009.  CVHP posted improved operating income of $2.6 million (0.7%
margin) from an operating loss of $3.8 million (-1.0% margin) in
FY 2008.  Operating cash flow grew by a strong 45% to
$21.2 million (5.4% margin) from $14.6 million (4.0% margin) in FY
2008.  The turnaround in operating performance was attributable to
volume growth that led to improved 6.3% operating revenue growth,
increased acuity of cases (Medicare CMI improved to 1.62 in FY
2009 from 1.51 in FY 2008) and several performance improvement
initiatives deployed by management including the engagement of a
hospitalist group and expense savings from reduced length of stay,
decreased nursing contract labor costs, and improved patient
throughput in the ED that led to increased capacity and increased
visits and inpatient admissions.  Inpatient admissions were up by
1.5%, ED visits increased by a strong 12.4%, and open heart volume
was up by 30%.  However, CVHP continues to experience outpatient
volume declines due to competition from physician owned centers.
Outpatient visits declined by 3.3% and outpatient surgery volume
declined by nearly 1% in FY 2009.  Additionally, operating results
tempered slightly and are under budget through the first quarter
of FY 2010 due to variable and lower inpatient utilization
resulting in flat revenue growth.  Operating cash flow is down
slightly to $4.9 million (5.3% margin) compared to $5.4 million
(5.7% margin) posted in the first quarter of FY 2009.

Due to increased operating cash flow generation in FY 2009, debt
measures improved and remain favorable to service a relatively low
and manageable debt load (measured by total debt -to-operating
revenues of 20% in FY 2009).  Moody's adjusted maximum annual debt
service coverage measured a good 3.99 times and adjusted debt-to-
cash flow improved to 3.58 times in FY 2009 from 2.73 times and
5.83 times, respectively in FY 2008.

In recent months, CVHP's absolute unrestricted liquidity balance
declined by nearly 12% to $60.1 million (61 days cash on hand and
76% cash-to-debt) from improved $68.6 million (67 days cash on
hand and 86% cash-to-debt) at FYE December 31, 2009, following a
sizable 21% decline primarily from investment losses at FYE 2008
to $61.3 million from a peak $78.5 million at FYE 2007.  The
recent decline in liquidity is largely due in part to increases in
accounts receivable and decrease in accounts payable, some
payables were deferred at fiscal yearend in order to meet the 60
days cash on hand liquidity covenant under the MBIA bond insurance
policy related to the Series 1998 bonds outstanding.  Therefore,
although FYE 2009 cash balance improved, it is partially inflated
reflecting the increase in payables at the end of the year.
Management has recently engaged an independent consulting firm to
evaluate the system's revenue cycle and improve cash collection
efforts.  CVHP's investment portfolio asset allocation has become
more conservative with unrestricted cash and investment nearly 68%
invested in cash and fixed income securities and the remaining 32%
invested in equities (mostly individually held securities).  All
of CVHP's unrestricted cash and investments can be liquidated
within 30 days.

CVPH's capital spending ratio has averaged slightly above one
times depreciation expense over the last five years.  Capital
spending is budgeted to be $15.3 million in FY 2010 up from $10
million spent in FY 2009 for routine capital and to purchase
equipment.  Approximately, $7.1 million will be funded through a
capital lease and recently secured $5 million short term equipment
loan in April 2010.  The remaining capital will be funded by
operating cash flow.

One of CVPH's significant challenges continues to be its future
capital needs due to accumulated deferred maintenance (measured by
a very high average age of plant of 17.3 years).  Two of CVHP's
three hospital facilities are not currently in compliance under
seismic guidelines, and management does not expect to meet the
effective 2013 regulation deadline to be seismically compliant.
Due to thin liquidity levels and limited market access, CVHP does
not have the resources and plans to invest in its capital plant
and currently has no major capital and debt plans in the near
term.

                              Outlook

Moody's is maintaining the negative rating outlook despite
improved operating performance in FY 2009, due to the decline in
unrestricted cash, ongoing operating and economic challenges with
high exposure to Medi-Cal, and significant deferred capital needs.
However, the rating affirmation reflects Moody's expectation the
organization can sustain elevated performance to maintain current
favorable debt coverage measures given the recent increase in
short term debt obligations.

                What could change the rating -- UP

Growth and stability of volume and revenues; improved operating
performance and ability to sustain improved levels for multiple
years; growth in unrestricted cash and investments; improved
liquidity and debt measures; identification of resources to
address capital needs

               What could change the rating -- DOWN

Deterioration of financial performance; further declines in
liquidity balance; weakening of debt coverage and liquidity
measures; material increase in debt without commensurate growth in
cash and operating cash flow; loss in market share due to
competitive pressures

                          Key Indicators

Assumptions & Adjustments:

  - Based on financial statements for Citrus Valley Health
    Partners, Inc. and Affiliates

  - First number reflects audit year ended December 31, 2008

  - Second number reflects audit year ended December 31, 2009

  - Investment returns smoothed at 6%

* Inpatient admissions: 30,365; 30,832

* Total operating revenues: $369.5 million; $392.8 million

* Moody's-adjusted net revenue available for debt service: $18.3
  million; $21.1 million

* Total debt outstanding: $82.0 million; $79.4 million

* Maximum annual debt service (MADS): $6.7 million; 6.4 million

* MADS Coverage with reported investment income: 0.11 times; 2.84
  times

* Moody's-adjusted MADS Coverage with normalized investment
  income: 2.73 times; 3.99 times

* Debt-to-cash flow: 5,83 times; 3.58 times

* Days cash on hand: 63 days; 67 days

* Cash-to-debt: 75%; 86%

* Operating margin: -1.0%; 0.7%

* Operating cash flow margin: 4.0%; 5.4%

Rated Debt (debt outstanding as of December 31, 2009):

  -- Series 1998 Fixed Rate Certificates of Participation
     ($52.6 million outstanding), insured by MBIA; Ba2 underlying
     rating

  -- Series 1998 Auction Rate Certificates of Participation
     ($25.0 million outstanding) insured by MBIA; Ba2 underlying
     rating

The last rating action with respect to Citrus Valley Health
Partners was on December 23, 2008, when a municipal finance scale
rating was downgraded to Ba2 from Ba1 and the outlooks was revised
to negative from stable.  That rating was subsequently
recalibrated to Global Scale Rating on May 7, 2010.


CMO HOLDINGS: S&P Downgrades Rating on Class A-2 2007-R1 Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
A-2 notes from CMO Holdings III Ltd.'s Bear Stearns Structured
Products Inc. NIM Trust 2007-R1, a re-securitized real estate
mortgage investment conduit residential mortgage-backed securities
transaction, to 'CC' from 'BB' and removed it from CreditWatch
with negative implications.  At the same time, S&P affirmed its
'BBB' rating on the class A-1 notes from the same transaction and
removed it from CreditWatch negative.

The downgrade of class A-2 reflects S&P's view of the
deterioration in performance of the loans backing the underlying
certificates.  Although the performance deterioration has been
severe, class A-2 provides additional credit enhancement to class
A-1, and the credit enhancement within BSSP NIM Trust 2007-R1 is
sufficient to maintain the current rating on class A-1.

BSSP NIM Trust 2007-R1, which closed in February 2007, is
collateralized by nine underlying classes (including class X from
re-REMIC transaction BSAT 2005-8) that are included in five
different trusts.  The loans securing these trusts consist
predominantly of adjustable-rate, first-lien, prime mortgage
loans.

The performance of the underlying loans has generally
deteriorated.  Class B-5 from BSAT 2005-10 has suffered losses in
the last six months.  Table 1 shows the April 2010 underlying pool
statistics for loan delinquencies as a percentage of current pool
balance, as well as current pool factors, experienced cumulative
losses, and S&P's current projected losses as a percentage of the
original pool balances.

                              Table 1


              Class            Pool     Cum.     Proj.
  Trust       (Current rating) Factor%  Losses%  Losses%   Delinq%
  -----       ---------------- -------  -------  -------   -------
BSAT 2005-4   II-X-1 (BBB)     56.22    0.86     3.61      13.47
BSAT 2005-10  B-5 (D),         50.13    0.77     3.41      12.28
              X (BBB+)
BSAT 2006-2   II-X (CCC),      58.98    2.09     11.31      30.05
              III-X (CCC)
BSAT 2006-4   II-X-1 (CCC),    60.88    3.20     12.00      27.29
              II-X-3 (CCC)
              III-X (CCC)
BSAT2005-8*   X (AAA)           -        -        -        -

* BSAT 2005-8 is a re-REMIC transaction that is supported by class
  IV-A-1 from BSAT 2005-4.

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

                          Rating Actions

                       CMO Holdings III Ltd.
     Bear Stearns Structured Products Inc. NIM Trust 2007-R1
                          Series 2007-R1

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   A-1 notes  12587PAA8     BBB                  BBB/Watch Neg
   A-2 notes  12587PAB6     CC                   BB/Watch Neg


COMM MORTGAGE: Fitch Downgrades Ratings on 2001-J1 Certificates
---------------------------------------------------------------
Fitch Ratings downgrades and assigns a Recovery Rating to this
class of COMM Mortgage Trust 2001-J1 commercial mortgage pass-
through certificates, as indicated:

  -- $11.7 million class J to 'C/RR2' from 'BB+'.

Also, Fitch affirms, removes from Rating Watch Negative and
assigns a Loss Severity rating and a Rating Outlook to this class:

  -- $13.6 million class H at 'A+/LS3'; Outlook Negative.

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

  -- $203.9 million class A-2 at 'AAA/LS1'; Outlook Stable;

  -- $152.5 million class A-2F at 'AAA/LS1'; Outlook Stable;

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

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

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

  -- $46.6 million class B at 'AAA/LS2'; Outlook Stable;

  -- $46.6 million class C at 'AAA/LS2'; Outlook Stable;

  -- $15.5 million class D at 'AAA/LS3'; Outlook Stable;

  -- $31.1 million class E at 'AAA/LS3'; Outlook Stable;

  -- $23.3 million class F at 'AAA/LS3'; Outlook Stable;

  -- $13.6 million class G at 'AA+/LS3'; Outlook to Stable from
     Negative.

Classes A-1, A-1F, P, M and interest-only class X-USB have paid in
full.

The downgrade to class J is due to current and expected interest
shortfalls which are not likely to be recovered.  The shortfalls
are the result of special servicing fees associated with defaulted
loans which have since paid off or have been returned to
performing.  The class is expected to continue to incur
shortfalls.

Class H has been removed from Rating Watch due to the modification
of the Boise Towne Square loan without losses to the trust.  The
affirmations are the result of stable performance of the remaining
loans and Fitch's minimal expected loss estimates for the
transaction following Fitch's prospective analysis of the pool.
Rating Outlooks reflect the likely direction of any rating changes
over the next one to two years.

As of the May 2010 distribution date, the collateral balance has
been reduced by 47.9% to $414 million from $795.3 million at
issuance.  The certificates are collateralized by six fixed-rate
loans, which are secured by nine commercial properties, and two
loans that are defeased (42.5%).

Boise Towne Square (16.7%), the largest non-defeased loan in the
pool, is collateralized by 597,338 square feet of a 1.17 million
sf regional mall in Boise, ID.  Anchor tenants include J.C. Penny,
Sears, Dillards, and Macy's, of which only Macy's is collateral
for the loan.  The mall's sponsor is General Growth Properties,
Inc.  The loan transferred to special servicing when GGP filed for
bankruptcy.  The reported occupancy was 96% as of December 2009
with a servicer-reported debt service coverage ratio of 2.72
times.  The loan's maturity has been extended until August 2014.

The Golden Triangle Portfolio (16.5%), the second largest non-
defeased loan in the pool, is collateralized by four office
properties totaling 774,815 sf in Washington, DC.  Overall
weighted average occupancy was 91% as of YE 2009 with a weighted
average DSCR of 2.76x.

28 and 40 West 23rd Street (12.4%), is secured by a 519,550 sf,
12-story, and attached five-story plus penthouse office buildings
located in the Chelsea/Flatiron district of Manhattan.  The
servicer-reported occupancy as of December 2009 was 100%, same as
issuance, with a DSCR of 2.77x.

165 Halsey (11.8%) is secured by a 16-story telecom carrier hotel
located in downtown Newark, NJ.  The servicer-reported occupancy
as of December 2009 was 83%, with a DSCR of 2.71x.

Fitch stressed the cash flow of the remaining non-defeased loans
by applying a 5% reduction Fitch's adjusted 2009 cash flow and
applying an adjusted market cap rate between 7.5% and 10.5% to
determine value.


COMMERCIAL MORTGAGE: Moody's Affirms C on $8.7MM Class M CMBS
-------------------------------------------------------------
Moody's Investors Service downgraded the rating of one class and
affirmed the two classes of Commercial Mortgage Acceptance Corp.,
Commercial Mortgage Pass-Through Certificates, Series 1998-C1.
The downgrade is due to higher expected losses for the pool
resulting from estimated losses from specially serviced and
troubled loans.

The action is the result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions.

As of the May 17, 2010, distribution date, the transaction's
aggregate certificate balance has decreased by 91% to
$109.2 million from $1.19 billion at securitization.  The
Certificates are collateralized by 46 mortgage loans ranging in
size from less than 1% to 10% of the pool, with the top ten loans
representing 49% of the pool.

Moody's was provided with full-year 2009 and partial-year 2009
operating results for 50% and 39% of the performing loans,
respectively.  Excluding specially serviced and troubled loans,
Moody's weighted average LTV ratio is 64% compared to 73% at last
review.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCR are 1.41X and 1.97X, respectively, compared to
1.62X and 1.70X at last review.  Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple-notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40. The
pool has a Herf of 27 compared to 41 at last review.  The decline
in Herf has been mitigated by increased credit support.  The pool
balance has declined by 67% since Moody's last review.

Thirteen loans have been liquidated from the pool, resulting in an
aggregate $12.1 million realized loss (27% loss severity on
average).  Five loans, representing 6% of the pool, are on the
master servicer's watchlist.  Four loans, representing 11% of the
pool, are currently in special servicing.  Moody's has estimated
an aggregate $11.2 million expected loss for the specially
serviced and troubled loans (45% expected loss severity on
average, assuming 100% probability of default for specially
serviced loans and 75% probability of default for troubled loans).

Moody's rating actions are:

  -- Class X, Notional, affirmed at Aaa; previously assigned Aaa
    on 7/28/1998;

-- Class L, $11,924,000, downgraded to Ca from Caa2; previously
    downgraded to Caa2 from Caa1 on 5/25/2006;

-- Class M, $8,788,990, affirmed at C; previously downgraded to C
    from Ca on 5/25/2006;


CONSECO FINANCE: Fitch Affirms 'C/RR6' Ratings on Three Notes
-------------------------------------------------------------
Fitch Ratings affirms Conseco Finance Vehicle Trust 2000-B:

  -- Class M-1 notes at 'C/RR6';
  -- Class M-2 notes at 'C/RR6';
  -- Class B notes at 'C/RR6'.

Anticipated recoveries are determined by Fitch's cash flow model
and consider stressed remaining losses, prepayment rates, recovery
rates, and unique structural characteristics.  The trust is backed
by sales contracts and loan agreements secured by commercial
trucks and trailers originated by Conseco Finance Corp. The loans
are now serviced by the indenture trustee U.S. Bank, N.A.


CONVENTION CENTER: Moody's Places Nashville's Bonds on Watchlist
----------------------------------------------------------------
Moody's Investors Service placed the Convention Center Authority
of Metro Nashville's (TN) Tourism Tax Revenue Bonds, Series 2010,A
and Subordinate Tourism Tax Revenue Bonds, Series 2010,B on
Watchlist for possible downgrade.  The Series 2010,A Bonds are
secured by a senior lien on various tourism tax revenues collected
within Metro Nashville.  The Series 2010,B Bonds are secured by a
subordinate lien on the same tourism tax revenues, well as a
backup pledge of Metro's non-tax revenues.  The Watchlist action
affects $623.22 million in outstanding debt.  For the Series
2010,A Bonds, the Watchlist action is based upon the potential for
reduced tourism tax collections given the closure of Gaylord
Entertainment 's (rated B3 with a stable outlook) Gaylord Opryland
Resort and Grand Ole Opry House due to flooding.  The Watchlist
action for the Series 2010,B Bonds, which are ultimately secured
by Metro Nashville's pledge of non-tax revenues, is based upon the
placement of the Metropolitan Government of Nashville and Davidson
County's (TN) GO rating on Watchlist for possible downgrade.

Severe storms and flooding in Tennessee on May 1 and 2 have
resulted in widespread damage to a significant portion of the
state, including Nashville.  The Cumberland River, which runs
adjacent to downtown Nashville, crested at approximately 12 feet
above flood stage on Sunday May 2nd, damaging both public and
private properties.  While many government buildings and
properties sustained sizeable damage, residential and commercial
damage has also been significant.  Gaylord Entertainment's (rated
B3 with a stable outlook) Gaylord Opryland Resort and Grand Ole
Opry House in particular, sustained major damage from local
flooding.  Current estimates have the properties closed for up to
six months, which management projects could reduce the hotel taxes
by $3.8 million, of which an estimated $1.8 million would be
earmarked for the Convention Center Authority's Tourism Tax
Revenue Bonds, Series 2010,A and B.  Hotel/motel taxes represent
50% of the Tourism Tax revenues which currently secure the bonds
and further delays in the reopening of the resort could result in
more rapid erosion of debt service coverage.

Moody's will actively review the credit quality as additional
information is forthcoming and will take appropriate rating action
within the 90-day Watchlist period.


CORPORATE BACKED: Moody's Raises Ratings on 1MM Class A-1 to 'B2'
----------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
rating of these certificates issued by Corporate Backed Trust
Certificates, Ford Motor Company Note-Backed Series 2003-6 Trust:

* 1,000,000 Class A-1 Certificates due July 15, 2031; Upgraded to
  B2; Previously on March 26, 2010 Upgraded to B3, Placed on
  review for upgrade

The transaction is a structured note whose rating is based on the
rating of the Underlying Securities and the legal structure of the
transaction.  The rating action is a result of the change of the
rating of 7.45% GlobLS due July 16, 2031, issued by Ford Motor
Company which were upgraded to B2 by Moody's on May 18, 2010.


CORPORATE BACKED: Moody's Raises 2.3MM Ratings on Class A-1 to B2
-----------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
rating of these certificates issued by Corporate Backed Trust
Certificates, Ford Motor Co. Debenture-Backed Series 2001-36
Trust:

* 2,340,040 Corporate Backed Trust Certificates, Ford Motor Co.
  Debenture-Backed Series 2001-36, Class A-1; Upgraded to B2;
  Previously on March 26, 2010 Upgraded to B3, Placed on review
  for upgrade

The transaction is a structured note whose rating is based on the
rating of the Underlying Securities and the legal structure of the
transaction.  The rating action is a result of the change of the
rating of 7.70% Debentures due May 15, 2097, issued by Ford Motor
Company which were upgraded to B2 by Moody's on May 18, 2010.


CORTS TRUST: Moody's Upgrades Ratings on 7.40% Certs. to 'B2'
------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
rating of these certificates issued by CorTS Trust for Ford
Debentures:

* 12,000,000 7.40% Corporate-Backed Trust Securities Certificates;
  Upgraded to B2; Previously on March 26, 2010 Upgraded to B3,
  Placed on review for upgrade

The transaction is a structured note whose rating is based on the
rating of the Underlying Debentures and the legal structure of the
transaction.  The rating action is a result of the change of the
rating of 7.40% Debentures due November 1, 2046, issued by Ford
Motor Company which were upgraded to B2 by Moody's on May 18,
2010.


CENTERLINE 2007-SRR5: S&P Downgrades Ratings on Seven Certs.
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on seven
classes from Centerline 2007-SRR5 Ltd., a commercial real estate
collateralized debt obligation transaction.  S&P removed all of
the lowered ratings from CreditWatch with negative implications.
At the same time, S&P affirmed its 'CCC-' ratings on seven
additional classes from this transaction.

The downgrades and affirmations reflect S&P's analysis of the
transaction following S&P's rating actions on 14 reference
commercial mortgage-backed securities that serve as collateral for
Centerline 2007-SRR5.  The securities are from 14 transactions
($262.5 million, 32.8% of the pool balance).  The downgrades also
reflect S&P's revised credit estimates on the unrated CMBS
collateral ($125 million, 15.6%).  S&P lowered the majority of
these credit estimates.

According to the May 22, 2010, trustee report, the collateral for
Centerline 2007-SRR5 consisted of credit default swaps referencing
40 CMBS classes ($800 million, 100%) from 40 distinct transactions
issued between 2005 and 2007.  The CDS counterparty is Morgan
Stanley Capital Services Inc. Centerline 2007-SRR5 has exposure to
these CMBS classes that Standard & Poor's has downgraded:

* Morgan Stanley Capital I Trust 2006-Top21 (class K; $25 million,
  3.1%);

* Bear Stearns Commercial Mortgage Securities Trust 2006-PWR14
  (class H; $20 million, 2.5%); and

* Merrill Lynch Mortgage Trust's series 2005-LC1 (class H;
  $20 million, 2.5%).

Standard & Poor's analyzed Centerline 2007-SRR5 and its underlying
collateral according to its current criteria.  S&P's analysis is
consistent with the lowered and affirmed ratings.

      Ratings Lowered And Removed From Creditwatch Negative

                     Centerline 2007-SRR5 Ltd.

                                Rating
                                ------
         Class            To               From
         -----            --               ----
         A1               B-               BBB-/Watch Neg
         A2               CCC              BB+/Watch Neg
         B                CCC-             BB+/Watch Neg
         C                CCC-             BB/Watch Neg
         D                CCC-             B+/Watch Neg
         E                CCC-             B-/Watch Neg
         F                CCC-             CCC/Watch Neg

                         Ratings Affirmed

                     Centerline 2007-SRR5 Ltd.

                     Class            Rating
                     -----            ------
                     G                CCC-
                     H                CCC-
                     J                CCC-
                     K                CCC-
                     L                CCC-
                     M                CCC-
                     N                CCC-


CORTS TRUST: Moody's Upgrades Ratings on 8.00% Certs. to 'B2'
------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
rating of these certificates issued by CorTS Trust II for Ford
Notes:

* 8,783,363 8.00% Corporate-Backed Trust Securities Certificates;
  Upgraded to B2; Previously on March 26, 2010 Upgraded to B3,
  Placed on review for upgrade

The transaction is a structured note whose rating is based on the
rating of the Underlying Notes and the legal structure of the
transaction.  The rating action is a result of the change of the
rating of 7.45% Global Landmark Securities due

July 16, 2031, issued by Ford Motor Company which were upgraded to
B2 by Moody's on May 18, 2010.


CREDIT SUISSE: Fitch Downgrades Ratings on Series 2002-CP5 Notes
----------------------------------------------------------------
Fitch Ratings has downgraded and assigned Recovery Ratings to
Credit Suisse First Boston Mortgage Securities Corp., series 2002-
CP5, as indicated:

  -- $16.3 million class G to 'A/LS5' from 'A+'; Outlook Stable;

  -- $14.8 million class H to 'BBB-/LS5' from 'BBB+'; Outlook
     Negative;

  -- $22.2 million class J to 'B-/LS5' from 'BB+'; Outlook
     Negative;

  -- $5.9 million class K to 'B-/LS5' from 'BB'; Outlook Negative;

  -- $7.4 million class M to 'CC/RR2' from 'CCC'.

  -- $4.4 million class N to 'C/RR6' from 'CC'.

  -- $4.6 million class P to 'D/RR6' from 'C'.

In addition, Fitch affirms and assigns LS ratings as indicated:

  -- Interest Only class A-X at 'AAA'; Outlook Stable;
  -- Interest Only class A-SP at 'AAA'; Outlook Stable;
  -- $620.3 million class A-1 at 'AAA/LS1'; Outlook Stable;
  -- $620.3 million class A-2 at 'AAA/LS1'; Outlook Stable;
  -- $41.5 million class B at 'AAA/LS4'; Outlook Stable;
  -- $22.2 million class C at 'AAA/LS5'; Outlook Stable;
  -- $14.8 million class D at 'AAA/LS5'; Outlook Stable.
  -- $17.8 million class E at 'AA+/LS5'; Outlook Stable.
  -- $8.9 million class F to 'AA/LS5'; Outlook Stable;
  -- $8.9 million class L at 'B-/LS5'; Outlook Negative;
  -- $4.7 million class O at 'C/RR6'.


Fitch does not rate the $14.8 million class Q certificates.

The downgrade is the result of Fitch's revised loss estimates for
the transaction following Fitch's prospective analysis which is
similar to its recent vintage fixed rate commercial mortgage
backed security analysis.  Fitch expects potential losses of 4.2%,
approximately $37.3 million, of the remaining pool balance from
the loans in special servicing and the loans that are not expected
to refinance at maturity based on Fitch's refinance test.  Rating
Outlooks reflect the likely direction of any rating changes over
the next one to two years.

As of the May 2010 distribution date, the pool's collateral
balance has paid down 25.2% to $886.7 million from $1.2 billion at
issuance.  Of the remaining 111 loans, 21 loans (34.04%) have
defeased.

As of March 2010, there are eight specially serviced loans (4.4%).
The largest specially serviced loan, Corporate Pointe at Summerlin
Center (1.0%), is secured by a 109,933 square foot office building
located in Las Vegas, NV.  The loan transferred to special
servicing in April 2009 due to bankruptcy of the borrower's parent
company, GGP.  As a result of the debtor's court approved plan of
reorganization, this loan was modified by extending the maturity
date to March 12, 2016.  The loan is current and the borrower will
reimburse legal fees, title expenses, and appraisals.

The second largest specially serviced loan, The Plaza (1.0%), is
secured by a retail property in Scottsdale, AZ.  The property has
experienced a decline in occupancy and is unable to fund its debt
service.  The special servicer has initiated foreclosure.

The largest Fitch Loan of Concern that is not specially serviced
is the Golden Triangle I & II (2.83%), an office property located
in Greenbelt, MD.  Occupancy has increased as of September 2009,
as borrower was able to lease the space formerly occupied by
Cingular.

Fitch stressed the cash flow of the remaining non-defeased loans
by applying a 10% reduction to 2008 fiscal year end net operating
income or adjusted 2009 cash flow and applying an adjusted market
cap rate between 7.25% and 10.5% to determine value.

Similar to Fitch's prospective analysis of recent vintage CMBS,
each loan also underwent a refinance test by applying an 8%
interest rate and 30-year amortization schedule based on the
stressed cash flow.  Loans that could refinance to a debt service
coverage ratio of 1.25 times or higher were considered to pay off
at maturity.  Under this scenario, all loans are expected to
refinance at maturity.


CREDIT SUISSE: Moody's Affirms Caa2 on $29.3MM Class H Certs
-------------------- ---------------------------------------
Moody's Investors Service affirmed the ratings of five classes of
Credit Suisse First Boston Mortgage Securities Corp., Commercial
Mortgage Pass-Through Certificates, Series 1997-C2.  The
affirmations are due to significant increased credit subordination
resulting from loan payoffs and amortization and key rating
parameters, including Moody's loan to value (LTV) ratio, Moody's
stressed debt service coverage ratio (DSCR) and the Herfindahl
Index (Herf), remaining within acceptable ranges.

The action is the result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions.

As of the May 17, 2010, distribution date, the transaction's
aggregate certificate balance has decreased by 88% to
$170.5 million from $1.46 billion at securitization.  The
Certificates are collateralized by 47 mortgage loans ranging in
size from less than 1% to 12% of the pool, with the top ten non-
defeased loans representing 56% of the pool.  Four loans,
representing 15% of the pool, have defeased and are secured by
U.S. Government securities.

The pool contains 34 loans secured by credit tenant leases (CTL),
representing 42% of the pool.  The largest exposures are
CVS/Caremark Corp (senior unsecured debt Baa2, stable outlook),
Sears Holdings Corp. (long term corporate family debt rating Ba2,
positive outlook) and Rite Aid Corporation (senior unsecured debt
raiting Caa3/Ca, stable outlook).

Moody's was provided with full-year 2009 and partial-year 2009
operating results for 38% and 12% of the performing loans,
respectively. Excluding specially serviced and troubled loans,
Moody's weighted average LTV ratio is 80% compared to 87% at last
review.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCR are 1.16X and 1.50X, respectively, compared to
1.28X and 1.33X at last review.  Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple-notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool, excluding defeased loans, has a Herf of 18 compared to 19 at
last review.

Nineteen loans have been liquidated from the pool, resulting in an
aggregate $38.9 million realized loss (21% loss severity on
average).  Seven loans, representing 21% of the pool, are on the
master servicer's watchlist. One loan, representing 3% of the
pool, is currently in special servicing.  Moody's estimated an
aggregate $8.9 million expected loss for the specially serviced
and troubled loans (40% expected loss severity on average,
assuming 100% probability of default for specially serviced loans
and 75% probability of default for troubled loans).

Moody's rating action is as follows:

-- Class A-X, Notional, affirmed at Aaa; previously assigned Aaa
    on 12/19/1997;

-- Class D, $11,539,138, affirmed at Aaa; previously upgraded to
   Aaa from A2 on 6/1/2006;

-- Class E, $25,655,000, affirmed at Aaa; previously upgraded to
   Aaa from Aa2 on 12/8/2006

-- Class H, $29,320,000, affirmed at Caa2; previously downgraded
   to Caa2 from Caa1 on 5/2/2005

-- Class I, $14,660,000, affirmed at C; previously downgraded to C
   from Ca on 5/2/2005


CREST CLARENDON: Fitch Downgrades Ratings on Two Classes of Notes
-----------------------------------------------------------------
Fitch Ratings has downgraded two and affirmed three classes issued
by Crest Clarendon Street 2002-1, Ltd./Corp. as a result of
negative credit migration in the portfolio.

Since Fitch's last rating action in February 2009, approximately
14.7% of the portfolio has been downgraded.  Currently, 10.9% is
on Rating Watch Negative.  Approximately 12.3% of the portfolio
has a Fitch derived rating below investment grade.  The Fitch
derived weighted-average rating has decreased to the 'BBB/BBB-'
rating category from the 'BBB+/BBB' rating category at last
review.  Further, the collateralized debt obligation has paid down
$26.8 million since the last review.

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 default levels were then
compared to the breakeven levels generated by Fitch's cash flow
model of the CDO under the various default timing and interest
rate stress scenarios, as described in the report 'Global Criteria
for Cash Flow Analysis in CDOs'.  Based on this analysis, the
class A and class B-1 and B-2 (together class B) notes' breakeven
rates are generally consistent with the 'AAA' and 'A' rating
categories, respectively.  Similarly, the breakeven rates of the
class C notes are generally consistent with the 'BB' rating
category, and class D with the 'B' rating category.

The Negative Rating Outlook on the class A through D notes
reflects Fitch's expectation that underlying commercial mortgage
backed security loans will continue to face refinance risk at
maturity.  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.
Crest Clarendon is a cash flow commercial real estate CDO which
closed on Sept. 19, 2002.  The collateral is composed of 56.8%
commercial mortgage backed securities and 43.2% real estate
investment trusts.

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

  -- $121,764,471 Class A affirmed at 'AAA/LS1', Outlook to
     Negative from Stable;

  -- $29,000,000 Class B-1 affirmed at 'A/LS2', Outlook to
     Negative from Stable;

  -- $10,000,000 Class B-2 affirmed at 'A/LS2', Outlook to
     Negative from Stable;

  -- $15,000,000 Class C downgraded to 'BB/LS3' from 'BBB-',
     Outlook to Negative from Stable;

  -- $10,000,000 Class D downgraded to 'B/LS3' from 'BB', Outlook
     to Negative from Stable.


CT CDO: Fitch Downgrades Ratings on 12 Classes of Notes
-------------------------------------------------------
Fitch Ratings has downgraded 12 classes and affirmed three classes
of CT CDO IV Ltd./Corp. as a result of negative credit migration
on the underlying portfolio.

Since Fitch's last rating action in February 2009, the credit
quality of the portfolio has declined to a current weighted
average Fitch derived rating of 'BB-', down from 'BB+' at last
review.  Further, 15% of the portfolio is currently on Rating
Watch Negative.  Approximately 57.2% of the portfolio has a Fitch
derived rating below investment grade; 7.8% has a rating in the
'CCC' category and below.  As of the May 2010 trustee report, 6.7%
of the portfolio is experiencing interest shortfalls or deferring
interest payments.  Classes F and below are deferring interest
payments as a significant portion of monthly interest proceeds are
being converted to principal proceeds.  This is due to the fact
that interest proceeds from impaired assets are converted into
principal proceeds, and approximately 40% of the portfolio is
currently classified as impaired as defined by the transaction
documents.

This transaction was analyzed under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Portfolio Credit Model for projecting future default levels
for the underlying portfolio.  The default levels were then
compared to the breakeven levels generated by Fitch's cash flow
model of the CDO under the various default timing and interest
rate stress scenarios, as described in the report 'Global Criteria
for Cash Flow Analysis in CDOs'.  Based on this analysis, the
breakeven rates for classes A-1 and A-2 are generally consistent
with the 'BB' rating category, the breakeven rates for the classes
B, C, and D are generally consistent with the 'B' rating category,
and the breakeven rates for classes E, F-FL, and F-FX are
generally consistent with the 'CCC' rating category.

The breakeven rates for classes G through M do not pass Fitch's
base cash flow model stress and have been downgraded to 'CC'
indicating that default appears probable.  Although their credit
enhancement levels currently exceed the total percentage of assets
experiencing interest shortfalls or deferring interest, further
deterioration could quickly erode that cushion.

The Negative Rating Outlook on classes A-1 through D reflects
Fitch's expectation that underlying CMBS loans will continue to
face refinance risk at maturity.  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.  Fitch does not assign Rating Outlooks or
LS ratings to classes rated 'CCC' or lower.

CT CDO IV is backed by 42 tranches from 33 obligors, the majority
of which is commercial mortgage backed securities (CMBS, 64.9%).
The remainder of the pool consists of commercial real estate loans
(19.2%), and CRE CDOs (16%).  The transaction is considered a CMBS
B-piece resecuritization (also referred to as first loss CRE CDO)
as it primarily includes junior bonds of CMBS transactions.  The
transaction closed in March 2006.

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

  -- $248,053,084 class A-1 to 'BB/LS3' from 'BBB', Outlook
     Negative;

  -- $19,057,502 class A-2 to 'BB/LS5' from 'BBB-'; Outlook
     Negative;

  -- $19,079,012 class B to 'B/LS5' from 'BB+'; Outlook Negative;

  -- $13,367,247 class C to 'B/LS5' from 'BB'; Outlook Negative;

  -- $6,123,048 class D-FL to 'B/LS5' from 'B+'; Outlook Negative;

  -- $3,911,491 class D-FX to 'B/LS5' from 'B+'; Outlook Negative;

  -- $5,284,618 class E to 'CCC' from 'B';

  -- $2,386,096 class F-FL to 'CCC' from 'B-';

  -- $3,929,104 class F-FX to 'CCC' from 'B-';

  -- $7,773,105 class G to 'CC' from 'CCC';

  -- $3,886,950 class H to 'CC' from 'CCC';

  -- $2,440,512 class J to 'CC' from 'CCC';

  -- $5,369,286 class K affirmed at 'CC';

  -- $4,899,424 class L affirmed at 'CC';

  -- $3,429,115 class M affirmed at 'CC'.

Additionally, classes A-1 through F are removed from Rating Watch
Negative.


CWALT INC: Moody's Downgrades Rating on Series 2006-OC7 Certs.
--------------------------------------------------------------
Moody's Investors Service has downgraded the rating of one tranche
issued in CWALT, Inc. Mortgage Pass-Through Certificates, Series
2006-OC7 transaction.  The collateral backing the transaction
consists primarily of first-lien fixed-rate and adjustable-rate
Alternative-A mortgage loans.

The downgrade is driven by the accelerated pace of subordination
depletion relative to the amortization of the tranche.  The Class
2A1 benefits from a sequential pay structure that allows it to
receive more than its pro-rata share of principal.  However,
losses are allocated prorata to all senior certificates on
depletion of credit support.  As a result, following
overcollateralization and subordination depletion, Class 2A1 has
incurred its prorata share of losses.  Moody's generally rates
securities Caa1 or lower if it has a very high likelihood of
taking a loss in the expected case.

Complete rating actions are:

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2006-OC7

  -- Cl. 2-A-1, Downgraded to Caa1; previously on Jan 14, 2010 Ba3
     Placed Under Review for Possible Downgrade


DLJ COMMERCIAL: Fitch Downgrades Ratings on 2000-CF1 Certs.
-----------------------------------------------------------
Fitch Ratings downgrades and assigns Rating Outlooks, Recovery
Ratings and Loss Severity ratings to DLJ Commercial Mortgage
Corp.'s commercial mortgage pass-through certificates, series
2000-CF1:

  -- $8.9 million class B-4 to 'BB/LS4' from 'BBB+'; Outlook
     Negative;

  -- $2.2 million class B-5 to 'B/LS5' from 'BBB'; Outlook
     Negative;

  -- $6.6 million class B-6 to 'CCC/RR1' from 'BBB-';

  -- $8.9 million class B-7 to 'CC/RR1 from 'B-';

  -- $8.9 million class B-8 to 'C/RR6' from 'CCC/RR3'.

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

  -- Interest-only class S at 'AAA'; Outlook Stable;
  -- $37.7 million class A-3 at 'AAA/LS3'; Outlook Stable;
  -- $13.3 million class A-4 at 'AAA/LS3'; Outlook Stable;
  -- $31 million class B-1 at 'AAA/LS3'; Outlook Stable;
  -- $11.1 million class B-2 at 'AAA/LS4'; Outlook Stable;
  -- $31 million class B-3 at 'A/LS3'; Outlook Stable.

Classes A-1A, A-1B, and A-2 have paid in full.  Fitch does not
rate the $1.9 million class C certificates.  Class D has been
reduced to zero due to realized losses.

The downgrades are due to an increase in Fitch expected losses
following Fitch's prospective review of potential stresses and
expected losses associated with specially serviced assets.  Fitch
expects losses of 11.24% of the remaining pool balance,
approximately $14.7 million, from the loans in special servicing
and the loans that are not expected to refinance at maturity based
on Fitch's refinance test.  The majority of losses are attributed
to loans currently in special servicing.

As of the May 2010 distribution date, the pool's collateral
balance has paid down 85.2% to $131.2 million from $886.2 million
at issuance.  The transaction is highly concentrated with only 18
loans remaining.  Of the remaining loans, none are defeased, and
seven loans (43%) are specially serviced.

The largest specially serviced loan (20.15%) is secured by a
248,322 multi-anchored retail center located in Scottsdale, AZ.
The loan transferred to special servicing in September 2009 for
imminent default prior to the loans scheduled maturity in
December.  The special servicer is working with the borrower on a
possible medication of the loan and maturity extension.

The second largest specially serviced loan (12%) is secured by a
283,887 sf office property located in Indianapolis, IN.  The loan
transferred to special servicing in December 2009.  The special
service is filing for foreclosure.  Fitch stressed the cash flow
of the remaining non-defeased loans by applying a 10% reduction to
2008 fiscal year end net operating income and applying an adjusted
market cap rate between 7.25% and 10.5% to determine value.

Similar to Fitch's prospective analysis of recent vintage CMBS,
each loan also underwent a refinance test by applying an 8%
interest rate and 30-year amortization schedule based on the
stressed cash flow.  Loans that could refinance to a debt service
coverage ratio of 1.25 times or higher were considered to payoff
at maturity.  Under this scenario, three loans are not expected to
payoff at maturity and one loan incurred a loss when compared to
Fitch's stressed value.


DLJ COMMERCIAL: Moody's Upgrades to B1 $22.3MM Class B4 Certs
-------------------------------------------------------------
Moody's Investors Service upgraded the rating of one class and
affirmed the rating of one class of DLJ Commercial Mortgage Corp.,
Commercial Mortgage Pass-Through Certificates, Series 1996-CF1.
The rating action is due to significant increased credit
subordination resulting from loan payoffs and amortization and key
rating parameters, including Moody's loan to value ratio (LTV),
Moody's stressed debt service coverage ratio (DSCR) and the
Herfindahl (Herf) Index, remaining within acceptable ranges.

The action is the result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions.

As of the May 12, 2010, distribution date, the transaction's
aggregate certificate balance has decreased by 95% to
$26.2 million from $470.1 million at securitization.  The
Certificates are collateralized by 3 mortgage loans ranging in
size from less than 3% to 58% of the pool.

Moody's was provided with full-year 2009 or partial-year 2009
operating results for 100% of the pool.  Moody's weighted average
LTV ratio is 47% compared to 53% at last review.

Moody's actual and stressed DSCR are 1.34X and 2.42X,
respectively, compared to 1.19X and 2.14X at last review.  Moody's
actual DSCR is based on Moody's net cash flow (NCF) and the loan's
actual debt service.  Moody's stressed DSCR is based on Moody's
NCF and a 9.25% stressed rate applied to the loan balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple-notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40. The
pool has a Herf of 2, the same at last review.

Seven loans have been liquidated from the pool, resulting in an
aggregate $17.1 million realized loss (42% loss severity on
average).  None of the loans are on the watchlist or in special
servicing.

Moody's rating action is as follows:

-- Class B3, $1,089,022, affirmed at Aaa; previously upgraded to
   Aaa from Aa1 on 3/11/2009;

-- Class B4, $22,300,000, upgraded to B1 from B3; previously
   downgraded to B3 from B2 on 10/28/2004;


DEUTSCHE MORTGAGE: S&P Downgrades Rating on Class A1 Certificates
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
A1 certificates from Deutsche Mortgage Securities Inc. Re-REMIC
Trust Certificates Series 2007-RS1, a re-securitized real estate
mortgage investment conduit residential mortgage-backed securities
transaction, to 'CCC' from 'AAA'.  Concurrently, S&P removed the
rating from CreditWatch negative.

The downgrade reflects S&P's view of the significant deterioration
in performance of the loans backing the underlying certificates.
This performance deterioration has been so severe that the credit
enhancement for DMS 2007-RS1 is insufficient to maintain the
previous rating on the re-REMIC class.

DMS 2007-RS1, which closed in September 2007, is collateralized by
44 underlying classes from 38 different RMBS trusts.  The loans
securing these trusts consist predominately of fixed-rate and
long-reset adjustable-rate, Alternative-A, and prime mortgage
loans.

The performance of the loans has generally deteriorated.  Class
IA3 from AHA 2006-3, class 1A2 from CWA 2006-OC3, class A5 from
DAA 2007-BAR1, class A3 from INX 2006-A15, class A5 from LXS 2006-
19, class A4 from RFC 2006-RS6, class A1C from WAL 2006-AR1, and
class 2A17 from MIT 2007-1 have suffered losses in the last 12
months.  Table 1 shows the latest available underlying pool
statistics for loan delinquencies as a percentage of current pool
balances, as well as current pool factors, experienced cumulative
losses, and S&P's current projected losses as a percentage of the
original pool balances.

                              Table 1

                 Class
                 (Current   Pool     Cum.     Proj.
Trust           rating)    Factor%  Losses%  Losses% Delinquency%
-----           --------   -------  -------  ------- ------------
AHA 2006-3      IA3 (D),   61.14    8.87     25.11   40.96
                 IIIA1_2 (AA+)
BAF 2005-B*     3A2 (AAA)   26.5    3.64     10.43   35.22
CWA 2005-38     A3 (B)     31.89    3.74     14.47   53.22
CWA 2005-56     4A1 (CCC)  46.86    5.26     26.86   58.22
CWA 2005-72     A4 (CCC)   38.89    5.62     25.07   60.44
CWA 2006-HY11   A2 (CC)    60.30    6.62     26.00   58.22
CWA 2006-OA9    2A1B (CCC) 61.36    6.87     30.75   67.45
CWA 2006-OC3    1A2 (D)    41.14    12.48    37.88   62.61
CWA 2006-OC6    2A2A (CC)  47.92    15.09    45.2    65.94
CWA 2006-OC8    2A2C (CC)  55.25    11.53    41.05   63.78
CWA 2007-HY8C   A2 (CC)    77.43    3.52     29.28   41.61
CWF 2006-OA4    A3 (CCC)   49.63    6.81     27.9    69.59
DAA 2006-AF1    A5 (CC)    44.15    9.73     24.53   41.16
DAA 2007-1      IA1 (BB+), 70.91    7.04     35.69   42.05
                 A5 (CC)
DAA 2007-BAR1   A5 (D)     60.73    11.08    39.99   49.9
DAA 2007-OA1    A1 (CCC),  60.58     8.66    29.55   51.43
                 A2 (CCC),
                 A3 (CC)
DAA 2007-RAMP1  A4 (CC)    55.11    9.71     29.00   43.15
DSLA 2005-A4    2A1D (CCC) 31.94    6.14     14.81   32.82
FNBA 2004-AR1   A3 (BBB+)  24.96    1.13      5.03   29.26
HVML 2005-16    3A1A (CCC) 40.82    4.61     22.19   56.84
ISC 2006-1*     2A1 (AAA)  82.24    1.32      3.05    3.95
ISC 2006-4      A2A (CCC)   58.1    13.43    40.29   41.26
INB 2005-1      A1 (CCC)   26.52    14.72    29.06    62.9
INB 2005-AR31   5A1 (CCC)  45.32     7.15    15.32   31.36
INB 2006-AR15   A1 (CC),   51.79    13.15    33.12   45.33
                 A3 (D)
INB 2006-AR27   1A3 (CCC), 56.92     9.24    28.47   39.76
                 2A2 (CCC)
LXS 2005-2*     1A1 (AAA)  21.64      6.00   11.23   34.41
LXS 2006-19     A5 (D)     43.64     14.57   34.62   52.37
MARM 2006-OA1   1A3 (CC)   45.74      9.31   20.53   41.43
RFC 2005-QO4    IA2 (CC)   41.09      8.57   21.93   49.82
RFC 2006-RS6    A4 (D)     43.67     19.22   45.60   47.13
RFC 2007-RS1    A2 (AAA)   54.89     14.21   36.78   41.68
SAMI 2004-AR7   A1A (AAA)   8.62      0.57    1.23   24.06
SAMI 2006-AR1   3A3 (CCC)  44.86      7.12   24.92   58.23
SAMI 2006-AR2   A1 (CCC)    51.5      5.65   32.72   69.28
SQMT 2003-8     A1 (AAA)   10.64      0.13    0.43    8.56
WAL 2006-AR1    A1C (D)    39.48      9.99    21.99   58.03
MITI 2007-1     2A17 (D)   63.84     13.71    39.46   45.17

* For BAF 2005-B, pertains to structure II; for ISC 2006-1,
  pertains to structure I; for LXS 2005-2, pertains to structure
  I.

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

                           Rating Action

  Deutsche Mortgage Securities Inc. Re-REMIC Trust Certificates,
                          Series 2007-RS1

                                    Rating
                                    ------
        Class    CUSIP         To           From
        -----    -----         --           ----
        A1       25157KAA1     CCC          AAA/Watch Neg


DIMENSIONS HEALTH: Fitch Affirms 'CC' Ratings on Revenue Bonds
--------------------------------------------------------------
Fitch Ratings takes this rating action on Dimensions Health
Corporation, MD as part of its continuous surveillance effort:

  -- Approximately $80 million Prince George's County, Maryland,
     project and refunding revenue bonds, (Dimensions Health
     Corporation Issue) series 1994, affirmed at 'CC'.

DHC is the operator of two county owned facilities known as
Dimensions Health System.

Rating Rationale:

  -- DHS has a history of extremely weak financial performance
     producing profitability and liquidity ratios that are
     consistently below investment grade medians.

  -- Because of its role as a safety net provider of essential
     services, DHS receives sufficient financial grants from the
     State of Maryland and Prince George's County to minimally
     support hospital operations and maintain debt service
     payments.

Key Rating Driver:

A long-term solution, which may include securing a strong, well
financed partner with the financial ability to fund the system's
need for long overdue capital reinvestment and support system
operations, is essential for DHS' viability.

Security:

Debt payments are secured by a pledge of the gross revenues of the
obligated group and a fully funded debt service fund.

Credit Summary:

The affirmation at 'CC' reflects the ongoing financial support of
the state of Maryland (rated 'AAA'; Stable Outlook) and Prince
George's County (rated 'AA+'; Negative Outlook).

DHS serves as one of two safety net hospitals in Washington, DC,
providing for the essential healthcare needs of the economically
depressed, underinsured and uninsured regional population.  The
system has a history of extremely weak financial performance that
is consistently below investment grade medians.  DHS' audited
financial statements have been receiving 'going concern' opinions
for the past five years.

Fitch believes that the essentiality of DHS' role in serving the
medical needs of the region and the history of subsidization from
the state and the county provides some confidence that the
possibility of bond default or hospital closure is unlikely.
Because of its safety net role, DHS has received sufficient grants
from the State of Maryland and Prince George's County to minimally
support hospital operations and debt service payments.  In 2009,
DHS received grants from Prince George's County ($11.2 million)
and the State of Maryland ($13.8 million) for system operations.
The state and the county have agreed to a joint financial support
package of $30 million from the period 2011 through 2015.  In
addition, the state has committed $24 million of additional
capital funding support.  Operating grants from the state and the
county have supported DHS' operations since 2006, but a permanent
solution is critical for long-term stability.

In May 2008, the Prince George's County Hospital Authority was
created to implement a process of transferring the ownership of
these hospital facilities away from the county and providing
enhanced community oriented hospital services to county residents.
The authority, charged with finding new ownership for these
hospitals that would be capable of modernizing system operations
and operating independently of governmental support, has so far
been unsuccessful in finding a buyer willing to buy and operate
the entire system, despite a commitment of almost $200 million in
financial grants from the state and/or the county to support such
a transfer.  After a two-year study of system operations and
analysis of offers from several bidders, the authority recently
released a report with several conclusions and recommendations
that provided a timetable of actions needed to reconfigure and
modernize DHS' healthcare operations by 2015.  However, details as
to implementation and strategy to achieve these objectives are
limited.

For the fiscal year ended June 30, 2009, the system lost
$1.4 million from operations (negative 0.4% operating margin)
compared to an operating loss of $5.3 million (negative 1.5%
operating margin) in 2008.  Maximum annual debt service coverage
is comparable to medians for the category because of the system's
low debt burden (defined as MADS as a percentage of revenues) of
less than 2% compared to the median of 3.1%.  Operating EBITDA
MADS coverage was 1.8 times in 2009, which is above the median for
the category of 1.3x and ahead of the prior year's operating
EBITDA MADS coverage of 1.1x.  At June 30, 2009, DHS' debt service
reserve fund was fully funded and all debt service payments are
current.  For the six-month period ending Dec. 31, 2009, operating
performance improved slightly; DHS broke even from operations,
earning $177,000 for a 0.1% operating margin.

Liquidity is extremely weak.  At fiscal year end 2009, DCS had
20.3 days cash on hand (DCOH), a 3.0x cushion ratio and a 27.5%
cash to debt ratio, compared to medians for the below investment
grade category of 60 DCOH, a 3.6x cushion ratio and 40.2% cash to
debt.  At Dec. 31, 2009, DCOH dropped to 13.2, the cushion ratio
fell to 1.9x and cash-to-debt was 18.3% Unfunded pension
liabilities totaling approximately $81 million at June 30, 2009
are also a major credit concern.

Capital related ratios are also poor compared to medians for the
category.  DHS' debt to capitalization ratio of 233.6% compares
unfavorably to the median of 72.9% for the category, and DHS' 19.7
year average age of plant is much higher than Fitch's below
investment grade median of 12.1 years.  Both metrics are
indicative of the hospital's chronic under-funding of capital
expenditures which is a product of its history of poor financial
performance.


EOS WIND: Moody's Assigns 'Ba3' Ratings on Two Variable Notes
-------------------------------------------------------------
Moody's announced that it has assigned ratings to notes issued by
EOS Wind Limited, an Irish special purpose company.  These ratings
were assigned:

  -- Ba3 to $50,000,000 Class A Principal At-Risk Variable Rate
     Notes due May 26, 2014

  -- Ba3 to $30,000,000 Class B Principal At-Risk Variable Rate
     Notes due May 26, 2014

This transaction is a single issuance sponsored by Munich Re (the
"Counterparty") offering notes that are linked to the occurrence
of certain hurricanes in the United States and, with respect to
the Class B Notes, European windstorms, during the specified risk
period of four years.  The transaction is structured as a
catastrophe bond with index-triggered losses tied to the PCS index
in the U.S. and the Paradex index in Europe.  Potential losses to
Noteholders are incurred based on industry estimated losses due to
hurricanes in the U.S. and windstorms in Europe.

Moody's rating addresses the ultimate cash receipt of all required
interest and principal payments as provided by the governing
documents and is based on the expected loss posed to the
Noteholders relative to the promise of receiving the present value
of such payments.  The rating is based on Moody's analysis of the
probability of occurrence of qualifying events, their timing and
the severity of losses experienced by investors should these
events occur during the risk period.  The rating also addresses
the effectiveness of the documentation in conveying the risks
inherent in the structure as well as the credit strength of the
Counterparty and the collateral.

Moody's evaluation included extensive review of the technical
basis, methodology and historical data used to develop the
probabilistic risk model used by Risk Management Solutions, Inc.
(the "Modeling Agent"), for the analysis of potential losses and
for the stressed scenario runs.  The risk analysis developed by
the Modeling Agent is expressed as an annualized exceedance curve
for the defined industry losses, which is used to calculate
potential losses resulting from events covered by the transaction.
In its rating analysis, Moody's used the risk analysis results
developed by the Modeling Agent and, in addition, applied stresses
to the exceedance curve to capture uncertainties in the modeling
and examine the robustness of the ratings.  By creating a
simplified model of the transaction and using the modified results
provided by the Modeling Agent as an input, Moody's can simulate
the occurrence of multiple scenarios throughout the life of the
transaction.  In addition, Counterparty and collateral risks were
evaluated.

The proceeds from the sale of the Notes were used to purchase
$80,000,000 in shares of U.S. Treasury Money Market Funds (the
"Directed Investments").  These Directed Investments must meet
specific criteria, including but not limited to investing solely
in direct government obligations and holding a rating of AAAm-G by
Standard & Poor's.  This transaction is only the second Moody's-
rated catastrophe bond to utilize this form of collateral in lieu
of a total return swap structure.  This approach provides for
minimal collateral risk and eliminates the third party credit risk
present in total return swap structures.

The Issuer and the Counterparty entered into a Counterparty
Contract which will provide for the payment by the Issuer to the
Counterparty of cash settlement amounts following certain
conditions to settlement being satisfied with regard to one or
more events.  The Counterparty payments made by Munich Re along
with the proceeds from the Directed Investments are designed to
meet the anticipated cash flows under the Notes.


FALCON FRANCHISE: Fitch Takes Various Actions on Four Loans
-----------------------------------------------------------
Fitch Ratings has taken various actions on four Falcon Franchise
Loan transactions.  Fitch has affirmed, downgraded and assigned
Rating Outlooks to the following as indicated:

Falcon Franchise Loan Trust Certificates, Series 1999-1:

-- Class IO notes at 'AAA';
-- Class D notes at 'BBB'; Outlook Stable;
-- Class E notes at 'BB'; Outlook Stable.

The class D and E notes are removed from Rating Watch Negative.

Falcon Franchise Loan Trust Certificates, Series 2000-1:

-- Class IO notes at 'AAA';
-- Class A-2 notes at 'AAA'; Outlook Stable;
-- Class B notes to 'A' from 'AA-'; Outlook Negative;
-- Class C notes to 'BBB' from 'A-'; Outlook Negative;
-- Class D notes to 'BB' from 'BBB-'; Outlook Negative;
-- Class E notes to 'CCC/RR2' from 'B'.

The class A-2, B, C, D, and E notes are removed from Rating Watch
Negative.

Falcon Auto Dealership LLC, Series 2001-1:

-- Class IO notes at 'AAA';
-- Class A-2 notes at 'AA+'; Outlook Stable;
-- Class B notes at 'A'; Outlook Negative;
-- Class C notes to 'BB' from 'BBB-'; Outlook Negative;
-- Class D notes to 'CCC/RR5' from 'B-';
-- Class E notes to 'D/RR6' from 'CC/RR5';
-- Class F notes revised to 'D/RR6' from 'C/RR6'.

The class A-2, B, C, D, and E notes are removed from Rating Watch
Negative.

Falcon Auto Dealership LLC, Series 2003-1:

-- Class IO notes at 'AAA';
-- Class A-1 and A-2 notes to 'A' from 'AAA';
-- Class B notes to 'B' from 'BBB';
-- Class C notes to 'CC/RR6' from 'BB';
-- Class D notes to 'C/RR6' from 'B';
-- Class E notes to 'C/RR6' from 'CCC/RR1';
-- Class F notes at 'C/RR6'.

The class C, D, and E notes are removed from Rating Watch Negative
while the class A-1, A-2, and B notes remain on Rating Watch
Negative.

The affirmations on all the classes in Falcon 1999-1 reflect
consistent performance and growing credit enhancement levels.
While there is one specially serviced obligor in the transaction,
the current enhancement structure is able to support stressed
losses commensurate with the current ratings.

The downgrades of the class B through E notes in Falcon 2000-1
reflect the ability for each class to pass stress cases consistent
with the revised ratings.  In addition, interest shortfalls are
currently affecting the class D and E notes.  While the class D
interest shortfalls are currently declining, there is the
potential for more senior notes in the structure to miss monthly
interest payments if additional obligors default.  The potential
for these shortfalls is reflected in the Negative Outlook assigned
to the class B, C, and D notes.

The downgrades to the class C and D notes in Falcon 2001-1 reflect
both Fitch's expectation for future losses on the currently
specially serviced obligors as well as the C and D classes'
inability to pass Fitch's 'BBB-' and 'B-' stress cases,
respectively.  The 'D' assignment to the class E and F notes
reflects the principal writedowns incurred to date.  Furthermore,
class C, D, E, and F notes have accrued interest shortfalls.
While the class C interest shortfalls are currently declining,
similar to 2000-1, the potential for additional interest
shortfalls is reflected in the Negative Outlook assigned to the
class B and C notes.

The downgrades to the class A, B, C, D, and E notes in 2003-1
reflect Fitch's recovery prospects on outstanding defaults which
have worsened since last review, potential losses on new specially
serviced obligors, growing interest shortfalls on the subordinate
classes, and the inability of each of the classes to pass Fitch's
stress cases at their current ratings.  The largest loan in the
transaction is currently defaulted and Fitch's expected recoveries
on this loan have decreased since last review.  The expected
writedowns will leave all notes in the structure with less credit
support.  Furthermore, over half of the collateral pool is in
special servicing, including the second largest loan in the
transaction.  Significant deterioration in Fitch's recovery
expectations for these loans may lead to additional negative
rating actions.  Thus, the class A and B notes remain on Rating
Watch Negative.

In reviewing the transactions, Fitch took into account analytical
considerations outlined in Fitch's 'Global Structured Finance
Rating Criteria', dated Sept. 30, 2009, including asset quality,
credit enhancement, financial structure, legal structure, and
originator and servicer quality.

Fitch's analysis first incorporated anticipated losses on
currently defaulted collateral given Fitch's recovery
expectations.  Fitch's recovery expectations are based on
historical collateral-specific recoveries experienced in the
franchise asset backed securities (ABS) sector since 1994.  The
resulting anticipated collateral losses were then applied to the
transaction structure, enabling Fitch to asses the impact of the
expected losses on the securities and available credit
enhancement.

Next, to assess the structure's ability to withstand additional
loan defaults, Fitch assumed additional borrowers would default
based on their current fixed charged coverage ratios (FCCRs).
Under specific scenarios for each rating category, borrowers with
an FCCR below a defined level were assumed to default and realize
a loss in the near future.  If a class was able to withstand the
assumed defaults without incurring a loss, it was considered to
have passed that particular scenario.  These FCCR 'hurdles' for
the respective scenarios ranged from 1.0 times (x) for the 'B'
case to 2.0x for the 'AAA' case.  FCCR default levels were based
on an analysis of historical franchise loan obligor FCCR data from
2005-2009 and particularly focused on the level of borrower
deterioration that occurred in the most recent economic downturn.

Additionally, to review possible concentration risks within the
pool, Fitch evaluated the impact of the default of the largest
performing obligors.  Similar to the analysis detailed above,
Fitch applied loss and recovery expectations to the performing
obligors based on collateral type and historical recovery
performance.  The expected loss assumption was then compared to
the credit support available to the outstanding notes given
Fitch's expected losses on the currently defaulted loans.
Consistent with the obligor approach detailed in 'Rating US
Equipment Lease and Loan Securitizations', dated June 16, 2008,
Fitch applied losses from the largest performing obligors
commensurate with the individual rating category.  The number of
obligors ranges from 1.5 at 'BB' up to 5-6 at 'AAA'.

Fitch will continue to closely monitor these transactions and may
take additional rating action in the event of changes in
performance and credit enhancement measures.


FARM CREDIT: Moody's Confirms 'Ba2' Ratings on 2008-A Certs.
------------------------------------------------------------
Moody's has confirmed the ratings of the certificates in a
synthetic securitization of U.S. farm mortgage loans originated &
serviced by Farm Credit Services of America.  The securitization
is primarily a Credit Default Swap to cover any losses on the
underlying reference pools of loans made to farmers in the
Midwest.  The pools consist of real estate-secured first lien
agribusiness loans.  Under the terms of the agreement, the CDS is
required to pay an amount equal to the outstanding balance of a
defaulted loan less recoveries if such defaults exceed the first
loss position.

The certificates were placed on review for possible downgrade in
March 2010 because of the increase in late stage delinquencies
which exposed them to potential losses.  During the review period
Moody's has obtained information on the underlying pool.  The
loans have strong loan to value levels and relatively strong
credit profile of the borrowers (i.e., high FICO scores and low
debt to asset/income ratios).  Furthermore, delinquencies in the
pool have decreased substantially since the review because of
successful resolutions and payoffs.  Assuming a 100% roll rate to
default for all loans that are more than 60 days past due and 25%-
50% severity of losses, the B2 rated certificates in the
securitization would have 13.3-26.6 times loss coverage.

In Moody's approach to projecting cumulative losses, Moody's apply
stressed roll rates and loss severity assumptions for a projected
stress period and less severe assumptions for a projected stable
period thereafter.  Moody's stress and stable period forecasts are
in line with Moody's Economy.com's baseline economic forecast.
The stressed assumptions are derived from actual roll rates and
loss severities measured at different points in time during the
current recession.  In projecting expected losses over the stable
economic period in the future, Moody's softens its assumptions to
match the pre-recession levels.  A transaction's ultimate expected
losses are determined by adding the resulting stable period
projected losses to the stressed period projected losses and the
pool's current realized losses.  The factors driving the Aaa
credit enhancement level for the deal include the credit quality
of the collateral pool, industrial and geographical
concentrations, obligor concentrations, the historical variability
of losses, the servicing quality, and the structural features of
the deal.

Once the expected loss and Aaa proxy levels are established, the
adequacy of available credit enhancement to the existing ratings
is assessed using a cash flow model.  The model incorporates a set
of assumptions about the collateral performance, including but not
limited to the timing and level of loan losses, the level of
prepayments, and interest rates, to assess whether the rated notes
can be paid back in full under the assumptions and given the
proposed capital structure and collateral pool characteristics.
Moody's benchmarks the Aaa credit enhancement level to obtain the
levels for other ratings using a lognormal distribution of losses.

The complete rating action is:

Issuer: Omaha 2008-A LLC

  -- Certificates, Confirmed at Ba2; previously on March 3, 2010
     Ba2 Placed Under Review for Possible Downgrade


FIRST UNION: Fitch Junks Rating on Class M Notes to 'C/RR3'
-----------------------------------------------------------
Fitch Ratings has downgraded, assigned Loss Severity (LS) ratings,
and lowered the recovery rating (RR) of First Union National Bank
Commercial Mortgage Trust's commercial mortgage pass-through
certificates, series 1999-C4 as follows:

-- $8.9 million class L to 'B-/LS4' from 'B+'; Outlook Negative;
-- $8.9 million class M to 'C/RR3' from 'CCC/RR1'.

In addition, Fitch affirmed and assigned LS rating to the
following classes;

--Interest-only class IO at 'AAA'; Outlook Stable;
-- $20.5 million class E at 'AAA/LS3'; Outlook Stable;
-- $13.3 million class F at 'AAA/LS3'; Outlook Stable;
-- $33.2 million class G at 'AA/LS3'; Outlook Stable;
-- $11.1 million class H at 'A/LS3'; Outlook Negative;
-- $2.2 million class J at 'A-/LS5'; Outlook Negative;
-- $6.6 million class K at 'BBB/LS4'; Outlook Negative.

Fitch does not rate the $4.3 million class N certificates.

The downgrades are due to Fitch expected losses following Fitch's
prospective review of potential stresses and expected losses
associated with specially serviced assets.  Fitch expects losses
of 7.82% of the remaining pool balance, approximately $8.5
million, from the loans in special servicing and the loans that
are not expected to refinance at maturity based on Fitch's
refinance test.

As of the April 2010 distribution date, the pool's collateral
balance has paid down 87.7% to $108.9 million from $885.7 million
at issuance.  Ten of the remaining loans have defeased (47%).

As of April 2010, there are 11 specially serviced loans (33.78%).
The largest specially serviced loan (10.06%) is secured by a
218,978 square foot (sf) retail center located in Ashwaubeon, WI.
The loan transferred to special servicing in July 2009 for
imminent default.  The loan was scheduled to mature in
October 2009.  The special servicer recently reached a
modification agreement with the borrower under which the loan will
be extended for a year and the interest rate will be reduced.  The
borrower also agreed to fund tenant improvements and the
implementation of a lock box.  The loan is expected to return to
the master servicer after three timely payments.

The second largest specially serviced loan (7.08%) is secured by a
190 unit multifamily property located in Jonesboro, GA.  The loan
transferred to special servicing in October 2009 for maturity
default after the borrower was unable to refinance the loan.  The
special servicer has filed for foreclosure and is working to have
a receiver appointed to take control of the property.  The most
recent servicer reported occupancy is 93% as of March 2010, and
the year end 2009 debt service coverage ratio was 0.93 times (x).

Fitch stressed the cash flow of the remaining non-defeased loans
by applying a 10% reduction to 2008 fiscal year end net operating
income and applying an adjusted market cap rate between 7.25% and
10.5% to determine value.

Similar to Fitch's prospective analysis of recent vintage CMBS,
each loan also underwent a refinance test by applying an 8%
interest rate and 30-year amortization schedule based on the
stressed cash flow.  Loans that could refinance to a debt service
coverage ratio of 1.25x or higher were considered to payoff at
maturity.  Under this scenario, one loan is not expected to payoff
at maturity and incur a loss when compared to Fitch's stressed
value.


FRANKLIN AUTO: S&P Raises Ratings on Class C 2005-1 Notes
---------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
C notes from Franklin Auto Trust's series 2005-1, as well as the
class B notes from series 2006-1 and 2008-A.  S&P also lowered its
rating on the class C notes from series 2007-1 and placed its
rating on the class D notes from series 2008-A on CreditWatch with
negative implications.  S&P affirmed its ratings on the remaining
12 classes from five outstanding Franklin Auto Trust transactions.

The rating actions reflect the collateral performance to date of
each transaction, S&P's views regarding future collateral
performance, and the respective credit enhancement levels of the
affected series.  Cumulative net losses have been trending higher
with each successive transaction, but delinquencies for each
transaction are generally within a similar range.  As a result,
Standard & Poor's raised its cumulative net loss expectations for
all of the transactions except for series 2004-2, for which S&P
lowered its next loss expectations.

                             Table 1

                    Collateral Performance (%)

                                               Former       Revised
                Pool    Current  60-plus day   lifetime     lifetime
  Series   Mo.  factor  CNL      delinq.       CNL(i) exp.  CNL exp.(ii)
  ------   ---  ------  -------  -----------   -----------  ------------
  2004-2   65    2.33   2.36     1.81          3.20-3.40    2.37-2.43
  2005-1   53    7.35   4.12     1.22          3.90-4.10    4.25-4.45
  2006-1   44   17.30   6.25     1.49          5.60-6.00    7.15-7.45
  2007-1   37   27.60   7.12     1.65          7.50-8.00    9.00-9.50
  2008-A   24   46.18   6.54     1.41          10.00-10.50  10.75-11.25

(i) CNL-cumulative net loss.
(ii)Revised CNL expectations based on current performance data.

The issuer initially structured series 2005-1 and subsequent
series as sequential principal payment structures with credit
enhancement consisting of subordination for the higher-rated
tranches, a letter of credit commitment, and a spread account.
The transaction documents state that the spread account can build
by trapping monthly excess spread, and, combined with the LOC
commitment, reach a specified combined credit enhancement target
as shown in table 2.  The spread account is subject to a 0.50%
floor, and the LOC is subject to a 1.00% floor for a combined
floor of 1.50% of the initial collateral balance.

In addition, the transaction documents state that the structures
can benefit from a cumulative net loss trigger that prevents any
step-down of the spread account and LOC in the event that losses
exceed prescribed levels in any given month.  However, if
cumulative net losses fall below the trigger for one month, the
transaction documents allow the spread account and LOC to step
down to their respective targets or floors.  As of the April 2010
performance month, the issuer had already replaced the LOCs for
the series 2005-1, 2006-1, and 2008-A with a cash-funded account
by drawing on the LOC amount available (as permitted by the
transaction documents).  The issuer replaced the LOCs after S&P
lowered its short-term ratings on the LOC providers.
In addition, series 2007-1 and 2008-A have breached their
cumulative net loss triggers, preventing any current step-down of
their spread accounts and LOC or cash-funded accounts.  Series
2007-1 can not cure its cumulative net loss trigger, as its
cumulative net losses are higher than the final trigger level.  In
addition, the losses sustained to date have caused the outstanding
credit enhancement to decline below the floor amount.  Series
2008-A triggered its net loss provision, which has prevented it
from stepping down its enhancement even though the current
enhancement level is higher than its target enhancement level and
has the potential to cure.

                              Table 2

                   Spread Account And LOC Levels

                              Combined     Current    Current LOC/
         Initial              enhancement  spread     cash funded
         spread   Initial     target       account(i) account(ii)
         account  LOC         (% of        (% of      (% of
Series* deposit  commitment  current)     current)   current)
------- -------  ----------  -----------  ---------- -----------
2005-1   0.00     3.85         5.25        0.52       13.83
2006-1   0.00     3.50         5.25        0.00       5.65
2007-1   0.00     3.25         5.00        0.03       4.20
2008-A   2.25     5.75         10.25       2.31       12.45

    * Series 2004-2 is a monoline insurer-wrapped transaction.

(i) Spread account (% of current) is subject to a floor of 0.50%
     of initial collateral balance.

(ii) LOC/cash funded account (% of current balance) is subject to
     a floor of 1.00% of the initial collateral balance.

The raised and affirmed ratings reflect the growth or sufficiency
in credit support, as a percent of the amortizing pool balances,
compared with S&P's expected remaining losses.  The classes with
raised and affirmed ratings were able to withstand cash flow
stress scenarios at their respective rating levels despite S&P's
higher lifetime loss expectations for all series except 2004-2,
for which S&P lowered its expectations.

The downgrade of class C from series 2007-1 reflects the fact that
the amount of credit enhancement remaining is no longer sufficient
to support the prior rating given S&P's expected remaining losses
on the pool.  Credit enhancement has decreased below its floor
level due to the elevated level of losses experienced.  Cumulative
net losses to date are 7.12% of the original balance.

S&P placed the rating on class D from series 2008-A on CreditWatch
negative due to the potential negative impact on the loss coverage
provided by the remaining credit enhancement; loss coverage will
be adversely affected if some credit enhancement is released due
to cumulative net loss trigger levels taking effect in the next
few months.  According to the transaction documents, credit
enhancement can step down to its target enhancement level if
cumulative net losses are below the monthly trigger level.  As of
the May distribution date, cumulative net losses were 6.54%,
compared with the trigger level of 6.50%.  If cumulative net
losses come in below next month's 6.75% trigger level or these
month's 7.05% level (the cumulative net loss trigger steps up
monthly, ultimately to 8.80% by February 2011), the provision
allows for credit enhancement to step down to 10.25% of the
current pool balance.  If that occurs, the enhancement level may
not be sufficient to support the current rating given S&P's higher
expected cumulative net losses.

                             Table 3

                        Hard Credit Support

                                                Current
                              Total hard        total hard
                   Pool       credit support    credit support(i)
   Series   Class  factor(%)  at issuance(i)    (% of current)
   ------   -----  ---------  --------------    -----------------
   2004-2*  A      2.33       3.25              85.74
   2005-1   B      7.35       10.60             106.15
   2005-1   C      7.35       3.85              14.35
   2006-1   A      17.30      14.50             69.25
   2006-1   B      17.30      8.25              33.11
   2006-1   C      17.30      3.50              5.65
   2007-1   A      27.60      14.25             44.09
   2007-1   B      27.60      7.75              20.54
   2007-1   C      27.60      3.25              4.24
   2008-A   A      46.18      26.77             55.42
   2008-A   B      46.18      24.01             49.44
   2008-A   C      46.18      16.68             32.66
   2008-A   D      46.18      8.00              14.77

    * Series 2004-2 is a monoline insurer-wrapped transaction.

(i) Consists of spread account and LOC/cash funded account, as
    well as subordination for the higher rated tranches, and
    excludes excess spread that can also provide additional
    enhancement.

S&P incorporated its cash flow analysis in its review of these
transactions, which included current and historical performance to
estimate future performance.  S&P's various cash flow scenarios
included forward-looking assumptions on recoveries, timing of
losses, and voluntary absolute prepayment speeds that S&P believes
are appropriate given each transaction's current performance.  The
results demonstrated, in S&P's view, that all of the classes from
the transactions S&P reviewed have adequate credit enhancement at
their respective raised, lowered, or affirmed rating levels.

Standard & Poor's expects to resolve the CreditWatch placement of
the rating on the class D notes from series 2008-A in the near
future, and may take further rating actions as appropriate.

S&P will continue to monitor the performance of all of the
outstanding transactions to ensure that the credit enhancement
remains sufficient, in S&P's view, to cover its revised cumulative
net loss expectations under its stress scenarios for each of the
rated classes.

                          Ratings Raised

                       Franklin Auto Trust

                                      Rating
                                      ------
              Series   Class    To              From
              ------   -----    --              ----
              2005-1   C        AAA             A-
              2006-1   B        AAA             AA
              2008-A   B        AA+             AA

                          Rating Lowered

                       Franklin Auto Trust

                                      Rating
                                      ------
              Series   Class    To              From
              ------   -----    --              ----
              2007-1   C        B+              BB+

               Rating Placed On Creditwatch Negative

                       Franklin Auto Trust

                                      Rating
                                      ------
              Series   Class    To              From
              ------   -----    --              ----
              2008-A   D        BBB-/Watch Neg  BBB-

                         Ratings Affirmed

                        Franklin Auto Trust

                     Series   Class    Rating
                     ------   -----    ------
                     2004-2   A-4      AAA
                     2005-1   B        AAA
                     2006-1   A-4      AAA
                     2006-1   C        BBB
                     2007-1   A-3      AAA
                     2007-1   A-4      AAA
                     2007-1   B        A
                     2008-A   A-2      AAA
                     2008-A   A-3      AAA
                     2008-A   A-4a     AAA
                     2008-A   A-4b     AAA
                     2008-A   C        A


GE BUSINESS: Fitch Affirms 'BB' Rating on 3 Classes of D Notes
--------------------------------------------------------------
Fitch Ratings has affirmed the following GE Business Loan Trusts
and assigns Rating Outlooks as indicated:

Series 2003-1

-- Class A at 'AAA'; Outlook Stable;
-- Class B at 'A'; Outlook Stable.

Series 2003-2

-- Class A at 'AAA'; Outlook Stable;
-- Class B at 'A'; Outlook Stable;
-- Class C at 'BBB'; Outlook Stable.

Series 2004-2

-- Class A at 'AAA'; Outlook Stable;
-- Class B at 'A'; Outlook Stable;
-- Class C at 'BBB'; Outlook Stable;
-- Class D at 'BB'; Outlook Stable.

Series 2005-1

-- Class A-2 at 'AAA'; Outlook Stable;
-- Class A-3 at 'AAA'; Outlook Stable;
-- Class B at 'A'; Outlook Stable;
-- Class C at 'BBB'; Outlook Stable;
-- Class D at 'BB'; Outlook Stable.

Series 2005-2

-- Class A at 'AAA'; Outlook Stable;
-- Class B at 'A'; Outlook Stable;
-- Class C at 'BBB'; Outlook Stable;
-- Class D at 'BB'; Outlook Stable.

Series 2006-1

-- Class A at 'AAA'; Outlook Stable;
-- Class IO at 'AAA';
-- Class B at 'AA';Outlook Stable;
-- Class C at 'A';Outlook Stable;
-- Class D at 'BBB'; Outlook Stable.

Series 2006-2
-- Class A at 'AAA'; Outlook Negative;
-- Class B at 'AA'; Outlook Negative;
-- Class C at 'A'; Outlook Negative;

In addition, the class D note in series 2006-2, currently rated
'BBB', is placed on Rating Watch Negative.

The rating affirmations are primarily driven by continued
increasing credit enhancement within the transactions despite
performance deterioration.  Since Fitch's last review, the
transactions have seen an increase in total delinquencies and, in
some cases, a slight increase in net losses.  Total delinquencies
within the portfolio range from 2.87% to 7.54%.  Current net
losses range from zero to 74bps for the outstanding series.
Although delinquencies and losses have increased, the transactions
continue to perform within Fitch's expectations.

The Stable Outlook designation on the 2003-1, 2003-2, 2004-2,
2005-1, 5005-2, and 2006-1 trusts reflects Fitch's view that
performance within the transactions is not expected to materially
change in the near term and loss coverage is expected to remain
consistent with current rating levels.

The Negative Outlook designation for the 2006-2 trust is a result
of a significant increase in delinquencies within the pool over
the past year.  Asset deterioration within the pool has been
notably worse than prior transactions, as evidenced by delinquency
performance.  As of the May 2010 reporting period, total
delinquencies represented 7.54% of the pool, the highest
concentration to date.  In particular, late-stage delinquencies
(loans that are more than 180 days past due) represented 4.38% of
the pool.  Despite the weaker performance, cumulative net losses
have been minimal at 5bps.  However, as late-stage delinquencies
continue through the liquidation process, credit enhancement may
be materially impacted if recoveries are lower than expected.
As such, Fitch is assigning a Negative Rating Outlook to the class
A, B, and C note.  Additionally, Fitch has placed the class D note
on Rating Watch Negative as this class does not benefit from
subordination.  Available credit enhancement is solely provided by
a reserve account, which would provide limited support in a
stressed recovery scenario.

In reviewing the transactions, Fitch took into account analytical
considerations outlined in Fitch's Global Structured Finance
Rating Criteria, issued Sept. 30, 2009, including asset quality,
credit enhancement, financial structure, legal structure, and
originator and servicer quality.

Fitch's analysis incorporated a review of collateral
characteristics, in particular, focusing on delinquent and
defaulted loans within the pool.  All loans over 60 days
delinquent were deemed defaulted loans.  The defaulted loans were
applied loss and recovery expectations based on collateral type
and historical recovery performance to establish an expected net
loss assumption for the transaction.  Fitch stressed the cashflow
generated by the underlying assets by applying its expected net
loss assumption.  Furthermore, Fitch applied a loss multiplier to
evaluate break-even cash flow runs to determine the level of
expected cumulative losses the structure can withstand at a given
rating level.  The loss multiplier scale utilized is consistent
with that of other commercial ABS transactions.

Additionally, to review possible concentration risks within the
pool, Fitch evaluated the impact of the default of the largest
performing obligors.  Similar to the analysis detailed above,
Fitch applied loss and recovery expectations to the performing
obligors based on collateral type and historical recovery
performance.  The expected loss assumption was then compared to
the credit support available to the outstanding notes given
Fitch's expected losses on the currently defaulted loans.
Consistent with the obligor approach detailed in 'Rating US
Equipment Lease and Loan Securitizations', dated June 16, 2008,
Fitch applied losses from the largest performing obligors
commensurate with the individual rating category. The number of
obligors ranges from 5-6 at 'AAA' to 1.5 at 'BB'.


GE CAPITAL: Fitch Junks Rating on Class L Notes to 'CC/RR1'
-----------------------------------------------------------
Fitch Ratings has downgraded four classes of GE Capital Commercial
Mortgage Corp.'s commercial mortgage pass-through certificates,
series 2001-2.

The downgrades are to due insufficient credit enhancement to
offset Fitch expected losses following Fitch's prospective review
of potential stresses and expected losses associated with
specially serviced assets.  Fitch expects losses of approximately
2.3% of the remaining pool balance, approximately $16.9 million,
from the loans in special servicing and the loans that are not
expected to refinance at maturity based on Fitch's refinance test.

As of the May distribution date, the pool has paid down 27.8% to
$723 million from $1.23 billion at issuance and 28 loans (27.5%)
have defeased.  The top 10 non-defeased loans represent 25.8% of
the pool.  The loans have generally experienced stable performance
since issuance and have reported debt service coverage ratios
greater than 1.25 times (x).

There are currently five assets in special servicing.  The three
largest (2.8%) are secured by apartment complexes in Atlanta, GA
and share a common sponsor.  The properties have experienced a
decline in performance due to the economic downturn.  Two of the
assets are REO and one is in foreclosure.

The next largest specially serviced loan (0.43%) is secured by a
56,000 square foot (sf) retail center located in Eden, NC.  The
loan transferred due to monetary default in September 2009, and
the special servicer is pursing foreclosure.  The smallest
specially serviced asset (0.41%) is secured by an apartment
complex in Athens, GA.  The loan transferred in January 2010 due
to imminent default.  The special servicer is pursuing
foreclosure. Appraised values for all of the specially serviced
assets indicate losses.

Fitch stressed the cash flow of the remaining non-defeased loans
by applying a 10% reduction to 2008 fiscal year end net operating
income and applying an adjusted, property specific market cap rate
between 7.25% and 10.5% to determine value.

Similar to Fitch's prospective analysis of recent vintage
commercial mortgage backed securities (CMBS), each loan also
underwent a refinance test by applying an 8% interest rate and 30-
year amortization schedule based on the stressed cash flow.  Loans
that could refinance to a DSCR of 1.25x or higher were considered
to pay off at maturity.  Twenty-nine loans did not pay off at
maturity with two loans incurring a loss when compared to Fitch's
stressed value.

Fitch has downgraded and assigned Loss Severity (LS) ratings to
the following classes as indicated:

-- $18.8 million class I to 'BBB-/LS4' from 'BBB'; Outlook
    Negative;

-- $5 million class J to 'BB/LS5' from 'BBB-'; Outlook Negative;

-- $7.5 million class K to 'B/LS5' from 'BB-'; Outlook Negative;

-- $12.5 million class L to 'CC/RR1' from 'CCC/RR1'.

Additionally, Fitch has affirmed the ratings, revised one Rating
Outlook and assigned LS ratings to the following classes as
indicated:

-- $506.7 million class A-4 at 'AAA/LS1'; Outlook Stable;
-- $40.1 million class B at 'AAA/LS3'; Outlook Stable;
-- $45.1 million class C at 'AAA/LS3'; Outlook Stable;
-- Interest-only classes X-1 and X-2 at 'AAA'; Outlook Stable;
-- $12.5 million class D at 'AAA/LS4'; Outlook Stable;
-- $10 million class E at 'AAA/LS5'; Outlook Stable;
-- $18.8 million class F at 'AA+/LS4'. Outlook Stable;
-- $11.3 million class G at 'AA-/LS5'; Outlook Stable;
-- $21.3 million class H at 'A-/LS4'; Outlook to Negative from
    Stable.

Fitch does not rate the $7.5 million class M and the $5.7 million
class N. Classes A-1, A-2 and A-3 have been paid in full.


GE CAPITAL: S&P Junks 2 Classes for Series 2001-2 Certificates
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on five
classes of commercial mortgage-backed securities (CMBS) from GE
Capital Commercial Mortgage Corp.'s series 2001-3 and removed them
from CreditWatch with negative implications.  In addition, S&P
affirmed its ratings on eight other classes from the same
transaction and removed two of them from CreditWatch with negative
implications.

S&P said, "The rating actions follow our analysis of the
transaction using our U.S. conduit and fusion CMBS criteria.  The
downgrades of the subordinate classes reflect credit support
erosion that we anticipate will occur upon the eventual resolution
of six specially serviced assets.  In addition, current and
potential interest shortfalls, primarily due to appraisal
subordinate entitlement reductions (ASERs) and special servicing
fees, were a further consideration in the downgrades of these
certificates."

"Our analysis included a review of the credit characteristics
of all of the loans in the pool. Using servicer-provided
financial information, Standard & Poor's calculated an adjusted
debt service coverage (DSC) of 1.35x and a loan-to-value (LTV)
ratio of 77.5%.  We further stressed the loans' cash flows under
our 'AAA' scenario to yield a weighted average DSC of 1.14x and
an LTV ratio of 100.1%.  The implied defaults and loss severity
under the 'AAA' scenario were 34.9% and 24.3%, respectively.
All of the adjusted DSC and LTV calculations excluded six
($45.5 million, 6.4%) of the eight specially serviced assets and
29 ($211.6 million, 30.0%) defeased loans.  We separately
estimated losses for the six specially serviced assets, which we
included in our '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.  We affirmed our ratings on the class X-1
interest-only (IO) certificates based on our current criteria,"
said S&P.

Credit Consideration

S&P said, "As of the May 2010 remittance report, eight assets
($58.9 million, 8.3%) were with the special servicer, LNR Partners
Inc. (LNR).  The payment status of the specially serviced assets
is as follows: two ($23.8 million, 3.3%) are real estate owned
(REO) by the trust, two ($12.3 million, 1.7%) are in foreclosure,
one ($3.8 million, 0.5%) is 90-plus days delinquent, and three
($19.0 million, 2.7%) are within their respective grace periods.
Five of the specially serviced assets have appraisal reduction
amounts (ARAs) in effect totaling $22.1 million."

"The Arbors at Brookhollow is the largest asset with the special
servicer and the eighth-largest exposure in the pool.  It has a
total exposure of $14.1 million (1.8%), which consists of
$12.9 million of unpaid principal balance and $1.2 million of
advancing and interest thereon.  Asset is a 114,363 sq.-ft. office
building in Arlington, Texas.  The loan was transferred to LNR on
Nov. 14, 2008, due to the property owner's bankruptcy.  A
foreclosure sale occurred on April 6, 2010, and the asset is
currently REO.  As of the nine months ended Sept. 30, 2008, the
property had a DSC of 1.24x. Standard & Poor's anticipates a
significant loss upon the eventual resolution of this asset.

"The Highland Landing Apartments is the second-largest asset with
the special servicer and the ninth-largest exposure in the pool.
It has a total exposure of $12.8 million (1.5%), which consists of
$10.9 million of unpaid principal balance and $1.9 million of
advancing and interest thereon. The asset is a 352-unit apartment
complex in Decatur, Ga. The loan was transferred to LNR on
Nov. 6, 2008, due to payment default, and the property became REO
on Oct. 6, 2009. LNR has retained Cock/Finkelstein Inc. as the
manager/leasing agent, which is currently readying vacant units
for a lease-up program, with preparations for a sale of the
property expected shortly thereafter. Standard & Poor's
anticipates a significant loss upon the eventual resolution of
this asset.

"The six remaining specially serviced loans ($35.0 million, 4.9%)
have balances that individually represent less than $10 million,
or 1.4% of the total pool balance. We estimated losses ranging
from 10.0% to 62.2% for four of these assets ($21.6 million,
3.0%). We did not provide a loss estimate for the two
remaining specially serviced assets ($13.4 million, 1.9%), as one
has been brought current and we expect it to be returned to the
master servicer, and the other is the subject of ongoing
modification discussions.

"In arriving at our current ratings, we also considered the
transaction's significant near-term loan maturities. Excluding the
29 defeased loans and eight specially serviced assets,
approximately 58.6% of the loans, by balance, mature by December
2011.

"One loan ($3.8 million, 0.4%) that was previously with the
special servicer has been returned to the master servicer.
According to the transaction documents, the special servicer is
entitled to a workout fee equal to 1.0% of all future principal
and interest payments on the corrected loans, provided the loans
continue to perform and remain with the master servicer," said
S&P.

Transaction Summary

S&P said, "As of the May 2010 remittance report, the aggregate
trust balance was $713.3 million, which represents 74.0% of the
aggregate pooled trust balance at issuance.  There are 114 assets
in the pool, down from 133 at issuance.  The master servicer for
the transaction is Wells Fargo Commercial Mortgage Servicing
(Wells Fargo).  The master servicer provided financial information
for 96.3% of the loans in the pool, and 97.3% of the servicer-
provided information was full-year 2008, interim 2009, or full-
year 2009 data.

"We calculated a weighted average DSC of 1.29x for the pool based
on the reported figures.  Our adjusted DSC and LTV were 1.35x and
77.5%, respectively, which exclude six specially serviced assets
($45.5 million, 6.4%) and 29 ($211.6 million, 30.0%) defeased
loans.  We separately estimated losses for the six specially
serviced assets, and the five assets with reported DSC figures
had a weighted average DSC of 0.85x. If we included those six
specially serviced assets in our adjusted DSC calculation, the
result would be 1.28x.  To date, the trust has experienced
principal losses totaling $16.1 million relating to five assets.
Twenty-four loans ($146.9 million, 20.6%), including the fourth-,
sixth-, and seventh-largest real estate exposures in the pool,
are on the master servicer's watchlist.  Twenty-four loans
($136.0 million, 19.1%) have a reported DSC of less than 1.10x,
and 16 of these loans ($98.8 million, 13.9%) have a reported DSC
of less than 1.0x," said S&P.

Summary of Top 10 Loans

S&P said, "The top 10 real estate exposures have an aggregate
outstanding balance of $187.4 million (26.3%).  Using servicer-
reported numbers, we calculated a weighted average DSC of 1.28x
for the top 10 exposures.  Our adjusted DSC and LTV for these
loans were 1.26x and 79.5%, respectively.  The fourth-, sixth-,
and seventh-largest real estate exposures appear on the master
servicer's watchlist."

"The Continental Park loan ($21.5 million, 3.0%), the fourth-
largest loan in the pool, is secured by a 203,727 sq.-ft. office
building in El Segundo, Calif. The loan appears on the master
servicer's watchlist because of its low DSC.  As of the 12 months
ended Oct. 31, 2009, reported DSC was 0.73x. The reported
occupancy was 78.3% as of Dec. 8, 2009.

"The Cupertino City Center loan ($13.9 million, 2.0%), the sixth-
largest loan in the pool, is secured by a 99-unit multifamily
complex in Cupertino, Calif.  The loan appears on the master
servicer's watchlist due to low DSC. As of year-end 2009, the
reported DSC was 1.05x.  The reported occupancy was 97.9% as
of March 10, 2010.  According to the master servicer's watchlist
commentary, the borrower reports that local market conditions are
soft and rent concessions are being offered.

"The Willowtree Apartments loan ($13.4 million, 1.9%), the
seventh-largest loan in the pool, is secured by a 312-unit student
housing complex in Ann Arbor, Mich.  The loan appears on the
master servicer's watchlist due to a decline in occupancy. The
reported occupancy was 41.7% as of Sept. 1, 2009.  As of year-end
2009, reported DSC was 1.44x. Per the borrower, rent concessions
are being offered to improve occupancy.

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

Ratings Lowered and Removed From Credtiwatch Negative

GE Capital Commercial Mortgage Corp.
Commercial mortgage pass-through certificates series 2001-3
             Rating
Class  To             From           Credit enhancement (%)
G      A-             A+/Watch Neg                     9.91
H      BB             BBB+/Watch Neg                   6.02
I      B              BBB-/Watch Neg                   4.84
J      CCC            BB+/Watch Neg                    3.82
K      CCC-           BB-/Watch Neg                    2.14

Ratings Affirmed and Removed From Credtiwatch Negative

GE Capital Commercial Mortgage Corp.
Commercial mortgage pass-through certificates series 2001-3
             Rating
Class  To             From           Credit enhancement (%)
E      AA+            AA+/Watch Neg                   13.62
F      AA             AA/Watch Neg                    11.59

Ratings Affirmed

GE Capital Commercial Mortgage Corp.
Commercial mortgage pass-through certificates series 2001-3

Class  Rating        Credit enhancement (%)
A-1    AAA                            27.81
A-2    AAA                            27.81
B      AAA                            21.90
C      AAA                            16.49
D      AAA                            14.63
X-1    AAA                              N/A

N/A-Not applicable.


GENERAL ELECTRIC: Fitch Junks Ratings on Three Classes of Notes
---------------------------------------------------------------
Fitch Ratings downgrades two classes of General Electric Capital
Assurance Company, GFCM 2003-1 commercial mortgage pass-through
certificates, series 2003-1 as follows:

-- $2 million class H to 'D/RR6' from 'C/RR6';
-- $0 class J to 'D/RR6' from 'C/RR6'.

In addition, Fitch affirms the following classes, assigns Loss
Severity (LS) ratings, and revises Rating Outlooks as indicated:

-- $239.2 million class A-4 at 'AAA/LS1'; Outlook Stable;
-- $112.7 million class A-5 at 'AAA/LS1'; Outlook Stable;
-- Interest-only class X at 'AAA'; Outlook Stable;
-- $11.3 million class B at 'AA+/LS3'; Outlook Stable;
-- $13.4 million class C at 'A+/LS3'; Outlook Stable;
-- $11.3 million class D at 'BBB/LS3'; Outlook Stable;
-- $10.3 million class E at 'BBB-/LS3'; Outlook to Stable from
    Negative;
-- $12.3 million class F at 'B-/LS3' Outlook Negative;
-- $7.2 million class G at 'CC/RR3';

Classes A-1, A-2, and A-3 have paid in full.

The downgrades are due to the disposition of a specially serviced
loan in which losses to the trust were realized.  The rating
affirmations are the result of sufficient credit enhancement to
offset Fitch expected losses following Fitch's prospective review
of potential stresses and expected losses based on loans remaining
in the pool.  Fitch expects losses of approximately $466,872 from
one loan in special servicing.

As of the May 2010 distribution date, the transaction has paid
down 49% to $419.7 million from $822.6 million at issuance.  There
are no defeased loans and one specially serviced loan (0.4%).  The
Outlooks reflect the likely direction of any rating changes over
the next one to two years.

The largest loan of concern (2.3%) is secured by a 124,956 sf
office complex in Tampa, FL.  The property has historically been
100% leased by Merck-Medco.  According to the servicer, the
tenant's lease expired on 3/31/10, and it has been difficult to
make contact with the sponsor for leasing updates.  The servicer
has again requested a leasing update and is awaiting a response.

The next loan of concern (1.2%) is secured by a 79,203 sf office
complex in Sarasota, FL.  Occupancy has steadily declined from
100% at issuance to 72% as of March 31, 2009.  The borrower
continues to actively market the available space.  The servicer
reported the properties were in good condition based on a site
inspection in September 2009.

The loan in special servicing (0.4%) is secured by a 24,612 sf
office building located in Rocklin, CA.  The property is 100%
vacant following the loss of the single tenant at lease expiration
in December 2009.  The servicer continues to discuss workout
options with the borrower.

Approximately 5% of the pool is scheduled to mature through the
remainder of 2010, 3.5% in 2011, and 3.5% in 2012.

Fitch stressed the cash flow of the remaining loans by applying a
10% reduction to 2008 fiscal year end net operating income (15%
decline for 2007 net operating income when a 2008 income was not
available) and applying an adjusted market cap rate between 7.25%
and 10.5% to determine value.

Similar to Fitch's prospective analysis of recent vintage CMBS,
each loan also underwent a refinance test by applying an 8%
interest rate and 30-year amortization schedule based on the
stressed cash flow.  Loans that could refinance to a debt service
coverage ratio of 1.25 times or higher were considered to payoff
at maturity.  Under this scenario, two loans are not expected to
payoff at maturity; however, no losses are anticipated based on
Fitch's stressed value.


GREEN TREE: Fitch Takes Rating Actions on Various Certificates
--------------------------------------------------------------
Fitch Ratings has taken these rating actions on the Green Tree
Recreational, Equipment & Consumer Trust transactions as seen
below:

Green Tree Recreational, Equipment & Consumer Trust 1996-B

  -- Certificate downgraded to 'C/RR5' from 'CC/RR4';

Green Tree Recreational, Equipment & Consumer Trust 1996-C

  -- Certificate affirmed at 'CC/RR2';

Green Tree Recreational, Equipment & Consumer Trust 1996-D

  -- Certificate downgraded to 'C/RR2' from 'CC/RR2';

Green Tree Recreational, Equipment & Consumer Trust 1997-A

  -- Certificate affirmed at 'C' and recovery rating revised to
     'RR6' from 'RR5';

Green Tree Recreational, Equipment & Consumer Trust 1997-D

  -- Certificate affirmed at 'CC/RR2';

Green Tree Recreational, Equipment & Consumer Trust 1998-B

  -- B-2 certificate affirmed at 'C/RR5';

Green Tree Recreational, Equipment & Consumer Trust 1998-C

  -- B-2 certificate affirmed at 'C/RR6'.

The downgrade and negative recovery rating revisions are results
of higher than expected cumulative net losses as well as under
collateralization of the respective transactions.  Fitch's
recovery expectations are based collateral-specific cash flow
expectations.  Fitch's Recovery Ratings are designed to estimate
recoveries on a forward-looking basis while taking into account
the time value of money.

The securities are backed by a pool of secured loans consisting
primarily of marine and recreational vehicles originated by
Conseco Finance Corp. (originally Green Tree Financial
Corporation).  The loans are now serviced by Green Tree Servicing
LLC, a byproduct of Conseco Inc.'s 2003 restructuring.

Fitch will continue to closely monitor performance of the
transactions and may raise, lower, or withdraw ratings as
appropriate.


GREENWICH CAPITAL: Fitch Downgrades Ratings on Series 2004-GG1
--------------------------------------------------------------
Fitch Ratings downgrades and assigns a Recovery Rating to
Greenwich Capital Commercial Funding Corp. 2004-GG1 commercial
mortgage pass-through certificates, series 2004-GG1, as indicated:

  -- $6.5 million class O to 'CCC/RR1' from 'B-'.

In addition, Fitch affirms and assigns Loss Severity ratings as
indicated:

  -- $219.7 million class A-4 at 'AAA/LS1'; Outlook Stable;
  -- $381.8 million class A-5 at 'AAA/LS1'; Outlook Stable;
  -- $100 million class A-6 at 'AAA/LS1'; Outlook Stable;
  -- $1 billion class A-7 at 'AAA/LS1'; Outlook Stable;
  -- Interest-only class XP at 'AAA'; Outlook Stable;
  -- Interest-only class XC at 'AAA'; Outlook Stable;
  -- $61.8 million class B at 'AAA/LS3'; Outlook Stable;
  -- $26 million class C at 'AAA/LS4'; Outlook Stable;
  -- $52 million class D at 'AAA/LS3'; Outlook Stable;
  -- $32.5 million class E at 'AA/LS4'; Outlook Stable;
  -- $32.5 million class F at 'A+/LS4'; Outlook Stable;
  -- $26 million class G at 'A-/LS4'; Outlook Stable;
  -- $39 million class H at 'BBB/LS4'; Outlook Stable;
  -- $6.5 million class J at 'BB+/LS5'; Outlook Stable;
  -- $13 million class K at 'BB/LS5'; Outlook Stable;
  -- $13 million class L at 'BB-/LS5'; Outlook Stable;
  -- $9.8 million class M at 'B+/LS5'; Outlook Negative;
  -- $9.8 million class N at 'B/LS5'; Outlook Negative;
  -- $9.9 million class OEA-B1 at 'BBB-/LS1'; Outlook Stable;
  -- $13.7 million class OEA-B2 at 'BBB-/LS1'; Outlook Stable.

Classes A-1, A-2 and A-3 have paid in full.  Fitch does not rate
the $42.3 million class P.

The downgrade is the result of Fitch's revised loss estimates for
the transaction following Fitch's prospective analysis which is
similar to its recent vintage fixed rate CMBS analysis.  Fitch
expects potential losses of 1.8% of the remaining pool balance,
the majority of which are from the loans in special servicing, in
addition to the loans that are not expected to refinance at
maturity based on Fitch's refinance test.

As of the May 2010 distribution date, the pool's aggregate
certificate balance has decreased 20% to $2.1 billion, from
$2.6 billion at issuance.  Eighteen loans (34.4%) have defeased,
including three (16.2%) of the top five loans in the transaction.
The Rating Outlooks reflect the likely direction of any changes to
the ratings over the next one to two years.

Fitch has identified 34 Loans of Concern (20.9%), including six
loans (4.8%) that are in special servicing.  The two largest loans
of concern, Southland Mall (3.8%) and Deerbrook Mall (3.4%), were
previously in special servicing and the loan maturities have been
extended as a result of General Growth Properties' bankruptcy
filing.

The largest specially serviced loan (2.4%), is secured by 727,883
square feet of vertical retail space and 93,841 sf of office space
within the 3.1 million sf complex known as Water Tower Place
located in Chicago, IL.  The loan transferred to special servicing
in January 2010 for imminent default.  The loan sponsor is GGP,
and the loan's scheduled maturity date is in September 2010.

The second largest specially serviced loan (0.7%) is secured by an
office property located in Birmingham, MI.  The asset transferred
to special servicing in August 2009 for monetary default and is in
foreclosure.

The largest non-defeased loan is 111 Eighth Avenue, which
maintains its investment grade shadow rating.  The loan is secured
by a 2.9 million sf, 17-story office property located in the West
Midtown South submarket of Manhattan.  The loan, which is now
amortizing, is a $141.2 million pari passu A note corresponding to
a $472.4 million whole loan.  The whole loan includes two B notes
totaling $48 million, of which one ($23.6 million) is a non-pooled
component of the trust.  Occupancy was 99% as of year-end 2008,
compared to 90% at issuance.  Fitch net cash flow has increased
significantly since issuance, due primarily to the signing of
Google as a tenant.

Fitch stressed the cash flow of the remaining non-defeased loans
by applying a 10% reduction to 2008 fiscal year end net operating
income or adjusted 2009 cash flow based on performance issues,
such as a significant decline in occupancy, and applying an
adjusted market cap rate between 7.5% and 10.5% to determine
value.

Similar to Fitch's prospective analysis of recent vintage CMBS,
each loan also underwent a refinance test by applying an 8%
interest rate and 30-year amortization schedule based on the
stressed cash flow.  Loans that could refinance to a debt service
coverage ratio of 1.25 times or higher were considered to pay off
at maturity.  Under this scenario, 30 loans are not expected to
pay off at maturity with eight loans incurring a loss when
compared to Fitch's stressed value.


GS MORTGAGE: S&P Puts Two Note Ratings on CreditWatch Negative
--------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on two
classes of commercial mortgage pass-through certificates from GS
Mortgage Securities Corp. II's series 2007-EOP on CreditWatch with
negative implications.

The CreditWatch placements follow S&P's preliminary analysis of
the transaction following its receipt of notification from the
master servicer, Bank of America N.A., that the loan was
transferred to the special servicer, also BofA, on May 21, 2010.
It is S&P's understanding that the transfer resulted from concerns
surrounding the borrower's ability to refinance the loan.

According to the transaction documents, the special servicer is
entitled to a special servicing fee of 0.15% of the unpaid
principal balance until the special servicing event no longer
exists.  If a special servicing event ends following a resolution,
the special servicer is entitled to a workout fee of 0.25% of all
future principal and interest payments.  The special servicing fee
may prompt interest shortfalls to the most subordinate class in
the trust, class L, and potentially place class K at risk for
future interest shortfalls.  At this time, the special servicer
expects that the borrower will pay the special servicing fees and
that the loan will remain current.  S&P may take further rating
actions or CreditWatch updates as S&P learn more about the terms
of the workout.

According to the May 2010 trustee remittance report, the mortgage
loan has a trust and whole-loan balance of $4.94 billion, which is
currently secured by 99 office properties totaling 34.2 million
sq. ft. in 10 U.S. states.  In addition, the borrower's equity
interests in the collateral properties secure five mezzanine loans
totaling $2.06 billion.  The master servicer recently extended the
maturity of the floating-rate interest-only (IO) loan by one year
to Feb. 1, 2011, and the loan has one additional one-year
extension option remaining.

Following S&P's last review of this transaction in February 2010,
S&P lowered its ratings on nine classes.  The downgrades reflected
S&P's assessment of declining occupancy and net cash flows at the
portfolio's properties, which caused an increase in its stressed
loan-to-value ratio.  At the time of S&P's last review, its
adjusted valuations on the office properties had declined 20%
since issuance, yielding an in-trust LTV of 99%.

               Ratings Placed On Creditwatch Negative

                  GS Mortgage Securities Corp. II
   Commercial mortgage pass-through certificates series 2007-EOP

                                 Rating
                                 ------
               Class      To                   From
               -----      --                   ----
               K          BB/Watch Neg         BB
               L          B-/Watch Neg         B-


GSMSC PASS-THROUGH: Moody's Downgrades Ratings on Class 2A-1
------------------------------------------------------------
Moody's Investors Service has downgraded the rating of class 2A-1
issued by GSMSC Pass-Through Trust 2009-5R (Group 2) as a result
of revised loss expectation on the pool of mortgages backing the
underlying certificate.

The asset of the resecuritized transaction group consists of Class
5-A-1A issued by HarborView Mortgage Loan Trust 2005-14.  The
Underlying Certificate is backed primarily by first-lien, Alt-A
residential mortgage loans.

The rating on the certificate issued by the resecuritization
transaction group is based on:

     (i) The updated expected loss on the pool of loans backing
         the underlying certificate and the updated rating on the
         underlying certificate.  Moody's current loss
         expectations on the pool backing the HarborView Mortgage
         Loan Trust 2005-14 is 36.79% expressed as a percentage of
         outstanding pool balance.  The current rating on the 5-A-
         1A bond is Ca.

    (ii) The available credit enhancement on the underlying
         certificate.

   (iii) The structure of the resecuritization transaction group.
         The resecuritization transaction group issued two bonds,
         2A-1 (senior class) and 2A-2 (subordinate class).

Moody's first updated its loss assumptions on the underlying pool
of mortgage loans (backing the underlying certificate) and then
arrived at an updated rating on the underlying certificate.  The
rating on the underlying certificate is based on expected
recoveries on the bond under ninety-six different combinations 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.

In order to determine the rating of the resecuritized bond, the
recoveries on the underlying certificate was ascribed to the
resecuritized classes, 2A-1 and 2A-2, according to the structure
of the resecuritized transaction.  The losses on the underlying
certificate is allocated "bottom up" with the subordinate class
taking losses ahead of the senior class.  Principal payments to
the underlying certificate are allocated sequentially, with the
senior class being paid ahead of the subordinate class.

Issuer: GSMSC Pass-Through Trust 2009-5R

  -- Cl. 2A-1, Downgraded to Ba3; previously on Jul 31, 2009
     Assigned Aaa


GSMSC PASS-THROUGH: Moody's Downgrades Ratings on 2009-1R Notes
---------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of class 1A1
and class 1A2 issued by GSMSC Pass-Through Trust 2009-1R as a
result of revised loss expectation on the pool of mortgages
backing the underlying certificate.

The asset of the Resecuritized Transaction consist of Class 3-A-1
certificates, issued by J.P. Morgan Mortgage Trust 2005-A7.  The
Underlying Certificate is backed primarily by first-lien,
adjustable-rate, Jumbo residential mortgage loans.

The ratings on the certificates in the resecuritization are are
based on:

     (i) The updated expected loss on the pool of loans backing
         the underlying certificate and the updated rating on the
         underlying certificate.  Moody's current loss
         expectations on the pool backing the J.P. Morgan Mortgage
         Trust 2005-A7 is 8.9% expressed as a percentage of
         outstanding pool balance.  The current rating on the 3-A-
         1 bond is B2.

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

   (iii) The structure of the resecuritization transaction.  The
         resecuritization transaction group issued two bonds, 1A1
         (senior class) and 1A2 (subordinate class).

Moody's first updated its loss assumptions on the underlying pool
of mortgage loans (backing the underlying certificate) and then
arrived at an updated rating on the underlying certificate.  The
rating on the underlying certificate is based on expected
recoveries on the bond under ninety-six different combinations 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.

In order to determine the rating of the resecuritized bond, the
recoveries on the underlying certificate was ascribed to the
resecuritized classes, 1A1 and 1A2, according to the structure of
the resecuritized transaction.  The losses on the underlying
certificate is allocated "bottom up" with the subordinate class
taking losses ahead of the senior class.  Principal payments to
the underlying certificate are allocated sequentially, with the
senior class being paid ahead of the subordinate class.

Issuer: GSMSC Pass-Through Trust 2009-1R

  -- Cl. 1A1, Downgraded to Aa1; previously on Apr 7, 2009
     Assigned Aaa

  -- Cl. 1A2, Downgraded to Caa1; previously on Apr 7, 2009
     Assigned B1


GTP TOWERS: Fitch Affirms Ratings on Series 2007-1 Certs.
---------------------------------------------------------
Fitch Ratings has affirmed and assigned Rating Outlooks for the
GTP Towers Issuer, LLC Series 2007-1, commercial mortgages pass-
through certificates:

  -- $77,750,000 class A-FX at 'AAA'; Outlook Stable;
  -- $120,000,000 class A-FL at 'AAA'; Outlook Stable;
  -- $45,200,000 class B at 'AA'; Outlook Stable;
  -- $45,200,000 class C at 'A'; Outlook Stable;
  -- $45,200,000 class D at 'BBB'; Outlook Stable;
  -- $16,950,000 class E at 'BBB-'; Outlook Stable;
  -- $56,500,000 class F at 'BB'; Outlook Stable;
  -- $73,450,000 class G at 'B'; Outlook Stable.

The affirmations are due to the stable performance of the
collateral since issuance.  All classes are privately placed
pursuant to rule 144A of the Securities Act of 1933.

The Outlooks reflect the likely direction of ratings changes in
the next one to two years.

The certificates represent beneficial ownership interest in the
trust, primary assets of which are 2,044 wireless communication
sites securing one fixed-rate loan.  As of the March 2010
distribution date, the aggregate principal balance of the notes
remains unchanged at $440.25 million since issuance.  The notes
are interest only for the entire five-year period.

As part of its review, Fitch analyzed the financial statements of
the issuer, GTP Acquisition Partners I, LLC, as well as trustee
reports provided by the servicer, Midland Loan Services.  As of
March 10, 2010, aggregate annualized run rate revenue increased to
$98.1 million, a 23% increase from issuance.  Over the same
period, the Fitch adjusted net cash flow increased 16.4% since
issuance.  The actual servicer-reported debt service coverage
ratio is 2.28 times, compared to 1.84x at issuance.

The tenant type concentration is stable.  As of March 10, 2010,
total revenue contributed by telephony tenants was 89.8% compared
to 85.6% at issuance.


HALCYON 2005-2: Credit Quality Cues Moody's to Downgrade 3 Notes
----------------------------------------------------------------
Moody's Investors Service downgraded three classes of Notes issued
by HALCYON 2005-2, 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 (WARF) and a
decrease in the weighted average recovery rate (WARR) 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 (CRE CDO)
transactions.

HALCYON 2005-2, Ltd. is a synthetic CRE CDO transaction backed by
a portfolio of credit default swaps referencing $1.5 billion par
amount of commercial mortgage backed securities (CMBS). All of the
CMBS reference obligations were securitized between 2005 (80%) and
2006 (56%).  As of the April 27, 2010, Trustee report, the
aggregate issued Note balance is the same as at securitization.

The rating actions are:

- Class A, Downgraded to Baa3; previously on February 26, 2010,
   A1
   Placed Under Review for Possible Downgrade

- Class B, Downgraded to Ba2; previously on February 26, 2010, A3
   Placed Under Review for Possible Downgrade

- Class C, Downgraded to Ba3; previously on February 26, 2010,
   Baa1 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.


HOMEBANC MORTGAGE: Moody's Downgrades Ratings on 10 Tranches
------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of ten
tranches and confirmed the ratings of two tranches from two RMBS
transactions issued by HomeBanc Mortgage Trust.  The collateral
backing this deal primarily consists of closed end second lien
mortgages.

The actions are a result of the continued performance
deterioration in second lien pools in conjunction with home price
and unemployment conditions that remain under duress.  The actions
reflect Moody's updated loss expectations on second lien pools.

Issuer: HomeBanc Mortgage Trust 2005-2

  * Expected Losses (as a % of Original Balance) 7%

  -- Cl. A-1, Downgraded to Baa1; previously on Mar 18, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to Ba2; previously on Mar 18, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to B1; previously on Mar 18, 2010 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to B2; previously on Mar 18, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-4, Downgraded to C; previously on Mar 18, 2010 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. B-1, Downgraded to C; previously on Mar 18, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Cl. B-2, Downgraded to C; previously on Mar 18, 2010 Caa1
     Placed Under Review for Possible Downgrade

  -- Cl. B-3, Downgraded to C; previously on Mar 18, 2010 Ca
     Placed Under Review for Possible Downgrade

  -- Cl. B-4, Downgraded to C; previously on Mar 18, 2010 Ca
     Placed Under Review for Possible Downgrade

Issuer: Homebanc Mortgage Trust 2007-1

  * Expected Losses (as a % of Original Balance) 26%

  -- Cl. II-A, Downgraded to Ba1; previously on Mar 18, 2010 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. II-M-1, Confirmed at B2; previously on Mar 18, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Cl. II-M-2, Confirmed at Ca; previously on Mar 18, 2010 Ca
     Placed Under Review for Possible Downgrade


ILLINOIS HOUSING: Moody's Upgrades Ratings on Bonds From 'B2'
-------------------------------------------------------------
Moody's has upgraded the rating of the Illinois Housing
Development Authority, Multifamily Housing Revenue Bonds (GNMA
Collateralized-HHDC Affiliates) Series 2001 A-1 and A-2 to Baa3
from B2.  The outlook is stable.  The upgrade is based upon the
reinvestment of the GNMA-enhanced monthly mortgage revenue in the
Guaranteed Investment Contract provided by Bayerische Landesbank
(rated A1/P-1), a revision of Moody's cash flow estimate, and
review of the requirements of the GIC and trust indenture.  The
rating reflects Moody's projection of cash flow sufficiency and
estimation of the likelihood that the Trustee will be able to
receive a "make-whole" payment from and replace Bayerische on the
GIC expiration date, scheduled to occur on December 1, 2015, with
a GIC or similar investment with the same rate of return.

On March 1, 2010, Moody's downgraded the Series 2001 bonds to B2
from Aaa.  The downgrade was based upon information from the
Trustee and Issuer that the GIC had been terminated prior to its
expiration date.  Without the GIC-and its reinvestment rate of
3.25%- Moody's projected a possible debt service shortfall as
early as December, 2010.

On May 3, 2010, the Trustee issued a notice to bondholders
indicating that it had reinstated investing funds in the GIC.
Based on this, Moody's adjusted Moody's cash flow estimates to
incorporate two possible scenarios.  In both scenarios, funds
would be invested in the Bayerische GIC until the expiration date.
The first scenario assumed that after the GIC expiration date the
Trustee would be able to obtain a replacement GIC with a
reinvestment rate of at least 3.25%.  In this scenario, Moody's
project that the combined cash flows of mortgage revenue and
interest earnings from an investment earning 3.25% would be
sufficient to make all debt service payments.  The second scenario
assumed that after the GIC expiration date, the Trustee would not
be able to invest the funds in a GIC and assumes a 0% reinvestment
rate, consistent with Moody's methodology on rating housing
transactions without GICs.  In this scenario, Moody's project a
debt service shortfall in December, 2017.

Our rating reflects Moody's opinion regarding the likelihood that
the Trustee will be able to replace the Bayerische GIC with an
investment meeting the requirements of the indenture and the
potential volatility in the rating if it does not.  The GIC
provides for a "make-whole" termination payment from Bayerische if
the Trustee cancels the GIC between July 1, 2015 and the GIC
expiration date.  The termination payment will be in an amount
sufficient to ensure that a replacement GIC will provide the same
rate of return as the Bayerische GIC until the Series 2001 bonds
mature.  The termination payment is contingent upon the Trustee
receiving 3 good faith bids from qualified financial institutions.

At this time, Moody's expect that given the restrictive term of
the indenture, it may be difficult to obtain three bids from
qualified institutions.  In the event that the Trustee were to
successfully obtain these bids and replace the GIC, Moody's
believes that these events could result in an upgrade of the
rating of the bonds.  If the trustee cannot replace the GIC under
the indenture by the GIC expiration date, under Moody's current
methodology, the rating of the bonds could fall below investment
grade.

                              Outlook

The stable outlook is based on the requirement that the trustee
invest mortgage revenue in the Bayerische GIC until at least the
earliest of July 1, 2015, or the GIC expiration date.  This
ensures that GIC invested funds will be sufficient to maintain
debt service sufficiency at least until 2017.

The last rating action with respect to the Series 2001 bonds was
on March 1, 2009, when the bonds were downgraded to B2.  That
rating was subsequently recalibrated to B2 on May 7, 2010.


JEFFERIES RESECURITIZATION: S&P Cuts Ratings on 38 2009-R4 RMBS
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 38
classes of certificates from Jefferies Resecuritization Trust
2009-R4, a U.S. residential mortgage-backed securities
resecuritized real estate mortgage investment conduit transaction.
In addition, S&P affirmed its ratings on 79 classes from this
deal.  S&P initially rated certificates for loan groups 7 through
32, out of the 32 group structures within JEFR 2009-R4.

The downgrades reflect S&P's view of the deterioration in
performance of the loans backing the underlying certificates.  In
spite of the performance deterioration, S&P affirmed the ratings
on certain classes because of its assessment of the credit support
available for the underlying securities and additional
enhancement, which benefits some of the senior re-REMIC classes as
shown in table 1 below.

                              Table 1

    Class affirmed                Credit support
    --------------                --------------
    7A1                           7A2, 7A3, 7A4 & 7A5
    7A2                           7A3, 7A4 & 7A5
    7A3                           7A4 & 7A5
    8A1                           8A2, 8A3 & 8A4
    8A2                           8A3 & 8A4
    8A3                           8A4
    9A1                           9A2, 9A3, 9A4, 9A5 & 9A6
    9A2                           9A3, 9A4, 9A5 & 9A6
    9A3                           9A4, 9A5 & 9A6
    9A4                           9A5 & 9A6
    9A5                           9A6
    10A1                          10A2, 10A3, 10A4, 10A5 & 10A6
    10A2                          10A3, 10A4, 10A5 & 10A6
    10A3                          10A4, 10A5 & 10A6
    10A4                          10A5 & 10A6
    11A1                          11A2, 11A3, 11A4, 11A5 & 11A6
    11A2                          11A3, 11A4, 11A5 & 11A6
    11A3                          11A4, 11A5 & 11A6
    11A4                          11A5 & 11A6
    11A5                          11A6
    12A1                          12A2 & 12A3
    12A2                          12A3
    13A1                          13A2, 13A3, 13A4 & 13A5
    13A2                          13A3, 13A4 & 13A5
    13A3                          13A4 & 13A5
    14A1                          14A1, 14A2, 14A3, 14A4 & 14A5
    15A1                          15A2 & 15A3
    15A2                          15A3
    16A1                          16A2, 16A3, 16A4 & 16A5
    16A2                          16A3, 16A4 & 16A5
    17A1                          17A2 & 17A3
    17A2                          17A3
    18A1                          18A2, 18A3, 18A4 & 18A5
    18A2                          18A3, 18A4 & 18A5
    18A3                          18A4 & 18A5
    18A4                          18A5
    19A1                          19A2 & 19A3
    20A1                          20A2 & 20A3
    21A1                          21A2, 21A3, 21A4, 21A5 & 21A6
    21A2                          21A3, 21A4, 21A5 & 21A6
    21A3                          21A4, 21A5 & 21A6
    21A4                          21A5 & 21A6
    22A1                          22A2, 22A3, 22A4, 22A5 & 22A6
    22A2                          22A3, 22A4, 22A5 & 22A6
    22A3                          22A4, 22A5 & 22A6
    22A4                          22A5 & 22A6
    23A1                          23A2, 23A3, 23A4, 23A5 & 23A6
    23A2                          23A3, 23A4, 23A5 & 23A6
    23A3                          23A4, 23A5 & 23A6
    23A4                          23A5 & 23A6
    23A5                          23A6
    24A1                          24A2, 24A3, 24A4, 24A5 & 24A6
    24A2                          24A3, 24A4, 24A5 & 24A6
    24A3                          24A4, 24A5 & 24A6
    24A4                          24A5 & 24A6
    25A1                          25A2 & 25A3
    25A2                          25A3
    26A1                          26A2, 26A3 & 26A4
    26A2                          26A3 & 26A4
    26A3                          26A4
    27A1                          27A2, 27A3 & 27A4
    27A2                          27A3 & 27A4
    27A3                          27A4
    29A1                          29A2 & 29A3
    30A1                          30A2, 30A3, 30A4 & 30A5
    30A2                          30A3, 30A4 & 30A5
    30A3                          30A4 & 30A5
    31A1                          31A2, 31A3, 31A4, 31A5 & 31A6
    31A2                          31A3, 31A4, 31A5 & 31A6
    31A3                          31A4, 31A5 & 31A6
    31A4                          31A5 & 31A6
    31A5                          31A6
    32A1                          32A2, 32A3, 32A4, 32A5 & 32A6
    32A2                          32A3, 32A4, 32A5 & 32A6
    32A3                          32A4, 32A5 & 32A6
    9A1A                          9A1B
    14A1A                        14A1B
    16A1A                        16A1B

JEFR 2009-R4, which closed in April 2009, is collateralized by 32
underlying classes that support 32 separate groups within the re-
REMIC.  On the closing date, S&P only rated certificates for
groups 7 through 32 within JEFR 2009-R4.  For groups 7 to 32, the
loans securing the 26 underlying classes, which are included in 24
different trusts as shown in table 2 below, consist predominantly
of fixed-rate and long-reset adjustable-rate Alternative-A
mortgage loans and adjustable-rate prime mortgage loans.

                              Table 2

       Re-REMIC                               Underlying
       --------                               ----------
  Group    Tranches                    Trust     Tranche   Rating
  -----    --------                    -----     -------   ------
  7        7A1,7A2,7A3,7A4,7A5         CWA0632C  A1        CC
                                       CSM06001  3A15      B-
                                       SAR06005  5A        B+
  8        8A1,8A2,8A3,8A4             CWA0632C  A16       CCC
                                       FHAT06F1  IA12      CCC
                                       TBW06005  A3        D
  9        9A1,9A2,9A3,9A4,9A5,9A6     CWF07HY7  A4        CC
                                       FHAT06F3  A6        CCC
                                       WMS06A19  1A        CCC
  10       10A1,10A2,10A3, 10A4,10A5,  WAL06005  1A3       CC
           10A6
  11       11A1,11A2,11A3, 11A4,11A5,  CSM07003  1A1A      CCC
           11A6
  12       12A1,12A2,12A3              CWA0554C  1A10      CCC
  13       13A1,13A2,13A3, 13A4,13A5   CWF06010  1A11      CCC
  14       14A1,14A2,14A3, 14A4,14A5   CWF06016  3A1       CCC
  15       15A1,15A2,15A3              CSF05008  IXA14     CCC
  16       16A1,16A2,16A3, 16A4,16A5   CSM06003  5A5       CCC
  17       17A1,17A2,17A3              CSM06001  3A15      B-
  18       18A1,18A2,18A3, 18A4,18A5   FHAT06F1  IA12      CCC
  19       19A1,19A2,19A3              FHAT06F3  A6        CCC
  20       20A1,20A2,20A3              JMA06S01  1A12      CCC
  21       21A1,21A2,21A3, 21A4,21A5,  RFC07QS4  IIIA6     CC
           21A6
  22       22A1,22A2,22A3, 22A4,22A5,  RFC07QS6  A114      D
           22A6
  23       23A1,23A2,23A3, 23A4,23A5,  RFC06QS1  A4        CC
           23A6
  24       24A1,24A2,24A3, 24A4,24A5,  RFC06QS2  IA1       CC
           24A6
  25       25A1,25A2,25A3              RFC06S01  IA5       CCC
  26       26A1,26A2,26A3,26A4         RFC06S01  IA6       CCC
  27       27A1,27A2,27A3,27A4         SAR06005  5A3       B+
  28       28A1,28A2,28A3              TBW06005  A3        D
  29       29A1,29A2,29A3              WMS06A19  1A        CCC
  30       30A1,30A2,30A3, 30A4,30A5   WMS07HY7  3A2       CCC
  31       31A1,31A2,31A3, 31A4,31A5,  WAL06001  3A2       CCC
           31A6
  32       32A1,32A2,32A3, 32A4,32A5,  WAL06002  2CB       CCC
           32A6

            * An exchangeable class (see table 3 below)

                             Table 3

                      Exchangeable tranches
                      ---------------------
                      9A1,9A1A,9A1B
                      14A1,14A1A,14A1B
                      16A1,16A1A,16A1B
                      28A1,28A1A,28A1B

The performance of the loans securing these underlying
certificates has been deteriorating.  Table 3 shows the April 2010
underlying pool statistics for delinquent loans as a percentage of
current pool balance, as well as current pool factors, experienced
cumulative losses, and S&P's current projected losses as a
percentage of the original pool balance.

                              Table 4

           Structure   Pool      Cum        Projected   Total
Trust     group*      factor(%) losses(%)  losses(%)   delinq.(%)
-----     ---------   --------- ---------  ---------   ----------
CWA0632C              61.72     1.62       13.80       28.87
CWF07HY7              71.93     3.62       31.32       34.50
WAL06005   I          60.58     4.17       18.75       35.01
CSM07003   I          68.26     8.34       31.85       36.63
CWA0554C              62.30     1.58       8.28        19.49
CWF06010              62.67     1.54       6.44        21.21
CWF06016              58.18     1.30       7.11        17.12
CSF05008   I          58.78     1.78       6.92        15.52
CSM06003   II         63.18     1.37       7.73        13.94
CSM06001   II         64.42     0.74       3.62        9.41
FHAT06F1              53.53     2.92       9.35        21.51
FHAT06F3              55.75     3.20       11.83       23.67
JMA06S01   I          57.68     1.88       10.39       19.58
RFC07QS4              64.04     7.39       25.36       34.57
RFC07QS6              68.41     7.95       26.10       33.01
RFC06QS1              51.50     4.80       12.13       22.61
RFC06QS2   I          51.93     5.06       15.80       25.54
RFC06S01              57.27     1.65       4.35        14.71
SAR06005   II         60.93     3.56       10.21       19.31
TBW06005              56.94     3.88       21.72       45.43
WMS06A19              66.06     4.87       23.19       35.30
WMS07HY7   II         75.38     2.81       22.09       30.52
WAL06001              58.07     3.93       15.22       30.72
WAL06002              60.50     2.97       16.83       27.31

                          * If applicable.

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

                          Rating Actions

             Jefferies Resecuritization Trust 2009-R4
                          Series 2009-R4

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        16-A5      47232VDM1     CCC                  B
        30-A5      47232VGA4     CCC                  B+
        13-A4      47232VCT7     BB-                  BB
        14-A5      47232VDB5     CCC                  B
        7-A5       47232VBL5     CC                   B
        14-A3      47232VCZ3     BB-                  BBB
        16-A4      47232VDL3     B-                   BB
        10-A5      47232VCD2     B-                   B
        20-A2      47232VEA6     BBB+                 A
        7-A4       47232VBK7     B                    BB
        25-A3      47232VFE7     CCC                  BBB
        24-A6      47232VFB3     CC                   B
        17-A3      47232VDQ2     B-                   AA
        29-A2      47232VFV9     A+                   AAA
        22-A5      47232VEN8     CCC                  B
        14-A2      47232VCY6     BBB                  A
        19-A2      47232VDX7     A+                   AA
        8-A4       47232VBQ4     CCC                  BB
        14-A1B     47232VCX8     AA+                  AAA
        30-A4      47232VFZ0     CCC                  B+
        24-A5      47232VFA5     CCC                  B
        13-A5      47232VCU4     CCC                  B+
        19-A3      47232VDY5     CCC                  AA
        12-A3      47232VCP5     CCC                  BBB
        14-A4      47232VDA7     B-                   BB
        32-A5      47232VGM8     CCC                  B
        16-A3      47232VDK5     BBB-                 BBB
        31-A6      47232VGG1     CCC                  B
        27-A4      47232VFN7     B+                   BBB
        21-A5      47232VEG3     B-                   B
        26-A4      47232VFJ6     CCC                  BBB
        15-A3      47232VDE9     CCC                  AA
        9-A6       47232VBY7     CC                   B+
        18-A5      47232VDV1     CCC                  B
        32-A4      47232VGL0     B                    BB
        20-A3      47232VEB4     CCC                  A
        29-A3      47232VGR7     CCC                  AAA
        14-A1      47232VCV2     AA+                  AAA

                         Ratings Affirmed

             Jefferies Resecuritization Trust 2009-R4
                          Series 2009-R4

                 Class      CUSIP         Rating
                 -----      -----         ------
                 18-A2      47232VDS8     A
                 32-A2      47232VGJ5     A
                 11-A5      47232VCK6     B
                 22-A2      47232VEK4     A
                 24-A1      47232VEW8     AAA
                 9-A3       47232VBV3     BBB
                 16-A1      47232VDF6     AAA
                 21-A1      47232VEC2     AAA
                 17-A2      47232VDP4     AA
                 8-A1       47232VBM3     AAA
                 24-A4      47232VEZ1     BB
                 16-A1A     47232VDG4     AAA
                 10-A1      47232VBZ4     AAA
                 17-A1      47232VDN9     AAA
                 9-A4       47232VBW1     BB
                 10-A3      47232VCB6     BBB
                 13-A2      47232VCR1     A
                 22-A1      47232VEJ7     AAA
                 31-A2      47232VGC0     A
                 24-A2      47232VEX6     A
                 10-A4      47232VCC4     BB
                 27-A3      47232VFM9     BBB
                 32-A1      47232VGH9     AAA
                 9-A1B      47232VBT8     AAA
                 15-A1      47232VDC3     AAA
                 8-A2       47232VBN1     A
                 31-A4      47232VGE6     BB
                 31-A1      47232VGB2     AAA
                 18-A3      47232VDT6     BBB
                 13-A3      47232VCS9     BBB
                 10-A2      47232VCA8     A
                 7-A3       47232VBJ0     BBB
                 19-A1      47232VDW9     AAA
                 20-A1      47232VDZ2     AAA
                 27-A1      47232VFK3     AAA
                 25-A2      47232VFD9     A
                 9-A5       47232VBX9     B+
                 11-A1      47232VCF7     AAA
                 23-A4      47232VET5     BB
                 25-A1      47232VFC1     AAA
                 23-A2      47232VER9     A
                 18-A1      47232VDR0     AAA
                 14-A1A     47232VCW0     AAA
                 23-A3      47232VES7     BBB
                 30-A1      47232VFW7     AAA
                 21-A3      47232VEE8     BBB
                 23-A1      47232VEQ1     AAA
                 21-A4      47232VEF5     BB
                 31-A3      47232VGD8     BBB
                 22-A4      47232VEM0     BB
                 27-A2      47232VFL1     A
                 26-A2      47232VFG2     A
                 26-A1      47232VFF4     AAA
                 7-A2       47232VBH4     A
                 30-A3      47232VFY3     BBB
                 21-A2      47232VED0     A
                 11-A3      47232VCH3     BBB
                 29-A1      47232VFU1     AAA
                 11-A4      47232VCJ9     BB
                 30-A2      47232VFX5     A
                 9-A1A      47232VBS0     AAA
                 23-A5      47232VEU2     B
                 26-A3      47232VFH0     BBB
                 9-A1       47232VBR2     AAA
                 18-A4      47232VDU3     BB
                 22-A3      47232VEL2     BBB
                 32-A3      47232VGK2     BBB
                 12-A2      47232VCN0     A
                 7-A1       47232VBG6     AAA
                 16-A2      47232VDJ8     A
                 24-A3      47232VEY4     BBB
                 9-A2       47232VBU5     A
                 11-A2      47232VCG5     A
                 31-A5      47232VGF3     B
                 12-A1      47232VCM2     AAA
                 15-A2      47232VDD1     AA
                 13-A1      47232VCQ3     AAA
                 16-A1B     47232VDH2     AAA
                 8-A3       47232VBP6     BBB


JP MORGAN: Fitch Downgrades Ratings on Series 2001-CIBC2 Certs.
---------------------------------------------------------------
Fitch Ratings has downgraded, assigned Rating Outlooks, Loss
Severity ratings and Recovery Ratings to several classes of J.P.
Morgan Chase Commercial Mortgage Securities Corp., commercial
mortgage pass-through certificates, series 2001-CIBC2.

The downgrades are due to an increase in expected losses on
specially serviced assets coupled with expected losses following
Fitch's prospective review of potential stresses to the
transaction.  The majority of the total expected losses are
associated with loans currently in special servicing.

As of the April 2010 distribution date, the pool's certificate
balance has paid down 21.2% to $758.1 million from $961.7 million
at issuance.  41 loans are defeased (35% of the current
transaction balance).

There are 11 specially serviced loans in the pool (9.4%),
including the 12th (2%) and 15th (1.8%) largest loans.  Five loans
are delinquent, two are in foreclosure, one is real estate owned,
and three are current or less than one month delinquent.

The largest specially serviced asset (2%) is a 231,253 square foot
office property located in Schaumberg, IL, a northwest Chicago
suburb.  The loan transferred to special servicing in March 2009
due to imminent default.  The loan was due Sept.  1, 2009, and all
funds are currently directed to the receiver and the special
servicer is working to stabilize the property.

The second largest specially serviced asset is a 162,829 sf office
building located in Norwalk, CT.  The loan transferred to special
servicing in December 2009 due to the Borrower's statement that
they are nearing imminent default due to a lack of sufficient cash
flow generated by the property to make the required payments due
in accordance with loan documents.  The Borrower has submitted a
discounted payoff proposal for Special Servicer consideration.
Debt service coverage ratio as of Nov. 30, 2009 is 0.31 timeswith
occupancy at 22%.

Fitch stressed the cash flow of the remaining non defeased loans
by applying a 10% reduction to 2008 fiscal year end net operating
income and applying an adjusted market cap rate between 7.25% and
10% to determine value.

Similar to Fitch's prospective analysis of recent vintage CMBS,
each loan also underwent a refinance test by applying an 8%
interest rate and 30-year amortization schedule based on the
stressed cash flow.  Loans that could refinance to a debt service
coverage ratio of 1.25 times or higher were considered to payoff
at maturity.  Of the non-defeased or non-specially serviced loans,
seven loans (4.3% of the pool) incurred a loss when compared to
Fitch's stressed value.  Fitch expects losses of 6% of the
remaining transaction balance, or $45.7 million, from loans in
special servicing and loans that cannot refinance at maturity
based on Fitch's refinance test.

Fitch has downgraded and assigned Outlooks, LS ratings and RRs as
indicated:

  -- $28.9 million class E to 'BBB-/LS5' from 'AA+'; Outlook
     Negative;

  -- $12 million class F to 'BB/LS5' from 'AA'; Outlook Negative;

  -- $25.2 million class G to 'CCC/RR1' from 'BBB+';

  -- $7.2 million class H to 'CC/RR3' from 'BBB-';

  -- $7.2 million class J to 'C/RR6' from 'BB';

  -- $12 million class K to 'C/RR6' from 'B+';

  -- $4.8 million class L to 'C/RR6' from 'B';

  -- $7.8 million class M to 'C/RR6' from 'B-'.

In addition, Fitch has affirmed, maintains or revises Outlooks and
assigns LS ratings to these classes as indicated:

  -- $560.4 million class A-3 at 'AAA/LS1'; Outlook Stable;

  -- Interest-only classes X1 and X2 at 'AAA';

  -- $38.5 million class B at 'AAA/LS4'; Outlook Stable;

  -- $38.5 million class C at 'AAA/LS4'; Outlook Stable;

  -- $14.4 million class D at 'AAA/LS5'; Outlook to Negative from
     Stable.

Classes A1 and A2 have paid in full.  Fitch does not rate the
$4.2 million class NR.


JPMORGAN MBS: S&P Downgrades Ratings on Eight 2006-R1 Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on eight
classes of certificates from JPMorgan MBS Series 2006-R1, a U.S.
residential mortgage-backed securities resecuritized real estate
mortgage investment conduit transaction.

The downgrades reflect S&P's view of the significant deterioration
in performance of the loans backing the underlying certificates.
This performance deterioration has been so severe that the credit
enhancement for JPMBS 2006-R1 is insufficient to maintain the
previous ratings on the re-REMIC classes.

JPMBS 2006-R1, which closed in January 2006, is collateralized by
63 underlying classes that support six independent groups within
the re-REMIC.  The loans securing the 63 underlying classes, which
are included in 30 different trusts, consist predominantly of
fixed-rate and long-reset adjustable-rate Alternative-A and prime
mortgage loans.

                              Table 1

   Re-REMIC  Re-REMIC      Underlying       Underlying
   Group     tranches      trust            tranches
   --------  --------      ----------       ----------
   1         1-A-1,1-A-2,  CMF 2005-A1      2A5 (CCC)
               1-A-3       JPM 2005-A3      4A2 (AA-),7CA2 (B+)
                           JPM 2005-A5      2A3 (BBB-)
                           JPM 2005-A6      2A5 (B+),3A4 (B+)
                           JPM 2005-A8      2A8 (CCC),6A4 (CCC)
                           WFM 2005-AR1     1A2 (A)
   2           2-A-1       CMF 2005-A1      3A4 (CCC)
                           JPM 2005-A2      3A4 (AA+)
                           JPM 2005-A3      3A5 (AA-),9CA2 (B+)
                           JPM 2005-A5      3A4 (BBB-)
                           JPM 2005-A6      1A4 (B+), 6A2 (B+)
                           JPM 2005-A8      3A4 (CCC)
                           JPM 2005-AL1     3A2 (CCC)
   3           3-A-1       CMF 2005-A1      1A2 (CCC)
                           JPM 2005-A2      5A3 (AA+)
                           JPM 2005-A3      11A4 (AAA)
                           JPM 2005-A8      1A2 (CCC),1A4 (CCC)
   4           4-A-1       BSAT 2004-10     l2A3 (AA+)
                           CSF 2004-AR8     2A1 (AAA)
                           CWF 2004-HY6     A2 (BBB+)
                           JPM 2004-A1      1A1 (AAA)
                           JPM 2004-A4      2A2 (AAA)
                           JPM 2005-A2      4A1 (AAA)
                           JPM 2005-A3      7CA1 (A-)
                           JPM 2005-AL1     3A1 (CCC),4A1 (CCC)
                           SAR 2004-3AC     A1 (AAA)
                           WFM 2004-K       1A2 (AAA)
                           WFM 2004-EE      llA1 (AAA)
   5           5-A-1       DSLA 2004-A1     A2B (AA)
                           FRM 2002-FR1     A (AAA)
                           JPM 2005-A5      4A1 (BBB-)
                           MLCC 2003-B      A1 (AAA)
                           MLM 2004-A2      lA (AAA)
                           MRM 2000-TB3     A1 (AAA)
                           MRM 1999-TB3     A2 (AAA)
                           SQMT 2004-4      A (AAA)
                           WMS 2002-AR9     lA (AAA)
                           WMS 2003-AR6     A1 (AAA)
   6           6-A-1       CFX 2005-1       AP (BBB-),AX (BBB-)
                           CFX 2005-2       AP (B+), AX (BB+)
                           JPM 2004-S1      1AP (AAA),2AP
                                            (AAA),3AP (AAA),
                                            4AP (AAA),3AX
                                            (AAA),4AX (AAA)
                           JPM 2005-S1      AP (A-),1AX (A-),
                                            2A4 (A-)
                           JPM 2005-S2      AP (CCC),4AP (CCC),
                                            1A6 (B+),2AX (BB-),
                                            4AX (CCC)

The performance of the loans securing these certificates has
generally deteriorated.  Table 2 shows the April 2010 underlying
pool statistics for delinquent loans as a percent of the current
pool balance, as well as current pool factors, actual cumulative
losses, and S&P's current projected losses as a percent of the
original pool balance.

                              Table 2

                             Pool      Cum.     Proj.     Total
    Trust            Group*  factor%   loss%    losses%   del.%
    -----            ------  -------   -----    -------   -----
    BSAT 2004-10     1       30.58     0.58     2.88      18.72
    CFX 2005-1               44.91     0.76     3.83      15.4
    CFX 2005-2               45.51     0.66     4.26      15.56
    CMF 2005-A1              58.8      1.2      6.87      11.23
    CSF 2004-AR8     1       25.42     0.72     2.28      13.39
    CWF 2004-HY6             25.33     1.42     4.33      28.83
    DSLA 2004-A1             14.27     1.21     2.8       28.04
    FRM 2002-FR1             14.57        0     0.05          0
    JPM 2004-A1              28.88     0.03     0.4       3.55
    JPM 2004-A4              31.4      0.12     1.04      6.81
    JPM 2004-S1      1       41.9         0     0.37      1.14
    JPM 2004-S1      2       35.71     0.39     3.26      11.75
    JPM 2005-A2              41.86     0.21     1.31      7.16
    JPM 2005-A3      1       48.56     0.3      1.62      6.79
    JPM 2005-A3      2       46.69     1.05     4.96      20.85
    JPM 2005-A3      3       53.27        0     0.21      3.32
    JPM 2005-A5      1       45.91     0.27     2.28      9.38
    JPM 2005-A6      1       55.61     0.49     3.3       9.21
    JPM 2005-A8              57.63     1.02     4.46      11.5
    JPM 2005-AL1             48.77     3.23     9.94      27.8
    JPM 2005-S1              35.51     0.36     2.92      19.74
    JPM 2005-S2      1       57.82     0.31     2.68      8.13
    JPM 2005-S2      2       42.82     0.17     3.2       17.28
    MLCC 2003-B              10.76        0     0.12      5.32
    MLM 2004-A2              13.4      0.21     0.86      13.67
    MRM 1999-TB3             16.21        0     0.06         0
    MRM 2000-TB3             17.25        0     0.13      3.04
    SAR 2004-3AC             25.17     0.48     1.28      7.85
    SQMT 2004-4               8.65     0.22     0.54      11.55
    WFM 2004-EE              30.56     0.11     0.62      4.26
    WFM 2004-K               39.29     0.08     0.44      2.02
    WFM 2005-AR1     1       43.05     0.6      2.06      9.63
    WMS 2002-AR9     1        3.4      0.02     0.13      8.62
    WMS 2003-AR6             11.64       0      0.09      2.84

             * If transaction has multiple structures.
                         Proj. - Projected.
                        Del. - Delinquencies.

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

                          Rating Actions

                   JPMorgan MBS Series 2006-R1
                          Series 2006-R1

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    1-A-1      46628AAA0     CCC                  AAA/Watch Neg
    1-A-2      46628AAB8     CCC                  AAA/Watch Neg
    1-A-3      46628AAC6     CCC                  AAA/Watch Neg
    2-A-1      46628AAD4     CCC                  AAA/Watch Neg
    3-A-1      46628AAF9     CCC                  AAA/Watch Neg
    4-A-1      46628AAG7     CCC                  AAA/Watch Neg
    5-A-1      46628AAH5     BBB-                 AAA/Watch Neg
    6-A-1      46628AAK8     CCC                  AAA/Watch Neg


KATONAH IV: Moody's Upgrades Rating on Five Floating Rate Notes
---------------------------------------------------------------
Moody's Investors Service upgraded the ratings of these notes
issued by Katonah IV, Ltd.:

- $265,000,000 Class A Floating Rate Notes Due 2015 (Current
   outstanding balance of $164,332,035), Upgraded to Aa1,
   previously on March 19, 2010, A2 Placed Under Review for
   Possible Upgrade;

- $32,750,000 Class B Floating Rate Notes Due 2015, Upgraded to
   Ba1, previously on March 19, 2010, B2 Placed Under Review for
   Possible Upgrade;

- $14,000,000 Class C Floating Rate Notes Due 2015, Upgraded B3,
   previously on March 19, 2010, Ca Placed Under Review for
   Possible Upgrade;

- $2,250,000 Class D--1 Floating Rate Notes Due 2015,Upgraded to
   Caa3; previously on May 28, 2009, Downgraded to Ca;

- $4,500,000 Class D--2 Fixed Rate Notes Due 2015, Upgraded to
   Caa3; previously on May 28, 2009, Downgraded to Ca.

According to Moody's, the rating actions taken on the notes result
from substantial delevering of the transaction over the past year,
a significant increase in the overcollateralization of the rated
notes, and moderate improvement in the credit quality of the
underlying portfolio since the rating action in May 2009,.

Since the rating action taken on May 28, 2009, the Class A Notes
were paid a total of about $62 million, accounting for roughly 27%
of the total Class A outstanding balance reported in April 2009,.
Moody's expects delevering to continue as a result of the end of
the deal's reinvestment period in March 2008.
Overcollateralization of the rated notes has increased
significantly since April 2009,.  As of the April 2010, trustee
report, the Class A, Class B, and Class C overcollateralization
tests levels are reported at 138.43%, 115.43%, and 107.77%, versus
April 2009, levels of 124.52%, 108.81%, and 103.24 %,
respectively. Improvement in the credit quality is observed
through an increase in the average credit rating (as measured
through the weighted average rating factor).  In particular, the
weighted average rating factor has decreased from 3368 as of the
April 2009, trustee report to 3224 as of the last trustee report
dated April 12, 2010,. Additionally, defaulted securities total
about $18.5 million, which has come down from the $29.6 million in
defaulted collateral reported in April 2009,.

Katonah IV, Ltd., issued in February 2003, is a collateralized
loan obligation backed primarily by a portfolio of senior secured
loans.


LASALLE COMMERCIAL: S&P Downgrades Ratings on 2005-MF1 Certs.
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
H commercial mortgage pass-through certificate from LaSalle
Commercial Mortgage Securities Inc.'s series 2005-MF1, a U.S.
commercial mortgage-backed securities transaction, to 'D' from
'CCC-'.  At the same time, S&P placed seven ratings from the same
transaction on CreditWatch with negative implications.

The downgrade follows principal losses that class H sustained as
reported in the May 20, 2010, remittance report.  Class H had lost
45% of its opening certificate balance as of the May 2010
remittance report.

The CreditWatch placements reflect recurring interest shortfalls
that S&P expects to continue for the foreseeable future.  As of
the May 2010 remittance, reported interest shortfalls total
$157,003 and have affected all of the classes subordinate to class
A.

The collateral pool for LaSalle 2005-MF1 consists of 250 assets
with an aggregate trust balance of $250.4 million.  As of the
May 20, 2010, remittance report, 34 assets ($45.6 million; 18.2%)
in the pool were with the special servicer.  The payment status of
the delinquent assets is: seven ($13.4 million; 5.4%) are real
estate owned, nine ($13.7 million, 5.5%) are in foreclosure, 11
($12.1 million, 4.8%) are 90-plus days delinquent, three
($1.6 million, 0.7%) are 60 days delinquent, and eight
($6.0 million, 2.4%) are 30 days delinquent.

Of the 34 assets that are with the special servicer, 20 have
appraisal reduction amounts in effect that have caused appraisal
subordinated entitlement reductions.  To date, 23 assets have
experienced losses totaling $12.1 million.

                          Rating Lowered

           LaSalle Commercial Mortgage Securities Inc.
   Commercial mortgage pass-through certificates series 2005-MF1

                     Rating
                     ------
     Class       To             From    Credit enhancement (%)
     -----       --             ----    ----------------------
     H           D              CCC-                       N/A

                       N/A - Not applicable.

              Ratings Placed On Creditwatch Negative

           LaSalle Commercial Mortgage Securities Inc.
   Commercial mortgage pass-through certificates series 2005-MF1

                     Rating
                     ------
     Class       To             From    Credit enhancement (%)
     -----       --             ----    ----------------------
     A           AAA/Watch Neg  AAA                      14.30
     B           AA/Watch Neg   AA                       11.39
     C           BBB/Watch Neg  BBB                       7.33
     D           BB+/Watch Neg  BB+                       4.63
     E           BB-/Watch Neg  BB-                       3.47
     F           B/Watch Neg    B                         2.30
     G           CCC/Watch Neg  CCC                       0.37


LB MULTIFAMILY: Fitch Downgrades Ratings on Series 1991-4 Certs.
----------------------------------------------------------------
Fitch Ratings downgrades and assigns Recovery Ratings to LB
Multifamily Mortgage Trust's, multi-class pass-through
certificates, series 1991-4:

  -- $1,027,128 class A-1 to 'D/RR3' from 'CCC/DR3';
  -- $144 class A-2 to 'C/RR3' from 'B-'.

Classes B, C, and D have been reduced to zero due to realized
losses.  Fitch does not rate class R.

The certificates are collateralized by four adjustable rate
mortgage loans, secured by multifamily properties in California.
As of the April 2010 distribution date, the pool's collateral
balance has been reduced by 98.9% to $1.09 million from
$105.8 million at issuance.

Class A-1 has incurred $9.2 million in realized losses, as well as
over $70 million in principal paydown.  Class A-2 has a reserve
fund that provides loss protection to this class, therefore, this
class is not expected to incur any losses.

At issuance, the net operating income and the debt service
coverage ratio figures were not available.  No loans are required
to report year-end financials and none reported YE 2009
financials.


LB-UBS COMMERCIAL: Fitch Downgrades Ratings on 2003-C5 Certs.
-------------------------------------------------------------
Fitch Ratings downgrades, revises Outlooks, and assigns Loss
Severity ratings to LB-UBS commercial mortgage pass-through
certificates, series 2003-C5:

  -- $14 million class K to 'BBB-/LS5 from 'A-'; Outlook Stable;

  -- $12.3 million class L to 'B/LS5' from 'BBB-'; Outlook Stable;

  -- $5.3 million class M to 'B-'/LS5 from 'BB'; Outlook revised
     to Negative from Stable;

  -- $3.5 million class N to 'B-/LS5' from 'BB-'; Outlook revised
     to Negative from Stable.

In addition, Fitch affirms these classes:

  -- $109.5 million class A-3 at 'AAA/LS1'; Outlook Stable;
  -- $328.1 million class A-4 at 'AAA/LS1'; Outlook Stable;
  -- Interest-only class X-CL at 'AAA; Outlook Stable;
  -- Interest-only class X-CP at 'AAA; Outlook Stable;
  -- $22.8 million class B at 'AAA/LS5'; Outlook Stable;
  -- $24.6 million class C at 'AAA/LS5'; Outlook Stable;
  -- $15.8 million class D at 'AAA/LS5'; Outlook Stable;
  -- $15.8 million class E at 'AAA/LS5'; Outlook Stable;
  -- $22.8 million class F at 'AAA/LS5'; Outlook Stable;
  -- $17.6 million class G at 'AA/LS5'; Outlook Stable;
  -- $15.8 million class H at 'AA-/LS5'; Outlook Stable;
  -- $10.5 million class J at 'A/LS5'; Outlook Stable.

Classes A-1 and A-2 have paid in full.  Fitch does not rate
classes P, Q, S or T.

The rating downgrades are due to an increase in expected losses on
specially serviced assets coupled with expected losses following
Fitch's prospective review of potential stresses to the
transaction.  Fitch expects losses of 3.2% of the remaining pool
balance, approximately $20.9 million.  The majority of the Fitch
total expected losses are associated with the specially serviced
assets.

As of the May 2010 distribution date, the pool has paid down 54.2%
to $643.2 million from $1.4 billion at issuance.  There are 56 of
the original 80 loans remaining in the transaction, 14 of which
have defeased (19.7% of the current transaction balance).  Two
loans (6.5%) are currently in special servicing.  Fitch expects
losses from loans currently in special servicing to be absorbed by
the non-rated classes.

The largest specially serviced loan (5.8%) is secured by a 569,236
square foot retail mall located adjacent to the Steamtown National
Historic Site in Scranton, PA.  The mall was built in 1993 and
renovated in 2001.  The property is a joint venture between the
Shopco Group LP and Boscov's Realty Group.  The largest tenant at
the property Boscov's Department Store (32% gross leasable area)
declared bankruptcy in August 2008.  Boscov's was purchased out of
bankruptcy in December 2008 and the lease was assumed.  The loan
was transferred to special servicing on March 9, 2010 due to the
borrower's request for a loan modification.

The second largest specially serviced loan (0.6%) is secured by a
328,942 sf office building located in Las Vegas, NV.  The loan was
transferred to special servicing on April 6, 2010 due to the
borrower's request to modify the loan as they can no longer
continue to support property operations.  The decline in
performance is a result of three tenants which vacated in 2008
upon lease expiration and another which was evicted and later
filed bankruptcy.  The special servicer has requested updates on
property performance and leasing activity.

Fitch stressed the cash flow of the remaining non defeased loans
by applying a 5% reduction to 2009 fiscal year end net operating
income, 10% reduction to 2008, and 15% for all loans which did not
report year-end 2008 and applying an adjusted market cap rate
between 7.25% and 10.5% to determine value.

Similar to Fitch's prospective analysis of recent vintage CMBS,
each loan also underwent a refinance test by applying an 8%
interest rate and 30-year amortization schedule based on the
stressed cash flow.  Loans that could refinance to a debt service
coverage ratio of 1.25 times or higher were considered to payoff
at maturity.  Of the non-defeased or non-specially serviced loans,
two loans (0.9% of the pool) incurred a loss when compared to
Fitch's stressed value.


LBSBC NIM: S&P Rates Two Classes N1 Certificates to 'D'
-------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on nine
classes of notes from LBSBC NIM Co.'s series 2006-1, 2006-2, 2006-
3, 2007-1, and 2007-3 and removed them from CreditWatch
with negative implications.  At the same time, S&P affirmed its
ratings on six other classes from three of these transactions.

S&P said,"Net interest margin (NIM) securitizations are
transactions backed by excess spread and prepayment penalties
payments from the corresponding underlying transactions.  The NIM
securities from the LBSBC NIM Co. trusts each hold two classes of
asset-backed pass-through certificates: the class X subordinate
certificates and the class P certificates previously issued by the
underlying transactions, five Lehman Bros.  Small Balance
Commercial Mortgage Trusts. The class X certificates entitle
certificateholders to receive excess cash flow (if any) generated
by the loans and pass-through certificates each month after
transaction expenses and required distributions to each class of
rated certificates in the underlying certificates have been paid.
The class P certificates entitle certificateholders to receive
certain prepayment penalties associated with the mortgage loans in
the underlying transactions."

"Because of increased delinquencies in the collateral for the
underlying transactions, excess cash flow continues to be trapped
within the underlying securitizations instead of being passed on
to the NIM trusts.  As a result, the NIM transactions currently
rely solely on the prepayment penalties and reserve funds to make
their interest payments. Depending on individual loan seasoning
and performance, the availability of future prepayment penalty
funds could be significantly reduced.  Only LBSBC NIM Co.'s series
2006-1 and 2007-3 have been receiving regular prepayment penalties
in the past four months.

"Most of the series have been paying interest on the senior
classes from their reserve accounts and intermittent prepayment
penalties.  However, the reserve account balances for all series,
except series 2006-1, are below their initial nine-month interest
levels.  Currently, the reserve account for series 2006-2 has
sufficient funds to make four months of interest payments if it
receives no further prepayment penalties. Although series 2007-3
has been receiving regular prepayment penalties, it only has
sufficient funds for one more full interest payment.  The 2007-3
securitization requires significantly more funds from prepayment
penalties than the 2006-1 deal to fully fund its reserve
account because the required monthly interest on series 2007-3's
most senior class is $90,039, compared with $1,911 for series
2006-1.  The current structure of these securitizations allows the
most senior class of notes, currently the "N1" classes, to
experience interest defaults on three consecutive payment dates
before triggering an event of default (EOD).  We lowered our
ratings to 'D' from 'CCC-/Watch Neg' on the class N1 certificates
from series 2006-3 and 2007-1 after each experienced interest
defaults on three consecutive payment dates, which triggered an
EOD for each class.

"The subordinate classes can receive payment-in-kind (PIK)
interest payments, as long as there are senior notes outstanding.

"The ratings differential between the securitizations is based on
a combination of the funds in the reserve accounts, the amount of
monthly interest due, and the frequency of prepayment penalties.
Future prepayment penalties could extend the life of the NIM
securitizations, and large prepayment penalties have the ability
to return these transactions' reserve accounts to their
initial nine-month funding requirements.

"Cash flow from the class X certificates may not resume in the
near future if the underlying transactions' delinquencies remain
at their current levels.  The underlying Lehman Bros.  Small
Balance Commercial Mortgage Trusts' delinquencies would have to
diminish significantly, and their reserve accounts, currently at
zero, would have to reach their target levels before the excess
spread from these transactions passes on to the NIM trusts.  We
removed all nine lowered ratings from CreditWatch negative since
ratings in the 'CCC' category already imply a high vulnerability
to default.

"If the performance of the underlying transactions continues to
squeeze the NIM securitizations' cash flows and the NIM
securitizations' credit enhancement deteriorates, we may take
further negative rating actions," said S&P.

Rating Actions

LBSBC NIM Co. 2006-1
$26 million net interest margin securities series 2006-1
                 Rating
Class       To           From
N1          CCC+         B-/Watch Neg
N2          CC           CCC-/Watch Neg
N3          CC           CCC-/Watch Neg

LBSBC NIM Co. 2006-2
$28 million net interest margin securities series 2006-2
                 Rating
Class       To           From
N1          CCC-         B-/Watch Neg
N2          CC           CCC-/Watch Neg
N3          CC           CCC-/Watch Neg

LBSBC NIM Co. 2006-3
$29 million net interest margin securities series 2006-3
                 Rating
Class       To           From
N1          D            CCC-/Watch Neg

LBSBC NIM Co. 2007-1
$25 million LBSBC net interest margin securities series 2007-1
                 Rating
Class       To           From
N1          D            CCC-/Watch Neg

LBSBC NIM Co. 2007-3
$39 million net interest margin securities series 2007-3
                 Rating
Class       To           From
N1          CCC-         CCC/Watch Neg


Ratings Affirmed

LBSBC NIM Co. 2006-3
$29 million net interest margin securities series 2006-3
Class       Rating
N2          CC
N3          CC

LBSBC NIM Co. 2007-1
$25 million LBSBC net interest margin securities series 2007-1
Class       Rating
N2          CC
N3          CC

LBSBC NIM Co. 2007-3
$39 million net interest margin securities series 2007-3
Class       Rating
N2          CC
N3          CC


LBSBC NIM: S&P Rates 2010-2 Class E Certificates to 'BB'
--------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to
AmeriCredit Automobile Receivables Trust 2010-2's $600 million
automobile receivables-backed notes.

The ratings reflect S&P's view of:

    * The availability of approximately 46.7%, 41.2%, 33.7%,
      26.9%, and 20.1% 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 our 12.50%-13.00%
      expected cumulative net loss range commensurate with the
      assigned 'AAA', 'AA', 'A', 'BBB', and 'BB' ratings,
      respectively;

    * The transaction's ability to withstand more than 1.5x our
      expected net loss level in our "what if" scenario analysis
      before becoming vulnerable to a negative CreditWatch action
      and 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 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.

Ratings Assigned
AmeriCredit Automobile Receivables Trust 2010-2

Class    Rating      Type          Interest         Amount
                                   rate           (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


LNR DO: S&P Downgrades Ratings on 12 Classes of CRE CDO Deals
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 12
classes from LNR DO IV Ltd.'s series 2006-1, a commercial real
estate collateralized debt obligation transaction.

The downgrades reflect S&P's analysis of the transaction following
interest shortfalls to class A, a nondeferrable class, as well as
the termination of the interest rate swap.

According to the May 25, 2010, trustee remittance report, class A
experienced interest shortfalls in the amount of $242,999 in the
current period, with aggregate interest shortfalls of $479,103.
In addition, the trustee report also noted that the interest rate
swap in the transaction has been terminated, resulting in a
termination fee of $84.8 million due to the hedge counterparty.
According to S&P's understanding of the transaction's indenture
and payment waterfall, the termination payments to the hedge
counterparty are made before any interest or principal proceeds
are made available to the classes.  S&P expects the termination
payments may not be paid in full for several years, and full
principal and interest payments will likely not be paid for many
years.

According to the most recent trustee report, LNR CDO IV is
collateralized by 148 classes of CMBS ($1.483 billion, 100%) from
36 distinct transactions issued in 1997 through 2006.

S&P had previously downgraded the nondeferrable classes B-FL and
B-FX to 'D' when they experienced interest shortfalls according to
the March 24, 2010, trustee remittance report.

Standard & Poor's analyzed LNR CDO IV according to its current
criteria.  The analysis is consistent with the lowered ratings.

                         Ratings Lowered

                         LNR CDO IV Ltd.
                          Series 2006-1

                                  Rating
                                  ------
                Class    To                   From
                -----    --                   ----
                A        D                    CCC+
                C-FL     CC                   CCC-
                C-FX     CC                   CCC-
                D-FL     CC                   CCC-
                D-FX     CC                   CCC-
                E        CC                   CCC-
                F-FL     CC                   CCC-
                F-FX     CC                   CCC-
                G        CC                   CCC-
                H        CC                   CCC-
                J        CC                   CCC-
                K        CC                   CCC-


LNR PROPERTY: S&P Affirms 19 Junk Certificate Classes
-----------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 26
tranches from six U.S. cash flow and hybrid collateralized debt
obligation (CDO) transactions.

S&P said, "At the same time, we removed 16 of the lowered ratings
from CreditWatch with negative implications.  In addition, we
placed 10 of the lowered ratings on CreditWatch negative,
indicating a significant likelihood of further downgrades.  We
also affirmed our ratings on 19 other tranches.

"Today's CDO downgrades reflect a number of factors, including
credit deterioration, as well as our negative rating actions on
underlying U.S. subprime residential mortgage-backed securities
(RMBS).  Our CreditWatch placements primarily affect transactions
for which a significant portion of the collateral assets currently
have ratings on CreditWatch with negative implications or that
have significant exposure to assets rated in the 'CCC'
category.

"The 26 downgraded U.S. cash flow and hybrid tranches have a total
issuance amount of $9.085 billion. Three of the six  affected
transactions are mezzanine structured finance (SF) CDOs of asset-
backed securities (ABS), which are collateralized in large part by
mezzanine tranches of RMBS and other structured finance (SF)
securities.  Two of the six are high-grade SF CDOs of ABS that
were collateralized at origination primarily by 'AAA' through 'A'
rated tranches of RMBS and other SF securities.  The remaining
transaction is a CDO of commercial mortgage-backed securities
(CMBS) transaction.

"The affirmations reflect current credit support levels that we
believe are sufficient to maintain the current ratings.

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

Rating Actions
                                        Rating
Transaction                 Class  To             From
Dillon Read CMBS CDO 2006-1 A-SIVF BBB+/Watch Neg AAA
Dillon Read CMBS CDO 2006-1 A1     BB+/Watch Neg  AAA
Dillon Read CMBS CDO 2006-1 A3     B/Watch Neg    A
Dillon Read CMBS CDO 2006-1 A4     CCC+/Watch Neg A-
Dillon Read CMBS CDO 2006-1 B1     CCC-/Watch Neg BBB
Dillon Read CMBS CDO 2006-1 B2     CCC-/Watch Neg BBB
Dillon Read CMBS CDO 2006-1 B3     CCC-/Watch Neg BBB-
Dillon Read CMBS CDO 2006-1 B4     CCC-/Watch Neg BB
Dillon Read CMBS CDO 2006-1 CombNt CCC-/Watch Neg BB
Dillon Read CMBS CDO 2006-1 A2     BB-/Watch Neg  AA
Duke Funding High Grade VI  X      CCC-           BB-/Watch Neg
Duke Funding VIII Ltd       A-1S   CC             BBB-/WatchNeg
Duke Funding VIII Ltd       A-1J   CC             CCC/Watch Neg
Farmington Finance Ltd.     TermNt CCC-           BBB+/WatchNeg
Farmington Finance Ltd.     Ser A  CC             CCC-/WatchNeg
Farmington Finance Ltd.     Ser C  CC             CCC-/WatchNeg
Farmington Finance Ltd.     Ser D  CC             CCC-/WatchNeg
Farmington Finance Ltd.     Trm Ln CCC-           BBB+/Watch Neg
Opus CDO I Ltd.             A      CC             B-/Watch Neg
Opus CDO I Ltd.             B      CC             CCC-/WatchNeg
Triaxx Prime CDO 2006-2     A-1A   CCC-           BB-/Watch Neg
Triaxx Prime CDO 2006-2     A-2    CC             CCC+/Watch Neg
Triaxx Prime CDO 2006-2     B      CC             CCC/Watch Neg
Triaxx Prime CDO 2006-2     A-1B1  B              BB/Watch Neg
Triaxx Prime CDO 2006-2     A-1B2  CCC-           BB-/Watch Neg
Triaxx Prime CDO 2006-2     A-1BV  CCC-           BB-/Watch Neg

Ratings Affirmed

Transaction                 Class    Rating
Duke Funding High Grade VI  A-1LA    CC
Duke Funding High Grade VI  A-1LB    CC
Duke Funding High Grade VI  A-2L     CC
Duke Funding High Grade VI  A-3L     CC
Duke Funding High Grade VI  B-1L     CC
Duke Funding VIII Ltd       A-2      CC
Duke Funding VIII Ltd       A-3V     CC
Duke Funding VIII Ltd       A-3F     CC
Duke Funding VIII Ltd       B        CC
Duke Funding VIII Ltd       CombSec1 CC
Duke Funding VIII Ltd       CombSec2 CC
Duke Funding VIII Ltd       CombSec3 CC
Duke Funding VIII Ltd       Sub Nts  CC
Opus CDO I Ltd.             C        CC
Opus CDO I Ltd.             D        CC
Opus CDO I Ltd.             Sub Nts  CC
Opus CDO I Ltd.             Combo    CC
Triaxx Prime CDO 2006-2     X        CC
Triaxx Prime CDO 2006-2     C        CC


MADISON PARK: 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 Madison Park Funding III, Ltd.:

  -- US$40,000,000 Class B Deferrable Floating Rate Notes Due
     2020, Upgraded to Baa3; previously on March 17, 2009
     Downgraded to Ba1;

  -- US$22,000,000 Class D Deferrable Floating Rate Notes Due
     2020, Upgraded to Caa2; previously on March 26, 2010 Ca
     Placed Under Review for Possible Upgrade;

  -- US$6,000,000 Class Q Notes (Current Rated Principal Amount of
     $5,150,874) Due 2020, Upgraded to B1; previously on August 4,
     2009 Downgraded to B2;

According to Moody's, the rating action taken on the notes results
primarily from improvement in the credit quality of the underlying
portfolio and an increase in the overcollateralization of the
notes since the rating action in August 2009.  In Moody's view,
these positive developments coincide with reinvestment of sale
proceeds (including higher than previously anticipated recoveries
realized on defaulted securities) into substitute assets with
higher par amounts and/or higher ratings.

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 proportion
of securities from issuers rated Caa1 and below.  In particular,
as of the latest trustee report dated April 14, 2010, the weighted
average rating factor is currently 2751compared to 2899 in June
2009 and securities rated Caa1/CCC+ or lower make up approximately
8% of the underlying portfolio versus 11% in June 2009.
Additionally, defaulted securities have decreased from about $60MM
in June 2009 to approximately $15MM.  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 June 2009.
The Class A, Class B, Class C and Class D overcollateralization
ratios are reported at 124.0%, 115.2%, 110.4% and 106.5%,
respectively, versus June 2009 levels of 120.3%, 111.8%, 107.1%
and 103.3%, respectively, and all related overcollateralization
tests are currently in compliance.

Madison Park Funding III Ltd., issued in 2006, is a collateralized
loan obligation backed primarily by a portfolio of senior secured
loans.


MARGATE FUNDING: Moody's Junks Rating on Class A1S From 'Ba2'
-------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
rating of one class of notes issued by Margate Funding I, LTD.
The notes affected by the rating action are:

  -- US$805,000,000 Class A1S Senior Secured Floating Rate Notes
     Due 2044 (current balance of $644,428,002), Downgraded to Ca;
     previously on February 2, 2009 Downgraded to Ba2.

Margate Funding I, LTD., issued on December 20, 2004, is a
collateralized debt obligation backed primarily by a portfolio of
residential mortgage-backed securities.  RMBS comprise
approximately 72% of the underlying portfolio, of which the
majority were originated in 2004 and 2005.

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), an increase in the dollar amount of defaulted securities,
failure of the coverage tests, and the 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 814 in January 2009 to 1855 in April 2010.  During
the same time, the dollar amount of defaulted securities increased
from $125.4 million to $145.1 million, and the Class A2
overcollateralization ratio decreased from 92.09% to 69.87%.  In
addition, in April 2010, the ratings of approximately
$338.4 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 applicable to certain RMBS.

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.

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.


MARIETTA AREA: Moody's Reviews 'Ba1' Rating on $38.5 Mil. Bonds
---------------------------------------------------------------
Moody's Investors Service has placed the underlying Ba1 bond
rating for Marietta Area Health Care on Watchlist for possible
downgrade, affecting $38.5 million of rated bonds outstanding.
MAHC also has $33 million of fixed rate and variable rate demand
bonds supported by letters of credit outstanding that is not rated
by Moody's.

The Watchlist rating action stems from the ongoing delay of the
release of MAHC's fiscal year end September 30, 2009 audited
financial statements due to obtaining a waiver from Assured
Guranty/FSA for a covenant violation.  Waivers have been received
from JP Morgan and Fifth Third Bank who provide liquidity
facilities on the variable rate demand obligations.

Additionally, through the first six months of FY 2010, MAHC
continues to report a sizable operating loss and maintains weak
balance sheet measures.  Since Moody's last review, MAHC has
borrowed an additional $6.5 million in a note from a local bank to
primarily fund renovations.  $13.1 million of Letter of Credit
backed debt expires on December 15, 2010; management is currently
in negotiations with the bank for an extension.

Moody's expects to complete a full review of the rating within the
next 30 days.

Rated Debt (debt outstanding as of September 30, 2009):

* Series 1998 (fixed rate bonds) ($17.5 million outstanding);
  rated Aa3 (Insured by Assured Guaranty); Ba1 underlying rating

* Series 2003 (variable rate bonds) ($21.0 million outstanding);
  rated Aa3/VMIG1 (Insured by Assured Guaranty) supported Standby
  Bond Purchase Agreement provided by JP Morgan Chase); Ba1
  underlying rating

The last rating action with respect to the Marietta Area Health
Care was on June 18, 2009, when a municipal finance scale rating
was downgraded to Ba1 from Baa2 and negative outlook was assigned
and the rating was removed from Watchlist.  That rating was
subsequently recalibrated to Global Scale Rating on May 7, 2010.


MASTR ADJUSTABLE: S&P Downgrades Ratings on Three Classes
---------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on three
classes of certificates from MASTR Adjustable Rate Mortgages Trust
2005-5, a U.S. residential mortgage-backed securities
resecuritized real estate investment conduit transaction.  S&P
lowered its rating on class A-1 to 'B-' from 'AAA'.  S&P also
lowered its ratings on classes A-2 and A-3 to 'CCC' from 'AAA'.
Classes A-2 and A-3 provide additional credit enhancement to class
A-1.  The downgrades reflect the significant deterioration in
performance of the loans backing the underlying certificates.
This performance deterioration is so severe that the credit
enhancement for MARM 2005-5 is insufficient to maintain the
previous ratings on the re-REMIC classes.

MARM 2005-5, which closed in May 2005, is collateralized by 18
underlying classes.

The performance of the loans securing these certificates has
generally deteriorated.  Table 1 shows the April 2010 underlying
pool statistics for delinquent loans as a percentage of the
current pool balance, as well current pool factors, experienced
cumulative losses, and S&P's current projected losses as a
percentage of the original pool balance.  The loans securing these
trusts consist predominantly of fixed-rate and long-reset
adjustable-rate Alternative-A and prime mortgage loans.

                              Table 1

                  Class
                  (Current)       Pool    Cum    Projected Total
Trust            Rating) Group*  Factor% Loss%  Losses%   Delq.%
-----            --------------  ------- -----  --------- ------
CSF 2003-AR22    IA1 (AAA)  1    11.04   0.13   0.6       10.5
CWF 2003-42      1A1 (AA)        14.24   0.19   0.8       12.96
CWF 2005-9       1A5 (BBB)       26.15   11.8   6.78      44.76
FUND2 1993-A     A2 (BBB)        2.03    2.29   2.35      6.21
GMM 2005-AA1     2A2 (CCC)       34.22   2.91   7.44      24.27
GMM 2005-AR1     5A (A+)         35.88   1.05   2.65      12.25
MARM 2004-7      6A2 (AAA)  2    10.08   1.77   3.62      42.35
MARM 2005-1      2A1 (BB+)       29.27   2.13   6.26      25.65
                  1A1 (BB)
                  3A1 (BB+)
MARM 2005-2      5A1 (BBB-)      26.78   2.97   6.33      25.75
                  1A1 (BBB-)
MARM 2005-3      1A2 (A-)        25.82   3.39   7.7       29.81
WFM 2003-J       IIA7 (AAA)      35.46   0.03   0.33      2.32
WMS 2004-AR2     A (AAA)         9.99    0.35   1.03      20.99
WMS 2005-AR6     1A1B (AAA)      24.98   1.14   4.01      36.9
                  2A1B3 (AAA)
                  2A1C (AAA)

                         * If applicable.

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

                          Rating Actions

           MASTR Adjustable Rate Mortgages Trust 2005-5
                          Series 2005-5

                                          Rating
                                          ------
         Class      CUSIP         To                   From
         -----      -----         --                   ----
         A-1        576433ZR0     B-                   AAA
         A-2        576433ZS8     CCC                  AAA
         A-3        576433ZW9     CCC                  AAA


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

  -- US$250,000,000 Class A-1L Floating Rate Notes due February
     2020, Upgraded to Aa1; previously on June 9, 2009 Downgraded
     to Aa2;

  -- US$60,000,000 Class A-1LV Floating Rate Revolving Notes due
     February 2020, Upgraded to Aa1; previously on June 9, 2009
     Downgraded to Aa2;

  -- US$26,000,000 Class A-2L Floating Rate Notes due February
     2020, Upgraded to A2; previously on June 9, 2009 Downgraded
     to A3;

  -- US$25,000,000 Class A-3L Deferrable Floating Rate Notes due
     February 2020, Upgraded to Baa3; previously on June 9, 2009
     Confirmed at Ba1;

  -- US$19,500,000 Class B-1L Floating Rate Notes due February
     2020, Upgraded to Ba3; previously on June 9, 2009 Confirmed
     at B1;

  -- US$20,000,000 Class B-2L Floating Rate Notes due February
     2020, Upgraded to Caa3; 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 and an increase in the overcollateralization of the
notes since the rating action in June 2009.  These positive
developments coincide with reinvestment of principal repayments
and sale proceeds into substitute assets with higher ratings.

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 proportion
of securities from issuers rated Caa1 and below.  In particular,
as of the latest trustee report dated April 12, 2010, the weighted
average rating factor is 2531 compared to 2807 in June 2009, and
the dollar amount of defaulted securities has decreased to about
$12MM from approximately $29MM in June 2009.

The overcollateralization ratios have increased since the rating
action in June 2009.  The Class A, Class B-1L, Class B-2L
overcollateralization ratios are reported at 113.31%, 107.39%, and
101.77%, respectively, versus June 2009 levels of 112.18%,
106.37%, and 98.78%, respectively, and all related
overcollateralization tests are currently in compliance.  Moody's
also notes that the Class B-2L notes benefit from a "turbo"
amortization feature that enables them to delever ahead of more
senior notes.

Mayport CLO Ltd., issued in December 2006, is a collateralized
loan obligation backed primarily by a portfolio of senior secured
loans.


MESA WEST: S&P Downgrades Ratings on 11 Classes of Notes
--------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 11
classes from Mesa West Capital CDO Ltd. and removed them from
CreditWatch negative.

The downgrades reflect S&P's analysis of the transaction,
including the effect of the deteriorating economic conditions and
current credit characteristics of the collateral assets.  S&P's
analysis also considered its estimated asset-specific recovery
rates for one underlying loan asset ($5.1 million, 1.2%) reported
as defaulted in the May 2010 trustee report, the transaction's
liability structure, and the application of S&P's updated U.S.
commercial real estate collateralized debt obligation criteria.

According to the May 25, 2010, trustee report, the transaction's
current asset pool included these:

* Thirty-four whole loans ($430.2 million, 96.2%); and
* Two subordinated loans ($17.1 million, 3.8%).

Standard & Poor's reviewed and updated its credit estimates for
all of the nondefaulted loan assets.  S&P based the analyses on
S&P's adjusted net cash flows, which S&P derived from the most
recent financial data provided by the collateral manager, Mesa
West Capital LLC 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 ($5.1 million, 1.2%).  Standard & Poor's
estimated an asset-specific recovery rate of 57.1% for the loan
asset reported as defaulted.  The collateral manager has indicated
that it intends to purchase the loan from the CDO at par value.
S&P based its recovery rate on the information from the collateral
manager, special servicer, and third-party data providers.  The
defaulted loan is The Oak Point senior-interest 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

                     Mesa West Capital CDO Ltd.
                        Floating-rate notes

                             Rating
                             ------
           Class     To                   From
           -----     --                   ----
           A-1       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         BB-                  A-/Watch Neg
           F         B+                   BBB+/Watch Neg
           G         B+                   BBB/Watch Neg
           H         B+                   BBB-/Watch Neg
           J         B                    BB/Watch Neg
           K         B-                   B/Watch Neg
         MSDW MORTGAGE: Fitch Affirms Ratings on Classes E,F & G
Notes at C
------------------------------------------------------------------
Fitch Ratings has taken the following rating actions on Morgan
Stanley Dean Witter Mortgage Capital Owner Trust, series 2000-F1:

-- Classes S and X affirmed at 'AA';
-- Class B affirmed at 'BBB' and assigned a Stable Outlook;
-- Class C affirmed at 'BB' and assigned a Stable Outlook;
-- Class D affirmed at 'B' and assigned a Stable Outlook;
-- Class E and F affirmed at 'C/RR1';
-- Class G revised to 'C/RR3' from 'C/RR1'.

Credit support was found to be consistent with the current ratings
while recovery prospects for the class G notes have decreased.  As
such, all long-term ratings have been affirmed and the Recovery
Rating (RR) for the class G notes has been revised.

In reviewing the transaction, Fitch took into account analytical
considerations outlined in Fitch's 'Global Structured Finance
Rating Criteria', dated Sept. 30, 2009, including asset quality,
credit enhancement, financial structure, legal structure, and
originator and servicer quality.

Fitch's analysis first incorporated anticipated losses on
currently defaulted collateral given Fitch's recovery
expectations.  Fitch's recovery expectations are based on
historical collateral-specific recoveries experienced in the
franchise asset backed securities (ABS) sector since 1994.  The
resulting anticipated collateral losses were then applied to the
transaction structure, enabling Fitch to asses the impact of the
expected losses on the securities and available credit
enhancement.

Next, to assess the structure's ability to withstand additional
loan defaults, Fitch assumed additional borrowers would default
based on their current fixed charged coverage ratios (FCCRs).
Under specific scenarios for each rating category, borrowers with
an FCCR below a defined level were assumed to default and realize
a loss in the near future.  If a class was able to withstand the
assumed defaults without incurring a loss, it was considered to
have passed that particular scenario.  These FCCR 'hurdles' for
the respective scenarios ranged from 1.0 times (x) for the 'B'
case to 2.0x for the 'AAA' case.  FCCR default levels were based
on an analysis of historical franchise loan obligor FCCR data from
2005-2009 and particularly focused on the level of borrower
deterioration that occurred in the most recent economic downturn.

Additionally, to review possible concentration risks within the
pool, Fitch evaluated the impact of the default of the largest
performing obligors.  Similar to the analysis detailed above,
Fitch applied loss and recovery expectations to the performing
obligors based on collateral type and historical recovery
performance.  The expected loss assumption was then compared to
the credit support available to the outstanding notes given
Fitch's expected losses on the currently defaulted loans.
Consistent with the obligor approach detailed in 'Rating US
Equipment Lease and Loan Securitizations', dated June 16, 2008,
Fitch applied losses from the largest performing obligors
commensurate with the individual rating category.  The number of
obligors ranges from 1.5 at 'BB' up to 5-6 at 'AAA'.

Fitch will continue to closely monitor this transaction and may
take additional rating action in the event of changes in
performance and credit enhancement measures.


MORGAN STANLEY: Fitch Affirms Ratings on Series 2003-IQ5 Certs.
---------------------------------------------------------------
Fitch Ratings affirms and assigns Rating Outlooks and Loss
Severity ratings to Morgan Stanley Capital I Trust commercial
mortgage pass-through certificates, series 2003-IQ5 as indicated:

  -- $354.1 million class A-4 at 'AAA/LS1'; Outlook Stable;
  -- Interest-only classes X-1 and X-2 at 'AAA'; Outlook Stable;
  -- $22.4 million class B at 'AAA/LS2'; Outlook Stable;
  -- $30.2 million class C at 'AA+/LS2'; Outlook Stable;
  -- $7.8 million class D at 'AA-/LS3'; Outlook Stable;
  -- $5.8 million class E at 'A+/LS3'; Outlook Stable;
  -- $6.8 million class F at 'A-/LS3'; Outlook Stable;
  -- $7.8 million class G at 'BBB/LS3'; Outlook Stable;
  -- $5.8 million class H at 'BBB-/LS3'; Outlook Stable;
  -- $2.9 million class J at 'BB+/LS3'; Outlook Stable;
  -- $4.9 million class K at 'BB/LS4'; Outlook Stable;
  -- $2.9 million class L at 'B+/LS4'; Outlook Stable;
  -- $1.9 million class M at 'B/LS5'; Outlook Negative;
  -- $1 million class N at 'B-/LS5'; Outlook Negative.

Classes A-1, A-2, and A-3 have been paid in full.  Fitch does not
rate the $7.8 million class O certificates.

The affirmations are due to minimal Fitch expected losses
following Fitch's prospective review of potential stresses and
expected losses associated with the pool.  Fitch expects losses of
1% of the remaining pool balance, approximately $4.6 million, from
loans that are not expected to refinance at maturity based on
Fitch's refinance test.

As of the May 2010 distribution date, the pool's collateral
balance has paid down 40.7% to $462.1 million from $778.8 million
at issuance.  Five of the remaining loans in the pool have
defeased (11.4%) and there are no delinquent or specially serviced
loans.

Fitch stressed the cash flow of the remaining non-defeased loans
by applying a 10% reduction to 2008 fiscal year end net operating
income and applying an adjusted market cap rate between 7.25% and
10.5% to determine value.

Similar to Fitch's prospective analysis of recent vintage CMBS,
each loan also underwent a refinance test by applying an 8%
interest rate and 30-year amortization schedule based on the
stressed cash flow.  Loans that could refinance to a debt service
coverage ratio of 1.25 times or higher were considered to pay off
at maturity.  Under this scenario, five loans are not expected to
pay off at maturity, however, no losses are expected as Fitch's
stressed value exceeds the loan balance.


MORGAN STANLEY: S&P Downgrades Ratings on Five 2001-TOP1 CMBS
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on five
classes of commercial mortgage-backed securities from Morgan
Stanley Dean Witter Capital I Trust's series 2001-TOP1 and removed
them from CreditWatch with negative implications.  In addition,
S&P affirmed its ratings on three classes from the same
transaction.

The rating actions follow S&P's analysis of the transaction using
its U.S. conduit and fusion CMBS criteria.  The downgrades of the
subordinate and mezzanine classes also reflect credit support
erosion that S&P anticipate will occur upon the eventual
resolution of four of the seven specially serviced assets.  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
1.71x 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 1.38x and an LTV ratio of 87.4%.  The
implied defaults and loss severity under the 'AAA' scenario were
20.1% and 44.9%, respectively.  All of the DSC and LTV
calculations S&P noted above exclude 17 defeased loans
($78.6 million, 12.8%), and four ($52.3 million, 8.5%) of the
seven specially serviced assets.  S&P separately estimated losses
for these four 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 rating on the class X-1
interest-only certificate based on its current criteria.

                      Credit Considerations

As of the May 2010 remittance report, seven assets ($75.5 million,
12.3%) in the pool were with the special servicer, Berkadia
Commercial Mortgage LLC.  One ($26.1 million, 4.2%) asset is real
estate owned, two ($24.4 million, 3.9%) loans are in foreclosure,
one ($1.8 million, 0.3%) loan is a matured balloon, one
(11.3 million, 1.8%) loan is 90-plus days delinquent, and two
($12.0 million, 2.0%) loans are current.

         The ABB Flexible Automation Building/Grand Design

Building/Ameritech Building crossed portfolio is the largest real
estate exposure with the special servicer and the fifth-largest
exposure in the pool.  The asset consists of three industrial
properties in Michigan totaling 604,092 sq. ft. of space.  The
unpaid principal balance is $26.1 million (4.2%) while the total
exposure is $27.7 million.  The asset was transferred to the
special servicer on Oct. 13, 2008, for maturity default and became
REO in November 2009.  S&P expects a significant loss upon the
eventual resolution of this asset.

The Metro Center loan ($22.6 million; 3.7%) is the second-largest
loan with the special servicer and the sixth-largest loan in the
pool.  The loan is secured by a 291,722-sq.-ft. office building
built in 1986 in Hartford, Conn.  The loan was transferred to the
special servicer on July 16, 2009, due to monetary default and is
currently in foreclosure.  Per the special servicer, lower rental
rates and increased operating expenses have resulted in decreased
net cash flow.  S&P expects a significant loss upon the eventual
resolution of this asset.

The remaining five specially serviced loans ($26.9 million, 4.4%)
have balances that individually represent less than 2.0% of the
total pool balance.  S&P estimated losses for one of these loans
($1.8 million, 0.3%).  Berkadia is reviewing resolution strategies
for the remaining four loans, including possible loan
modifications.

In arriving at its current ratings, S&P also considered the
transaction's significant near-term loan maturities.  Excluding
the 17 defeased loans and seven specially serviced assets,
approximately 40.2% of the loans, by balance, mature by December
2011.

                        Transaction Summary

As of the May 2010 remittance report, the collateral pool balance
was $616.6 million, down from $1.2 billion at issuance.  The pool
includes 105 assets, down from 161 at issuance.  As of the May
2010 remittance report, the master servicer, Wells Fargo Bank
N.A., provided financial information for 92.6% of the pool; 68.2%
of the servicer-provided information was full-year 2009 or
interim-2009 data.  S&P calculated a weighted average DSC of 1.71x
based on the reported figures.  S&P's adjusted DSC and LTV were
1.71x and 66.7%, respectively, which excludes 17 defeased loans
($78.6 million, 12.8%) and four ($52.3 million, 8.5%) of the seven
specially serviced loans.  S&P estimated losses separately for the
four specially serviced assets.  Twenty-two loans ($184.7 million,
30.0%) are on the master servicer's watchlist.  Sixteen loans
($45.5 million, 7.4%) have a reported DSC below 1.10x, and 14 of
these loans ($35.8 million, 5.8%) have a reported DSC of less than
1.0x.  The transaction has experienced eight principal losses to
date totaling $14.3 million.

                     Summary Of Top 10 Loans

The top 10 exposures secured by real estate have an aggregate
outstanding trust balance of $286.4 million (46.4%).  Using
servicer-reported numbers, S&P calculated a weighted average DSC
of 1.80x for the top 10 loans.  As of the May 2010 remittance
report, three of the top 10 loans were on the master servicer's
watchlist and are discussed below.  Two of the top 10 loans were
with the special servicer, and were discussed above.  S&P's
adjusted DSC and TV for the top 10 loans are 1.81x and 60.8%,
respectively.  S&P's adjusted DSC excludes the Metro Center loan,
which is with the special servicer.  If S&P include that loan in
its calculations, its adjusted DSC for the top 10 loans would be
1.75x.

The Santa Monica Place loan is the largest loan in the pool and is
on the master servicer's watchlist due to low occupancy and DSC.
At issuance, the subject collateral was part of a three-level
enclosed regional mall located at the end of a pedestrian shopping
area known as Third Street Promenade in Santa Monica, Calif.
According to the master servicer, although the reported net cash
flow was negative for year-end 2008 and the nine months ended
Sept. 30, 2009, that performance reflects the closure of the
property and the sponsor's ongoing extensive redevelopment
efforts.  After redevelopment, which is slated for completion by
August 2010, the collateral will consist of a 486,000-sq.-ft.
retail property anchored by Nordstrom and Bloomingdales, and will
include 255,000 sq. ft. of in-line retail space.  Occupancy based
on signed new leases is expected to be approximately 94% as of
June 2010 and the property is expected to reopen in August 2010.
Standard & Poor's utilized the most recent reported stabilized DSC
of 1.42x in S&P's analysis, but also considered a post-renovation
projected DSC of approximately 2.20x, which reflects the latest
rent roll for the property and includes significantly higher
rents.

The Richfield Portfolio loan ($31.8 million, 5.2%) is the third-
largest exposure secured by real estate in the pool and the
second-largest loan on the watchlist.  The loan is secured by five
multifamily properties totaling 2,732 units in Houston.  The loan
is on the watchlist due to a decrease in DSC because of fire
damage to the Napoleon Square Apartment building and hurricane
damage to the South Oaks Apartment building.  For the nine months
ended Sept. 30, 2009, the reported weighted average DSC was 1.41x
and occupancy was 78%, an increase from 1.18x and 76% for 2008.

The Edison Hotel loan ($15.0 million, 2.43%) is the ninth-largest
exposure secured by real estate in the pool and third-largest loan
on the watchlist.  The loan is secured by a 799-room, full-service
hotel in the midtown Manhattan Time Square theatre district in New
York.  The loan is on the watchlist due to a decrease in DSC
following a drop in occupancy to 70.2% in 2009 from 84.2% in 2008.
Based on information provided by the master servicer, the year-end
2009 DSC was 6.72x, down from the year-end 2008 DSC of 14.16x.

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

      Ratings Lowered And Removed From Creditwatch Negative

      Morgan Stanley Dean Witter Capital I Trust 2001-TOP1
          Commercial mortgage pass-through certificates

                  Rating
                  ------
      Class     To      From            Credit enhancement (%)
      -----     --      ----            ----------------------
      C         A       AA-/Watch Neg                    15.03
      D         BBB     A/Watch Neg                      13.15
      E         BB-     BBB-/Watch Neg                    8.70
      F         B-      BB+/Watch Neg                     7.06
      G         CCC-    B/Watch Neg                       4.01

                          Ratings Affirmed

       Morgan Stanley Dean Witter Capital I Trust 2001-TOP1
           Commercial mortgage pass-through certificates

           Class     Rating      Credit enhancement (%)
           -----     ------      ----------------------
           A-4       AAA                          25.81
           B         AA+                          20.19
           X-1       AAA                            N/A

                      N/A - Not applicable.


MSC 2006-SRR1: Moody's Downgrades Ratings on 18 Classes of Notes
----------------------------------------------------------------
Moody's Investors Service downgraded eighteen classes of Notes
issued by MSC 2006-SRR1 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 2006-SRR1 is a synthetic CRE CDO transaction backed by a
portfolio of credit default swaps referencing $620 million par
amount of commercial mortgage backed securities.  All of the CMBS
reference obligations were securitized in 2004 (21%), 2005 (52%)
and 2006 (27%).  As of the April 27, 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, WARR, 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 4,870 compared to 2,335 at
last review.  The distribution of current ratings are: Baa1-Baa3
(3.2% compared to 17.7% at last review), Ba1-Ba3 (25.8% compared
to 56.5% at last review), B1-B3 (21% compared to 0% at last
review) and Caa1-C (50.0% compared to 25.8% 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 4.6 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 4.3% compared to a mean of 9.2% 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 23.7% compared to 43.0% at last review.
The lower MAC is due to lower credit quality and greater
dispersion of current ratings within the collateral 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 A2, Downgraded to Ca; previously on February 26, 2010
     Ba2 Placed Under Review for Possible Downgrade

  -- Class A2-S, Downgraded to Ca; previously on February 26, 2010
     Ba3 Placed Under Review for Possible Downgrade

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

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

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

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

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

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

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

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

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

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

  -- Class G, Downgraded to C; previously on February 26, 2010
     Caa1 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
     Caa2 Placed Under Review for Possible Downgrade

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

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

  -- Class M, 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.


N-45 FIRST CMBS: Fitch Affirms 'BB+' Rating on Class E Notes
------------------------------------------------------------
Fitch Ratings has affirmed the ratings and Rating Outlooks on N-45
First CMBS Issuer Corporation, series 2003-3 as follows:

-- C$162 million class A-2 at 'AAA'; Outlook Stable;
-- Interest-only class IO at 'AAA'; Outlook Stable;
-- C$47.6 million class B at 'AAA'; Outlook Stable;
-- C$31.4 million class C at 'AA'; Outlook Stable;
-- C$31.4 million class D at 'BBB-'; Outlook Stable; and
-- C$3.7 million class E at 'BB+'; Outlook Stable.

Class A-1 has paid in full.

The affirmations are due to continued stable occupancy and cash
flow performance for the two remaining loans in the transaction,
Place Bell (50.4%) and Fifth Avenue Place (49.6%).  The Stable
Outlooks reflect the likely direction of any rating changes over
the next one to two years.  Though a large block of space at Fifth
Avenue Place expires in 2011, it is currently leased at well below
market rents, and lease expirations at Place Bell total less than
1% per year for the duration of the loan term.

Place Bell, located in Ottawa, Canada, consists of a one million-
square foot (sf) class A office building built in 1971 and
renovated in the late 1990s.  The Place Bell loan is full recourse
to the sponsor.  Bell Canada, the largest tenant, is Canada's
largest telephone and telecommunications company.  The tenant
represents approximately 46.7% of the net rentable area (NRA) and
is on a long-term lease until 2022.  Other major tenants include
Public Works and Government Services Canada, which leases 20.2% of
the space through 2017, and Gowlings, which leases 13.9% of the
space through 2016.

As of year-end (YE) 2008, Place Bell was fully occupied.  However,
approximately 78,000 sf (7.7%) has been listed for lease or
sublease as of May 2010.  There are limited additional expirations
through the loan's Dec. 1, 2012, maturity date.  The next
significant rollover concentration, representing approximately 18%
of the space, occurs in 2016.

As of YE 2008, the Fitch adjusted debt service coverage ratio
(DSCR) for the Place Bell loan was 1.54 times (x), compared with
1.36x at issuance.  The DSCR was calculated based on a Fitch
adjusted net cash flow (NCF) and a stressed debt service amount
calculated on the current loan balances and a hypothetical
mortgage constant.

Fifth Avenue Place consists of two 34-story, class A office towers
totaling 1.5 million sf that are located in downtown Calgary.
Approximately 49,000 sf of the property's NRA consists of retail
space.  The tenant base is concentrated in the oil and gas
industry.  The three largest tenants include: Devon Estates, which
is owned by lease guarantor Imperial Oil Limited (rated investment
grade) and comprises 37.6% of the NRA; Enbridge, Inc. (rated
investment grade), which occupies 15.8% of the NRA; and Westcoast
Energy, Inc. (rated investment grade), which occupies 6.1% of the
space.

The Fifth Avenue Place loan matures Aug. 5, 2011.  That year,
leases corresponding to approximately 47% of the space are
scheduled to expire.  Additionally, the downtown Calgary office
market has weakened considerably due to new development scheduled
to come on line, with submarket vacancy projected to peak at 17%
in 2012 according to Avison Young.  However, a majority of the
2011 rollover concentration consists of space leased by Devon
Estates (38%), which pays well below market rent.  Rents paid by
the other expiring tenants are in line with current market rates.

As of January 2009, occupancy was 98%, compared with 99% at
issuance.  The YE 2008 Fitch adjusted DSCR improved to 2.65x from
1.49x at issuance largely due to rent bumps and new leases signed
at higher rates than at the time of origination.

As of the May 2010, distribution date, the pool's aggregate
certificate balance has paid down approximately 40.3% to
C$276.3 million from C$462.4 million at issuance.


NATIONAL COLLEGIATE: S&P Downgrades Rating on Class C Note to 'CC'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
C note from National Collegiate Student Loan Trust 2005-3 to 'CC'
from 'CCC'.

The downgrade reflects S&P's view of a change in the class C note
interest trigger default threshold, which would cause the class C
notes to reprioritize interest earlier than S&P previously
expected.  As of May 1, 2010, First Marblehead had amended the
class C note interest trigger in the indenture after it discovered
an inaccuracy regarding the cumulative default rate threshold
schedule.  S&P believes that the trigger is likely to be breached
within the next three to four months given the current poor
performance of the trust.

If a performance-based class C note interest trigger occurred, the
class C interest would be reprioritized.  In addition, the
interest that is currently being made before senior principal
payments would become subordinated to senior principal payments in
the transaction's payment waterfall, which would cause an interest
shortfall.  That is, class C interest will be redirected to make
principal payments to the senior notes until the class C notes
interest trigger is cured.  The class C notes interest trigger,
which reflects both a parity and cumulative default tests, can be
cured if, on any distribution date, the parity level or cumulative
default rate no longer fails its respective test.  Although the
transaction has a reserve account in place for the benefit of the
rated notes, the transaction documents do not contemplate a
withdrawal from the reserve account when the class C interest
reprioritization is in effect.

As of the May 25, 2010, distribution date, series 2005-3 had a
cumulative default rate of 14.20%, which is 1.55% below the 15.75%
cumulative default rate threshold that is in place until Jan. 1,
2011.  The cumulative default rate threshold for this series will
reset to a higher level on Jan. 1 of each year, which S&P notes in
table 1.  The cumulative default rate has increased on average
approximately 50 basis points per month over the past six months.

                              Table 1

         Revised Cumulative Default Rate Threshold Resets

               Date                         CDR (%)
               ----                         -------
               10/1/2006                    1.50
               1/1/2007                     2.00
               1/1/2008                     5.75
               1/1/2009                     11.75
               1/1/2010                     15.75
               1/1/2011                     19.00
               1/1/2012                     21.00
               1/1/2013                     22.50

                  CDR -- Cumulative default rate.

                              Table 2

         Previous Cumulative Default Rate Threshold Resets

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

                 CDR -- Cumulative default rate.

Additionally, the parity test (the sum of the collateral balance
plus the reserve account balance) was equal to 100.01% of the
balance of the class A and B notes, which is currently above the
minimum threshold of 100%.  The parity has declined by an average
of approximately 30 basis points per month over the past six
months.

Standard & Poor's will continue to monitor the performance of the
student loan receivables backing this transaction relative to the
potential for breaching the class C note interest trigger and will
take rating actions as S&P considers appropriate.


NEW CENTURY: Moody's Downgrades Ratings on 56 Tranches
------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 56
tranches from 9 RMBS transactions issued by New Century.
Additionally, Moody's has confirmed the ratings of 9 tranches from
these same transactions.  The collateral backing these deals
primarily consists of first-lien, fixed and adjustable-rate
subprime residential mortgages.

The downgrades are a result of the continued performance
deterioration in Subprime pools in conjunction with home price and
unemployment conditions that remain under duress.  The actions
reflect Moody's updated loss expectations on subprime pools issued
from 2005 to 2007.

To assess the rating implications of the updated loss levels on
subprime 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.

Complete rating actions are:

Issuer: New Century Home Equity Loan Trust 2005-3

  -- Cl. A-1ss, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-1mz, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-2c, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-2d, Downgraded to Aa1; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to Baa3; previously on Jan 13, 2010 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to B3; previously on Jan 13, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to Caa3; previously on Jan 13, 2010 Baa1
     Placed Under Review for Possible Downgrade

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

  -- Cl. M-5, Downgraded to C; previously on Jan 13, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Cl. M-6, Downgraded to C; previously on Jan 13, 2010 Caa2
     Placed Under Review for Possible Downgrade

Issuer: New Century Home Equity Loan Trust 2005-4

  -- Cl. A-1, Downgraded to Aa1; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-2b, Downgraded to Aa2; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-2c, Downgraded to A3; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to B2; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to Ca; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to C; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

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

  -- Cl. M-5, Downgraded to C; previously on Jan 13, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Cl. M-6, Downgraded to C; previously on Jan 13, 2010 Caa2
     Placed Under Review for Possible Downgrade

Issuer: New Century Home Equity Loan Trust 2006-1

  -- Cl. A-1, Downgraded to Caa3; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. A-2b, Downgraded to Caa3; previously on Jan 13, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. A-2c, Downgraded to Ca; previously on Jan 13, 2010 Caa1
     Placed Under Review for Possible Downgrade

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

Issuer: New Century Home Equity Loan Trust 2006-2

  -- Cl. A-1, Downgraded to Caa3; previously on Jan 13, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Cl. A-2b, Downgraded to Caa3; previously on Jan 13, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. A-2c, Downgraded to Ca; previously on Jan 13, 2010 Caa2
     Placed Under Review for Possible Downgrade

Issuer: New Century Home Equity Loan Trust, Series 2005-1

  -- Cl. A-1ss, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-1mz, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-2c, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-2mz, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to Ba1; previously on Jan 13, 2010 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to Caa2; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to Caa3; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. M-4, Downgraded to C; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-5, Downgraded to C; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. M-6, Downgraded to C; previously on Jan 13, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. M-7, Downgraded to C; previously on Jan 13, 2010 Ca
     Placed Under Review for Possible Downgrade

Issuer: New Century Home Equity Loan Trust, Series 2005-2

  -- Cl. A-1ss, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-1mza, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-1mzc, Downgraded to Aa1; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-2c, Downgraded to Aa1; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-2mz, Downgraded to Aa1; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to Ba1; previously on Jan 13, 2010 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to Caa2; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to C; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

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

  -- Cl. M-5, Downgraded to C; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. M-6, Downgraded to C; previously on Jan 13, 2010 B3
     Placed Under Review for Possible Downgrade

Issuer: New Century Home Equity Loan Trust, Series 2005-B

  -- Cl. A-1, Downgraded to Ba1; previously on Jan 13, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. A-2c, Downgraded to Ba2; previously on Jan 13, 2010 A3
     Placed Under Review for Possible Downgrade

  -- Cl. A-2d, Downgraded to B2; previously on Jan 13, 2010 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to Caa3; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to C; previously on Jan 13, 2010 Caa2
     Placed Under Review for Possible Downgrade

Issuer: New Century Home Equity Loan Trust, Series 2005-C

  -- Cl. A-1, Downgraded to B3; previously on Jan 13, 2010 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. A-2c, Downgraded to Caa1; previously on Jan 13, 2010 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-2d, Downgraded to Ca; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to C; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to C; previously on Jan 13, 2010 Caa2
     Placed Under Review for Possible Downgrade

Issuer: New Century Home Equity Loan Trust, Series 2005-D

  -- Cl. A-1, Downgraded to Caa2; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. A-2c, Downgraded to B1; previously on Jan 13, 2010 A3
     Placed Under Review for Possible Downgrade

  -- Cl. A-2d, Downgraded to Caa3; previously on Jan 13, 2010 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to C; previously on Jan 13, 2010 Caa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to C; previously on Jan 13, 2010 Ca
     Placed Under Review for Possible Downgrade


NOB HILL: Moody's Upgrades Ratings on Floating Rate Notes
---------------------------------------------------------
Moody's Investors Service upgraded the ratings of these notes
issued by Nob Hill CLO II, Limited:

-- $22,000,000 Class B Floating Rate Notes due 2022, Upgraded to
    Baa3; previously on June 12, 2009, Downgraded to Ba1;

-- $20,000,000 Class C Deferrable Floating Rate Notes due 2022,
    Upgraded to Ba3; previously on June 12, 2009, Downgraded to
    B1;

-- $17,000,000 Class D Deferrable Floating Rate Notes due 2022,
    Upgraded to Caa2; Previously on April 13, 2010, Ca Placed
    Under Review for Possible Upgrade;

-- $17,000,000 Class E Deferrable Floating Rate Notes due 2022
    (current balance of $15,829,462), Upgraded to Ca; Previously
    on April 13, 2010, C Placed Under Review for Possible Upgrade.

According to Moody's, the rating actions taken on the notes result
from improvement in the credit quality of the underlying portfolio
and an increase in the overcollateralization of the notes since
the rating action in June 2009,.  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 proportion of securities from issuers rated Caa1
and below.  In particular, as of the latest trustee report dated
April 15, 2010, the weighted average rating factor is 2932
compared to 3207 in June 2009,.  Based on the same report,
securities rated Caa1/CCC+ or lower make up approximately 14.76%
of the underlying portfolio versus 19.98% in June 2009,.  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.

Additionally, the overcollateralization ratios have increased
since the rating action in June 2009,.  The Class A/B, Class C,
Class D, and Class E overcollateralization ratios are reported at
120.05%, 112.63%, 107.01% and 102.26%, respectively, versus June
2009, levels of 107.31%, 100.73%, 95.67%, and 91.04%,
respectively. All related overcollateralization tests are
currently in compliance.  In particular, the Class E
overcollateralization ratio has increased due to the delevering of
the Class E notes as a result of failure of the Class E
overcollateralization test.  The outstanding balance of the Class
E notes has been reduced by about 7% since June 2009,.  Moody's
notes that the Class C, D, and E notes are no longer deferring
interest and all deferred interest has been repaid.

Nob Hill CLO II, Limited, issued in June 6, 2007, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.


NORTHWEST FARM: Moody's Confirms Ratings on Subordinate Notes
-------------------------------------------------------------
Moody's has confirmed the ratings of the subordinate notes in two
synthetic securitizations of U.S. farm mortgage loans originated &
serviced by Northwest Farm Credit Services.  The notes issued in
the 2007-A securitization remain on review.  The securitizations
are primarily Credit Default Swaps to cover any losses on the
underlying reference pools of loans made to farmers in the Pacific
Northwest.  The pools consist of real estate-secured first lien
agribusiness loans.  Under the terms of the agreement, the CDS is
required to pay an amount equal to the outstanding balance of a
defaulted loan less recoveries if such defaults exceed the unrated
first loss tranche.

The notes were placed on review for possible downgrade in March
2010 because of the increase in late stage delinquencies which
exposed them to potential losses.  During the review period
Moody's has obtained information on the underlying pool.  The
loans have strong loan to value levels and relatively strong
credit profile of the borrowers (i.e., high FICO scores and low
debt to asset/income ratios).  Furthermore, delinquencies in the
2002-A and 2004-A pools have decreased substantially since the
review because of successful resolutions and payoffs.  Assuming a
100% roll rate to default for all loans that are more than 60 days
past due and a 25%-50% severity, the Ba2 rated notes in the 2002-A
& 2004-A securitizations have 2.5-9.1 times loss coverage.
Similarly, the B2 rates notes in the two securitizations have 1.5-
4.5 times coverage.

Because delinquencies of the 2007-A transaction have remained
relatively high, Moody's will continue reviewing this transaction.
Because the tranches on review are relatively small relative to
the overall rated amounts, they are very sensitive to even small
increases in losses on the reference pool.  In addition, the notes
have less credit support than similarly rated notes of the
remaining Spokane transactions.  Assuming a 100% roll rate to
default for all loans that are more than 60 days delinquent, the
Baa2 rated notes in the 2007-A securitization have 2.5-4.9 times
coverage, assuming a 25%-50% severity level.  Similarly, the Ba2
rates notes have 1.2-2.5 times coverage and the B2 rated
certificates have 0.9-1.6 times coverage assuming similar severity
levels.

In Moody's approach to projecting cumulative losses, Moody's apply
stressed roll rates and loss severity assumptions for a projected
stress period and less severe assumptions for a projected stable
period thereafter.  Moody's stress and stable period forecasts are
in line with Moody's Economy.com's baseline economic forecast.
The stressed assumptions are derived from actual roll rates and
loss severities measured at different points in time during the
current recession.  In projecting expected losses over the stable
economic period in the future, Moody's softens its assumptions to
match the pre-recession levels.  A transaction's ultimate expected
losses are determined by adding the resulting stable period
projected losses to the stressed period projected losses and the
pool's current realized losses.  The factors driving the Aaa
credit enhancement level for the deal include the credit quality
of the collateral pool, industrial and geographical
concentrations, obligor concentrations, the historical variability
of losses, the servicing quality, and the structural features of
the deal.

Once the expected loss and Aaa proxy levels are established, the
adequacy of available credit enhancement to the existing ratings
is assessed using a cash flow model.  The model incorporates a set
of assumptions about the collateral performance, including but not
limited to the timing and level of loan losses, the level of
prepayments, and interest rates, to assess whether the rated notes
can be paid back in full under the assumptions and given the
proposed capital structure and collateral pool characteristics.
Moody's benchmarks the Aaa credit enhancement level to obtain the
levels for other ratings using a lognormal distribution of losses.

The complete rating actions are:

Issuer: Mt. Spokane 2004-A LLC

  -- Cl. E, Confirmed at Ba2; previously on Mar 3, 2010 Ba2 Placed
     Under Review for Possible Downgrade

  -- Cl. F, Confirmed at B2; previously on Mar 3, 2010 B2 Placed
     Under Review for Possible Downgrade

Issuer: Mt. Spokane Trust 2002-A

  -- Class E, Confirmed at Ba2; previously on Mar 3, 2010 Ba2
     Placed Under Review for Possible Downgrade

  -- Class F, Confirmed at B2; previously on Mar 3, 2010 B2 Placed
     Under Review for Possible Downgrade

Issuer: Mt. Spokane 2007-A LLC

  -- Class D, Baa2 Remains Under Review for Possible Downgrade;
     previously on Mar 3, 2010 Baa2 Placed Under Review for
     Possible Downgrade

  -- Class E, Ba2 Remains Under Review for Possible Downgrade;
     previously on Mar 3, 2010 Ba2 Placed Under Review for
     Possible Downgrade

  -- Certificates, B2 Remains Under Review for Possible Downgrade;
     previously on Mar 3, 2010 B2 Placed Under Review for Possible
     Downgrade


PEACHTREE FRANCHISE: Fitch Affirms D Rating on 3 Classes of Notes
-----------------------------------------------------------------
Fitch Ratings has taken the following rating actions on Peachtree
Franchise Loan Notes, Series 1999-A:

-- Class A-X affirmed at 'BBB+';
-- Class A-2 affirmed at 'BBB' and assigned a Stable Outlook;
-- Class B affirmed at 'B' and assigned a Stable Outlook;
-- Class C downgraded to 'D/RR4' from 'CC/RR5';
-- Classes D and E affirmed at 'D/RR6'.

Credit support was found to be consistent with Fitch's analysis at
each rating level.  The downgrade to 'D' of the Class C notes
reflects the principal writedowns incurred to date.

In reviewing the transactions, Fitch took into account analytical
considerations outlined in Fitch's "Global Structured Finance
Rating Criteria," dated Sept. 30, 2009, including asset quality,
credit enhancement, financial structure, legal structure, and
originator and servicer quality.

Fitch's analysis first incorporated anticipated losses on
currently defaulted collateral, if any, given Fitch's recovery
expectations.  Fitch's recovery expectations are based on
historical collateral-specific recoveries experienced in the
franchise asset backed securities (ABS) sector since 1994.  The
resulting anticipated collateral losses were then applied to the
transaction structure, enabling Fitch to assess the impact of the
expected losses on the securities and available credit
enhancement.

Next, to assess the structure's ability to withstand additional
loan defaults, Fitch assumed additional borrowers would default
based on their current fixed charged coverage ratios (FCCRs).
Under specific scenarios for each rating category, borrowers with
an FCCR below a defined level were assumed to default and realize
a loss in the near future.  If a class was able to withstand the
assumed defaults without incurring a loss, it was considered to
have passed that particular scenario.  These FCCR "hurdles" for
the respective scenarios ranged from 1.0 times (x) for the 'B'
case to 2.0x for the 'AAA' case.  FCCR default levels were based
on an analysis of historical franchise loan obligor FCCR data from
2005-2009 and particularly focused on the level of borrower
deterioration that occurred in the most recent economic downturn.

Additionally, to review possible concentration risks within the
pool, Fitch evaluated the impact of the default of the largest
performing obligors.  Similar to the analysis detailed above,
Fitch applied loss and recovery expectations to the performing
obligors based on collateral type and historical recovery
performance.  The expected loss assumption was then compared to
the credit support available to the outstanding notes given
Fitch's expected losses on the currently defaulted loans, if any.
Consistent with the obligor approach detailed in "Rating U.S.
Equipment Lease and Loan Securitizations," dated June 16, 2008,
Fitch applied losses from the largest performing obligors
commensurate with the individual rating category.  The number of
obligors ranges from 1.5 at 'BB' up to 5-6 at 'AAA'.

Fitch will continue to closely monitor this transaction and may
take additional rating action in the event of changes in
performance and credit enhancement measures.


PHH: Moody's Downgrades Ratings on 32 Tranches
----------------------------------------------
Moody's Investors Service downgraded the ratings of 32 tranches
and confirmed the ratings of one tranche from three RMBS
transactions, backed by prime jumbo loans, issued by PHH.

The collateral backing these transactions consists primarily of
first-lien, fixed and adjustable-rate, prime jumbo residential
mortgage loans.  The actions are a result of the rapidly
deteriorating performance of jumbo pools in conjunction with
macroeconomic conditions that remain under duress.  The actions
reflect Moody's updated loss expectations on prime jumbo pools
issued from 2005 to 2008.

List of actions:

Issuer: PHH Mortgage Capital, LLC, PHHMC Mortgage Pass-Through
Certificates, Series 2005-4 Trust

-- Cl. A-5, Downgraded to A1; previously on Dec 17, 2009, Aaa
    Placed Under Review for Possible Downgrade

Issuer: PHH Mortgage Trust, Series 2008-CIM1

-- Cl. I-1A-1, Downgraded to A2; previously on Dec 17, 2009, Aaa
    Placed Under Review for Possible Downgrade

-- Cl. I-1A-2, Downgraded to Baa3; previously on Dec 17, 2009, A1
    Placed Under Review for Possible Downgrade

-- Cl. I-2A-1, Downgraded to Baa1; previously on Dec 17, 2009,
    Aa1 Placed Under Review for Possible Downgrade

-- Cl. I-2A-2, Downgraded to Ba1; previously on Dec 17, 2009, A2
    Placed Under Review for Possible Downgrade

-- Cl. I-3A-1, Confirmed at Aa1; previously on Dec 17, 2009, Aa1
    Placed Under Review for Possible Downgrade

-- Cl. I-3A-2, Downgraded to Baa2; previously on Dec 17, 2009, A2
    Placed Under Review for Possible Downgrade

-- Cl. I-4A-1, Downgraded to Aa3; previously on Dec 17, 2009, Aa1
    Placed Under Review for Possible Downgrade

-- Cl. I-4A-2, Downgraded to Baa2; previously on Dec 17, 2009, A2
    Placed Under Review for Possible Downgrade

-- Cl. I-B-1, Downgraded to Caa1; previously on Dec 17, 2009,
    Baa2 Placed Under Review for Possible Downgrade

-- Cl. I-B-2, Downgraded to C; previously on Dec 17, 2009, Ba3
    Placed Under Review for Possible Downgrade

-- Cl. I-B-3, Downgraded to C; previously on Dec 17, 2009, B3
    Placed Under Review for Possible Downgrade

-- Cl. I-B-4, Downgraded to C; previously on Jul 24, 2009,
    Downgraded to Ca

-- Cl. II-1A-1, Downgraded to A2; previously on Dec 17, 2009, Aa2
    Placed Under Review for Possible Downgrade

-- Cl. II-1A-2, Downgraded to Ba1; previously on Dec 17, 2009, A2
    Placed Under Review for Possible Downgrade

-- Cl. II-2A-1, Downgraded to A1; previously on Dec 17, 2009, Aa2
    Placed Under Review for Possible Downgrade

-- Cl. II-2A-2, Downgraded to Baa2; previously on Dec 17, 2009,
    A2 Placed Under Review for Possible Downgrade

-- Cl. II-1-AX, Downgraded to A2; previously on Dec 17, 2009, Aa2
    Placed Under Review for Possible Downgrade

-- Cl. II-2-AX, Downgraded to A1; previously on Dec 17, 2009, Aa2
    Placed Under Review for Possible Downgrade

-- Cl. II-1-PO, Downgraded to Baa1; previously on Dec 17, 2009,
    A2 Placed Under Review for Possible Downgrade

-- Cl. II-B-1, Downgraded to B1; previously on Dec 17, 2009, Baa1
    Placed Under Review for Possible Downgrade

-- Cl. II-B-2, Downgraded to Caa1; previously on Dec 17, 2009,
    Ba1 Placed Under Review for Possible Downgrade

-- Cl. II-B-3, Downgraded to C; previously on Dec 17, 2009, B1
    Placed Under Review for Possible Downgrade

-- Cl. II-B-4, Downgraded to C; previously on Jul 24, 2009,
    Downgraded to Ca

Issuer: PHH Mortgage Trust, Series 2008-CIM2

-- Cl. 1-A-1, Downgraded to Aa3; previously on Dec 17, 2009, Aaa
    Placed Under Review for Possible Downgrade

-- Cl. 2-A-1, Downgraded to Aa3; previously on Dec 17, 2009, Aaa
    Placed Under Review for Possible Downgrade

-- Cl. 3-A-1, Downgraded to Baa1; previously on Dec 17, 2009, Aaa
    Placed Under Review for Possible Downgrade

-- Cl. 4-A-1, Downgraded to Aa3; previously on Dec 17, 2009, Aaa
    Placed Under Review for Possible Downgrade

-- Cl. 5-A-1, Downgraded to Aa2; previously on Dec 17, 2009, Aaa
    Placed Under Review for Possible Downgrade

-- Cl. A-X, Downgraded to Aa3; previously on Dec 17, 2009, Aaa
    Placed Under Review for Possible Downgrade

-- Cl. 4-A-X, Downgraded to Aa3; previously on Dec 17, 2009, Aaa
    Placed Under Review for Possible Downgrade

-- Cl. 5-A-X, Downgraded to Aa2; previously on Dec 17, 2009, Aaa
    Placed Under Review for Possible Downgrade

-- Cl. A-PO, Downgraded to A2; previously on Dec 17, 2009, Aaa
    Placed Under Review for Possible Downgrade


PHH MORTGAGE: Moody's Downgrades Ratings on Four 2007-SL1 Tranches
------------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of four
tranches from PHH Mortgage Trust, Series 2007-SL1.  The collateral
backing this deal primarily consists of closed end second lien
mortgages.

The actions are a result of the continued performance
deterioration in second lien pools in conjunction with home price
and unemployment conditions that remain under duress.  The actions
reflect Moody's updated loss expectations on second lien pools.

One tranche included in this action, noted below, is wrapped by a
financial guarantor.  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: PHH Mortgage Trust, Series 2007-SL1

  -- Cl. A-1, Downgraded to Aa3; previously on Mar 18, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Underlying Rating: Downgraded to Baa2; previously on Mar 18,
     2010 Aaa Placed Under Review for Possible Downgrade

  -- Financial Guarantor: Assured Guaranty Corp (Confirmed at Aa3,
     Outlook Negative on 12/18/2009)

  -- Cl. M-1, Downgraded to Ba2; previously on Mar 18, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to B2; previously on Mar 18, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to Ca; previously on Mar 18, 2010 Baa2
     Placed Under Review for Possible Downgrade


PNC MORTGAGE: Fitch Takes Various Rating Actions on 2000-C1 Notes
-----------------------------------------------------------------
Fitch Ratings takes various rating actions on PNC Mortgage
Acceptance Corp., series 2000-C1:

Fitch downgrades these classes and assigns Recovery Ratings as
indicated:

  -- $12 million class G to 'CCC/RR1' from 'A+';
  -- $18 million class H to 'C/RR6' from 'BBB';
  -- $8 million class J to 'C/RR6' from 'BBB-';
  -- $7 million class K to 'C/RR6' from 'BB-'.

Fitch affirms this class and revises the RR rating as indicated:

  -- $8 million class L to 'C/RR6' from 'C/RR5'.

Fitch affirms this class and assigns an RR rating as indicated:

  -- $5.9 million class M at 'C/RR6'.

Fitch affirms these classes and assigns LS ratings as indicated:

  -- $16.8 million class C at 'AAA/LS5'; Outlook Stable;
  -- $10 million class D at 'AAA/LS5'; Outlook Stable;
  -- $26 million class E at 'AAA/LS5'; Outlook Stable;
  -- Interest-Only class X at 'AAA'; Outlook Stable.

Fitch affirms and revises the Outlook for this class as indicated:

  -- $12 million class F at 'AA+/LS5'; Outlook to Negative from
     Stable.

Classes A-1, A-2, and B are paid in full.  The rating on class N
has been withdrawn.  Fitch does not rate class O.

The rating actions are due to Fitch expected losses (26.6% of the
current deal balance) upon the disposition of specially serviced
assets along with expected losses from Fitch's prospective review
of potential stresses.  Rating Outlooks reflect the likely
direction of any changes to the ratings over the next one to two
years.

There are 45 of the original 209 loans remaining in transaction,
three of which have defeased (3.4% of the current transaction
balance).  There are 21 specially serviced loans in the pool.

Fitch stressed the cash flow of the remaining non defeased loans
by applying a 10% reduction to 2008 fiscal year end net operating
income and applying an adjusted market cap rate between 7.5% and
10% to determine value.

Similar to Fitch's prospective analysis of recent vintage CMBS,
each loan also underwent a refinance test by applying an 8%
interest rate and 30-year amortization schedule based on the
stressed cash flow.  Loans that could refinance to a debt service
coverage ratio of 1.25 times or higher were considered to payoff
at maturity.  Two loans did not payoff at maturity and two loans
incurred a loss when compared to Fitch's stressed value.


PPLUS TRUST: Moody's Upgrades Ratings on Series FMC-1 to 'B2'
-------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
rating of these certificates issued by PPLUS Trust Series FMC-1:

* 1,600,000 PPLUS 8.25% Trust Certificates; Upgraded to B2;
  Previously on March 26, 2010 Upgraded to B3, Placed on review
  for upgrade

The transaction is a structured note whose rating is based on the
rating of the Underlying Securities and the legal structure of the
transaction.  The rating action is a result of the change of the
rating of 7.45% Notes due 2031 issued by Ford Motor Company which
were upgraded to B2 by Moody's on May 18, 2010.


PPM AMERICA: Fitch Junks Ratings on Three Classes of Notes
----------------------------------------------------------
Fitch Ratings has affirmed six classes of notes issued by PPM
America High Grade CBO I, Ltd. (PPM HG I).  The rating actions
incorporate the improved credit quality of the portfolio, with the
current Fitch derived weighted-average rating increasing to
'BB/BB-' from 'B+' in June 2009.  Assets with a Fitch derived
rating below investment grade comprise 48.7% of the portfolio, of
which 16.5% of the portfolio is in the 'CCC' bucket or below.

Currently, the issuer holds $40.3 million in principal proceeds
that are expected to be distributed to the senior notes on the
next payment date in July 2010.  The class A-2A and A-2B notes are
the most senior notes remaining in the capital structure and have
amortized 86.6% since closing.  The class A-3 notes benefit from
structural features in PPM HG I, whereby a failure of the interest
priority test causes the class A-3 accreted investment amount to
be paid above class B interest in the waterfall.  Class B
continues to carry a significant interest shortfall amount, with
$6.6 million of deferred interest.  Class C has not received any
funds since the payment date in July 2007, and Fitch does not
anticipate any future payments to be made to the class C notes.

PPM HG I is a collateralized bond obligation (CBO) managed by PPM
America, Inc. that closed Dec. 19, 2000.  The remaining portfolio
is composed of 19 primarily investment grade corporate bonds.
Payments are made semi-annually in January and July, and the
reinvestment period ended in January 2005.

The rating on the class A-3 notes only addresses the return of the
accreted investment amount of class A-3, currently $2,823,496.

The Outlooks on classes A-2A, A-2B and A-3 were revised to Stable
from Negative, reflecting Fitch's expectation of improved
stability of their ratings over the next one to two years.  These
classes also maintain Loss Severity (LS) ratings of 'LS2',
indicating each tranche's potential loss severity given default,
as evidenced by the ratio of tranche size to the expected loss for
the collateral under the 'B' stress.  LS ratings should always be
considered in conjunction with probability of default indicated by
a class' long-term credit rating.  Fitch does not assign Outlooks
or LS ratings to classes rated 'CCC' or lower.

Classes B-1 and B-2 were assigned Recovery Ratings (RR) which
provide a forward-looking estimate of recoveries on currently
distressed or defaulted securities.  Recovery Ratings are
calculated using Fitch's cash flow model and incorporate Fitch's
current 'B' stress expectation for default and recovery rates.
All modeled distributions are discounted at 10% to arrive at a
present value and compared to the class' tranche size to determine
a Recovery Rating.

Fitch has affirmed, assigned LS and RR ratings and Outlooks to the
following classes as indicated:

-- $25,430,584 class A-2A notes at 'BBB/LS2'; Outlook to Stable
    from Negative;

-- $53,323,918 class A-2B notes at 'BBB/LS2'; Outlook to Stable
    from Negative;

-- $14,719,429 class A-3 notes at 'BBB/LS2'; Outlook to Stable
    from Negative;

-- $48,000,000 class B-1 notes at 'CC/RR2';
-- $10,000,000 class B-2 notes at 'CC/RR2';
-- $17,850,000 class C notes at 'C/RR6'.


PREFERREDPLUS TRUST: Moody's Upgrades Ratings on Certs. to 'B2'
---------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
rating of these certificates issued by PREFERREDPLUS Trust Series
FRD-1:

* 2,000,000 PREFERREDPLUS 7.40% Trust Certificates; Upgraded to
  B2; Previously on March 26, 2010 Upgraded to B3, Placed on
  review for upgrade

The transaction is a structured note whose rating is based on the
rating of the Underlying Securities and the legal structure of the
transaction.  The rating action is a result of the change of the
rating of 7.40% Debentures due November 1, 2046, issued by Ford
Motor Company which were upgraded to B2 by Moody's on May 18,
2010.


PUBLIC STEERS: Moody's Upgrades Ratings on Two Certificates
-----------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these certificates issued by Public Steers Series 1998
F-Z4 Trust:

* US$106,903,000 Initial Principal Amount Class A Trust
  Certificates; Upgraded to B2; Previously on March 26, 2010
  Upgraded to B3, Placed on review for upgrade

* US$125,000,000 Principal Amount at Maturity Class B Trust
  Certificates; Upgraded to B2; Previously on March 26, 2010
  Upgraded to B3, Placed on review for upgrade

The transaction is a structured note whose ratings are based on
the rating of the Underlying Securities and the legal structure of
the transaction.  The rating actions are a result of the change of
the rating of 7.70% Debentures due May 15, 2097, issued by Ford
Motor Company which were upgraded to B2 by Moody's on May 18,
2010.


SAGE COLLEGES: Moody's Downgrades Long-Term Debt Rating to 'B2'
---------------------------------------------------------------
Moody's Investors Service has downgraded Sage Colleges' long-term
debt rating to B2 from Ba2 on the Series 1999 fixed rate bonds and
the Series 2002 variable rate demand bonds, issued through the
City of Albany I.D.A. and Rensselaer County I.D.A., respectively.
The downgrade reflects Moody's expectation that the College will
continue to face severe operational and liquidity stresses and a
challenged market position.

Legal Security: Obligations under the Installment Sale Agreements
are general obligations of the college; debt service reserve fund
for Series 1999 bonds; Manufacturers & Traders Trust Company
letter of credit securing the Series 2002 bonds and are further
secured by a property pledge.

Debt-Related Derivatives: Sage Colleges is party to a floating to
fixed rate swap with a notional amount of $6.97 million that
hedges the interest rates on its Series 2002 bonds.  The
counterparty for the swap is M&T Bank (rated A2/P-1 with a
negative outlook).  Under the swap, Sage pays 3.65% and receives
BMA.  There are no collateral posting requirements for the swap
and the outstanding mark-to-market value as of April 30, 2009 is
negative $ 321,417 against the College.

                            Challenges

* Continued inability to balance operations.  After a significant
  enrollment and operational challenges in fiscal year 2008, Sage
  has been unable to regain balanced operations.  The College
  ended the 2008 fiscal year with a sizable 8.9% operating deficit
  followed by a 9.3% deficit in FY 2009.  As a result of operating
  deficits, debt service coverage from operations has been very
  weak at 0.2 times in FY 2008 and 0 times in FY 2009.  Management
  expects another significant deficit of approximately $2 million
  at the close of the 2010 fiscal year (ending April 30).  Moody's
  expects that management will be challenged to reach balanced
  operations in the current fiscal year (2011).

* Severe liquidity stress and dependence on short-term debt.  As a
  result of sizable operating deficits, the College's liquidity
  position is highly challenged as it continues to rely on
  operating lines of credit and endowment collateralization to
  meet annual obligations.  The College has an outstanding
  $14.5 million of short-term debt, all borrowed and spent
  utilized in the last three years to meet annual operating
  expenditures of $43.2 million.  Management projects the need for
  an additional $3 million of working capital to meet operating
  needs through FY 2011 (April 30, 2011).

* Weakened bondholder position.  Management plans to pay down
  $8.5 million of M&T operating loans with unrestricted endowment
  assets, and in doing so will be able to obtain the additional $3
  million M&T operating line of credit to meet cash flow needs in
  FY 2011.  Management calculates pro-forma unrestricted liquid
  net assets at $6.65 million, but these funds are not available
  for bond holders.  Funds available for bondholder security
  equate to a meager $650,000 as $6 million of unrestricted
  endowment assets must be used to collateralize the $6 million
  M&T operating line of credit that is expected to be fully drawn
  during the 2011 fiscal year.  The vast majority of remaining
  assets is legally donor restricted, and provides little
  bondholder security in the near term.  Moody's believes that,
  given its leverage and liquidity position, the College will
  experience limited market access for additional lines of credit
  or for debt restructuring going forward.

* Rapid and meaningful deterioration of balance sheet strength.
  As a result of operating stress, opening of additional lines of
  credit and recent investment losses, expendable financial
  resource coverage of debt and operations is very weak.
  Expendable financial resources as of FY 2009 provide 0.06 times
  coverage of debt and 0.04 times coverage of FY 2009
  expenditures; down from 0.48 and 0.34 times coverage in FY 2007.
  Moody's calculates further pro-forma weakening of balance sheet
  strength and anticipates negative pro-forma coverage of debt and
  operations by expendable financial resources.

* Challenged market position.  The College, which has two distinct
  campuses, has a challenging student market position with an
  unclear niche as a half co-ed and half single-sex institution.
  Moody's believe enrollment levels could be pressured as the
  College competes heavily with other local public institutions,
  which are lower priced including community colleges and the
  University of Albany.  The College is 78% reliant on student
  fees and while management anticipates continued enrollment
  growth, net tuition revenue growth is less certain given growing
  need for financial aid packages.

* Breach of Letter of Credit covenants.  LOC Covenants include
  total investments to long-term debt ratio of 1.1 times and a
  debt service coverage ratio of 1.0 times.  As of 4/30/09 (the
  College's FYE), debt service coverage was negative 4.3 times (as
  calculated by the College) resulting in a technical event of
  default under the letter of credit.  The College expects that
  neither covenant will be breached for the 2010 fiscal year.
  Moody's notes that the potential for breach of one or both of
  these covenants going forward is high given the fiscal stress of
  the institution, and that if breached, the Bank has the ability
  to demand debt repayment in full.

                             Strengths

* Restructuring of management dedicated to growth initiatives.
  New management, including a new president, vice president for
  finance, and vice president for marketing and enrollment, is
  focused on strategic planning, a branding initiative, and
  longer-term enrollment growth for the College.

* Indications of rebounding enrollment and improved retention.
  The College experienced a modest enrollment rebound of 5% in the
  fall of 2008 and additional growth of 7% in the fall of 2009.
  Management is expecting continued growth for the fall of 2010 as
  applications are tracking ahead of last year.  Moody's remains
  concerned about the challenged market position of Sage in the
  Troy/Albany area as tuition pricing power (0% growth expected in
  the near term) remains relatively weak and low priced private
  and public competition remains strong.

* Excess enrollment capacity.  The College has the physical
  capacity to grow its enrollment before extensive investment in
  plant is necessary.  Management expects this advantage could
  result in more swift revenue growth with limited expense growth
  if enrollment trends remain positive.

* Location in capital region of New York, which is expected to
  remain demographically more stable than many other metropolitan
  regions of the Northeast.

                        Recent Developments:
               New Management Implementing Changes
          In An Effort To Grow Enrollment And Retention

Following the retirement of the College president in the summer of
2008, the College recruited a new president with prior experience
as a college President.  In addition to a new president, the
college has utilized the services of The Presidential Practices as
a strategic planning consultant, has brought on a new VP for
Finance and Treasurer and VP of Marketing and Enrollment.  This
overhaul of management has manifested in swift strategic change
over the last year; including large reorganization of departmental
management and academic focus, enrollment and retention strategy
as well as added staff in essential departments such as marketing.

Although Moody's believes that the new management team is working
quickly to re-energize the college with significant changes to the
strategic plan, Moody's believe the College has a challenged
student market position and faces severe near-term financial
challenges which could further pressure the rating.

                             Outlook

The negative outlook reflects Moody's expectation that the College
will continue to be challenged to reach balanced operations and
will continue to face severe liquidity stress over the medium
term.  The outlook also reflects Moody's expectation for longer-
term challenges in the student market position.

                What could change the rating - UP

Material expenditure reduction resulting in balanced operations in
the near term; extraordinary donor support; ability to access the
market for debt restructuring; growing student demand resulting in
growth of net tuition revenue

                What could change the rating - DOWN

Continued operating deficits and deterioration of unrestricted
assets; inability to access needed liquidity

Key Indicators (FY 2009 financial data and fall 2009 enrollment
data):

* Total Full-Time Equivalent Students (FTE): 2,287 students

* Freshman Acceptance Rate: 70.6%

* Freshman Matriculation Rate: 32.7%

* Total Direct Debt: $31.2 million (includes short-term borrowing
  as of 4/30/2010)

* Expendable Resources to Pro-Forma Direct Debt: 0.06 times

* Expendable Resources to Operations: 0.04 times

* Three-year Average Operating Margin: -4.8%

* Operating Cash Flow Margin: 0.3%

* Reliance on Student Charges: 80%

Rated Debt:

* Series 1999 bonds: B2 rating

* Series 2002 bonds: B2 underlying; Aa2/VMIG1 based on two-party
  pay rating methodology

The last rating action with respect to Sage Colleges was on
April 3, 2009, when the Ba2 rating was affirmed and the negative
outlook assigned.  That rating was subsequently recalibrated to
Ba2 with a negative outlook on May 7, 2010.


SAINTS MEDICAL: Fitch Shifts Watch on 'BB+' Rating to Evolving
--------------------------------------------------------------
Fitch Ratings revises the Rating Watch status to Evolving from
Positive on this bond issue for Saints Medical Center:

  -- $51 million Massachusetts Health and Educational Facilities
     Authority revenue bonds, series 1993A.

Fitch placed Saints Medical Center's 'BB+' rating on Rating Watch
Positive in May 2009 due to a pending affiliation agreement with
Covenant Health System (revenue bonds rated 'A' by Fitch).  The
affiliation plan included an expectation that Saints' series 1993A
bonds would be refunded by Covenant Health System by the end of
2009.  The affiliation has been delayed due to potential technical
violations of federal Stark laws by Saints.  To resolve these
potential violations, Saints could be liable for a payment of up
to $14.5 million.  A payment of this magnitude would dramatically
affect Saints' financial position since the organization only
holds about $11.2 million of unrestricted cash and investments as
of Dec. 31, 2009.  However, Saints self-reported the violation to
CMS, and CMS has determined that there is no evidence of fraud or
abuse.  Saints management has indicated that it is in active
discussions with CMS to reach an appropriate outcome.

Fitch's revision of the Rating Watch to Evolving from Positive
reflects the potential that CHS will not finalize the affiliation
should the payment obligation be too onerous.  In that scenario, a
downgrade of Saints' rating would be likely.  CHS and Saints'
agreement to continue the affiliation process is extended
periodically by a vote of each organization.  The next vote to
extend the process of affiliation is for June 30, 2010.  The
potential for an upgrade remains if the affiliation is completed
and Saints' bonds are refunded by CHS.

Fitch plans to meet with Saints' management within the next few
months and, as additional information becomes available, Fitch
will take rating action at the appropriate time.

Saints Medical Center operates a 163-bed acute care hospital in
Lowell, MA, located about 30 miles northwest of Boston.  In fiscal
2009, total operating revenue was about $134 million.


SASCO 2007-BHC1: Moody's Downgrades Rating on Certificates
----------------------------------------------------------
Moody's Investors Service downgraded one class of Notes issued by
SASCO 2007-BHC1 Trust, Commercial Mortgage-Backed Securities Pass-
Through Certificates, Series 2007-BHC1.  The downgrade is due to
the 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.  The rating action is the result of Moody's on-going
surveillance of commercial real estate collateralized debt
obligation transactions.

SASCO 2007-BHC1 Trust, Commercial Mortgage-Backed Securities Pass-
Through Certificates, Series 2007-BHC1 is a CRE CDO transaction
backed by a portfolio of commercial mortgage backed securities
collateral (100% of the pool balance).  As of the April 21, 2010
Trustee report, the aggregate Note balance of the transaction is
$501.3 million, the same as at issuance.  In addition, over 20% of
collateral pool have experienced interest shortfalls, which
triggers that only interest due on Class A-1, A-2, and X have been
paid in full.

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 3,861 compared to 2,220 at
last review.  The distribution of current ratings and credit
estimates is: A1-A3 (0% compared to 2% at last review), Baa1-Baa3
(7% compared to 12% at last review), Ba1-Ba3 (21% compared to 27%
at last review), B1-B3 (42% compared to 57% at last review), and
Caa1-C (30% compared to 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 6.2 years compared to 7.3 years at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool.  Moody's modeled a fixed WARR
of 4.7% compared to 8.4% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 30% compared to 49% at last review.  The
lower MAC is due to the higher diversity of ratings distribution
in the collateral 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 cash flow model, CDOEdge v3.2, was used to analyze the cash
flow waterfall and its effect on the capital structure of the
deal.

The rating action is:

  -- Class A-1, Downgraded to B3; previously on March 19, 2009
     Downgraded to A3

As always, Moody's ratings are determined by a committee process
that considers both quantitative and qualitative factors.
Therefore, 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 19, 2009.


SASCO 2007-BHC1: S&P Downgraded Rating on 11 Certificate Classes
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 11
classes from SASCO 2007-BHC1 Trust, a U.S. resecuritized real
estate mortgage investment conduit (re-REMIC) transaction, and
removed them from CreditWatch with negative implications.

S&P said, "At the same time, we affirmed our 'CCC-' ratings on two
classes from the same transaction and removed them from
CreditWatch negative.  The downgrades primarily reflect our
analysis of the transaction following our rating actions on eight
commercial mortgage-backed securities that serve as underlying
collateral for SASCO 2007-BHC1 Trust.  The downgraded underlying
securities are from six transactions and total $38.7 million.  The
downgrades also reflect our revised credit estimates on unrated
CMBS collateral.  We lowered the majority of these credit
estimates. In addition, the downgrades reflect liquidity
interruptions to the transaction. We lowered our ratings on
classes G through M to 'D' from 'CCC-' due to accumulated interest
shortfalls.  We expect these classes will continue to experience
interest shortfalls for the foreseeable future."

"We have determined that the liquidity interruptions to SASCO
2007-BHC1 Trust resulted from interest shortfalls on the
underlying CMBS collateral.  According to the April 21, 2010,
trustee report, classes B through T experienced $325,496 of
interest shortfalls in the current period, with an aggregate
accumulated interest shortfall totaling $1.6 million.  The
interest shortfalls primarily reflect the master servicer's
recovery of prior advances, appraisal subordinate entitlement
reductions (ASERs), servicers' nonrecoverability determinations
for advances, and special servicing fees," S&P said.

According to the April 21, 2010, trustee report, SASCO 2007-BHCI
Trust is collateralized by 88 CMBS certificates from 42 distinct
transactions issued between 2004 and 2006.  SASCO 2007-BHCI Trust
has exposure to CMBS certificates that Standard & Poor's
downgraded from the following transactions:

   * LB-UBS Commercial Mortgage Trust 2006-C1 (class K;
     $14.6 million, 2.9%);

   * Merrill Lynch Mortgage Trust 2005-MCP1 (class F;
     $8.5 million, 1.7%); and

   * Morgan Stanley Capital I Trust 2006-HQ8 (classes H, J, and K;
     $6.5 million, 1.3%).

S&P said, "Standard & Poor's analyzed SASCO 2007-BHC1 Trust and
its underlying collateral according to our current criteria.  Our
analysis is consistent with the lowered and affirmed ratings."

Ratings Lowered and Removed From Creditwatch Negative

SASCO 2007-BHC1 Trust
Commercial mortgage-backed securities pass-through certificates
series 2007-NCM1

                       Rating
Class            To               From
-----            --               ----
A-1              B+               BB+/Watch Neg
A-2              CCC-             B/Watch Neg
B                CCC-             CCC+/Watch Neg
C                CCC-             CCC/Watch Neg
D                CCC-             CCC/Watch Neg
G                D                CCC-/Watch Neg
H                D                CCC-/Watch Neg
J                D                CCC-/Watch Neg
K                D                CCC-/Watch Neg
L                D                CCC-/Watch Neg
M                D                CCC-/Watch Neg

Ratings Affirmedand Removed From Creditwatch Negative

SASCO 2007-BHC1 Trust
Commercial mortgage-backed securities pass-through certificates
series 2007-NCM1

                        Rating
Class            To               From
-----            --               ----
E                CCC-             CCC-/Watch Neg
F                CCC-             CCC-/Watch Neg


SATURNS TRUST: Moody's Upgrades Ratings on 2003-5 Units to 'B2'
---------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
rating of these units issued by SATURNS Trust No. 2003-5:

* 3,001,107 SATURNS Trust No. 2003-5 Units; Upgraded to B2;
  Previously on March 26, 2010 Upgraded to B3, Placed on review
  for upgrade

The transaction is a structured note whose rating is based on the
rating of the Underlying Securities and the legal structure of the
transaction.  The rating action is a result of the change of the
rating of Ford Motor Company 7.45% debentures due July 16, 2031,
which were upgraded to B2 by Moody's on May 18, 2010.


SIGNUM VERDE: Fitch Upgrades Ratings on Various Classes of Notes
----------------------------------------------------------------
Fitch Ratings has upgraded the notes issued by Signum Verde
Limited Series 2007-03 following the execution of amendments to
the transaction's governing documents as of May 26, 2010.

The upgrade of the credit-linked notes reflects a provision in the
amended terms of the documents that excludes the Dec. 14, 2009
ISDA defined credit event related to the reference entity, CEMEX,
S.A.B. de C.V.  Fitch downgraded Signum Verde 2007-03 in February
2010 due to the swap counterparty's option to call the CEMEX
credit event.  While the exclusion of this credit event improves
the risk profile of the notes, default remains possible due to the
Issuer Default Rating of CEMEX (rated 'B'/Outlook Stable).

The transaction is designed to provide credit protection on the
reference entity, CEMEX.  The credit protection is arranged
through a CDS between the issuer and the swap counterparty
(Goldman Sachs Bank USA, as successor to Goldman Sachs Capital
Markets, L.P.) Proceeds from the issuance of the notes were used
to purchase US$10,144,000 qualified investments in the form of
Goldman Sachs Group Inc. floating-rate notes due 2017 (ISIN:
XS0316913119), which collateralize the CDS.

The rating of the notes addresses the likelihood that investors
will receive full and timely payments of interest, as per the
transaction's governing documents, as well as the stated balance
of principal by the legal final maturity date.  Payments of
interest and principal are made in U.S. dollar (US$) amounts
adjusted according to both the prevailing value of the Unidad de
Fomento and the CLP/US$ exchange rate.

Fitch has taken this rating action:

  -- CLP5,300,000,000 credit-linked notes upgraded to 'CCC' from
     'CC'.


SORIN REAL: Moody's Downgrades Five Classes of Notes
-----------------------------------------------------
Moody's Investors Service downgraded five classes of Notes issued
by Sorin Real Estate CDO III Ltd.  The downgrades are due to the
deterioration in the credit quality of the underlying portfolio as
evidenced by an increase in the weighted average rating factor
(WARF), a decrease in the weighted average recovery rate (WARR),
and an increase in defaulted assets since our 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 (CRE CDO) transactions.

Sorin Real Estate CDO III Ltd. is a revolving CRE CDO transaction
backed by a portfolio of commercial mortgage backed securities
(CMBS) collateral (60% of the pool balance), asset backed
securities (ABS) collateral (28%), and CRE CDO collateral (12%).
As of the April 1, 2010, Trustee report, the aggregate Note
balance of the transaction, including Subordinated Note, has
decreased to $986 million from $1 billion at issuance, due to
approximately $14.8 million in pay-downs to the Class A-1A/A-1B
Notes. The pay-down was triggered as a result of the failure of
the Class A/B, Class C, and Class D Overcollateralization Tests.
Per the Indenture, the failure of any Overcollateralization Test
results in all scheduled interest and principal payments being
directed to pay down the most senior notes, until the
Overcollateralization Test is satisfied.

Six assets with a par balance of $50 million (5.2 % of the pool
balance) were listed as defaulted as of the April 1, 2010, Trustee
report, compared to 0.4% as of last review. Moody's currently
estimates zero recovery from these defaulted assets.

The rating actions are:

-- Class A-2, Downgraded to C; previously on February 26, 2010,
    Ba2 Placed Under Review for Possible Downgrade

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

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

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

-- Class D, Downgraded to C; previously on February 26, 2010,
    Caa3 Placed Under Review for Possible Downgrade


STAGE_E2E2JUN032010: Moody's Reviews 'Ba3' Rating on A Notes
------------------------------------------------------------
Issuer: STAGE_E2E2jun032010

  -- A, Assigned P-2 and Placed Under Review for Possible Upgrade
  -- A, Assigned Ba3 and Placed Under Review for Possible Upgrade


STEERS HIGH-GRADE: Moody's Downgrades Five Trusts Units
-------------------------------------------------------
Moody's Investors Service downgraded five Trust Units issued by
STEERS High-Grade CMBS Resecuritization 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 (WARF) and a decrease in the weighted average
recovery rate (WARR) 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 (CRE CDO) transactions.

STEERS High-Grade CMBS Resecuritization Trust is a synthetic CRE
CDO transaction backed by a portfolio of credit default swaps
referencing commercial mortgage backed securities (CMBS) debt
(100% of the pool balance).  All of the CMBS reference obligations
were securitized between 2004 and 2006.

The rating actions are:

- Series 2006-1, Downgraded to Baa2; previously on February 26,
   2010, Aa3 Placed Under Review for Possible Downgrade

- Series 2006-2, Downgraded to Ba2; previously on February 26,
   2010, A3 Placed Under Review for Possible Downgrade

- Series 2006-3, Downgraded to Ba2; previously on February 26,
   2010, A3 Placed Under Review for Possible Downgrade

- Series 2006-4, Downgraded to Ba3; previously on February 26,
   2010,  Baa1 Placed Under Review for Possible Downgrade

- Series 2006-5, Downgraded to Ba2; previously on February 26,
   2010, A3 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.


STEERS HIGH-GRADE: Moody's Lowers Ratings on Four Trust Units
--------------------------------------------------------------
Moody's Investors Service downgraded four Trust Units issued by
STEERS High-Grade CMBS Resecuritization 2 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 (WARF) and a decrease in the weighted average
recovery rate (WARR) since last review. The rating action, which
concludes our current review, is the result of Moody's on-going
surveillance of commercial real estate collateralized debt
obligation (CRE CDO) transactions.

STEERS High-Grade CMBS Resecuritization Trust 2 is a synthetic CRE
CDO transaction backed by a portfolio of credit default swaps
referencing commercial mortgage backed securities (CMBS) debt
(100% of the pool balance).  All of the CMBS reference obligations
were securitized between 2004 and 2006.

The rating actions are:

- Series 2006-10, Downgraded to Ba2; previously on February 26,
   2010, A3 Placed Under Review for Possible Downgrade

- Series 2006-11, Downgraded to Ba3; previously on February 26,
   2010, Baa1 Placed Under Review for Possible Downgrade

- Series 2006-6, Downgraded to Ba3; previously on February 26,
   2010, Baa1 Placed Under Review for Possible Downgrade

- Series 2006-8, Downgraded to Ba3; previously on February 26,
   2010, Baa1 Placed Under Review for Possible Downgrade


STRUCTURED ASSET: Moody's Upgrades Ratings on Two Unites
--------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these units issued by Structured Asset Trust Unit
Repackagings.  The May Department Stores Company Debenture Backed
Series 2003-7:

* US$25,000,000 of 6.25% Class A Callable Units due January 15,
  2032; Upgraded to Ba1; Previously on April 15, 2009 Downgraded
  to Ba2

* US$25,000,000 Notional Amount of Interest-Only 0.598% Class B
  Callable Units due January 15, 2032; Upgraded to Ba1; Previously
  on April 15, 2009 Downgraded to Ba2

The transaction is a structured note whose ratings are based on
the rating of the Underlying Securities and the legal structure of
the transaction.  The rating action is a result of the change of
the rating of 6.90% debentures due January 15, 2032, issued by May
Department Stores Company which were upgraded by Moody's on
May 17, 2010.


SUTTER CBO: Moody's Upgrades Ratings on Two Classes of Notes
------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Sutter CBO 200-2 Ltd.:

  -- US$16,000,000 Class B-1L Floating Rate Notes due January
     2013, Upgraded to B2; previously on May 15, 2009 Downgraded
     to Caa2.

  -- US$24,000,000 Class B-1 9.36% Notes due January 2013,
     Upgraded to B2; previously on May 15, 2009 downgraded to
     Caa2.

According to Moody's, the rating actions taken on the notes result
primarily from substantial delevering of the transaction over the
past year, significant increases in the Class A and Class B1
overcollateralization ratios, and moderate improvement in the
credit quality of the underlying portfolio since the rating action
in May 2009.

Since the last rating action taken on May 15, 2009, the Class A-2L
Notes were paid in full, and the Class A-3L Notes were paid down
by about $12 million, accounting for roughly 28% of the total
Class A-3L Notes' outstanding balance reported in April 2009.
Moody's expects delevering to continue as a result of the end of
the deal's reinvestment period in January 2006.

Overcollateralization of the Class A and Class B1 Notes has
increased significantly since April 2009.  As of the April 2010
trustee report, the Class A and Class B1 overcollateralization
levels are reported at 293.0% and 124.1%, versus April 2009 levels
of 193.7%, and 115.3%, respectively.  Additionally, defaulted
securities total about $20.8 million in April 2010, which is lower
than the $34 million in defaulted collateral reported in April
2009.  Finally, Moody's adjusted weighted average rating factor
improved moderately since April 2009.  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.

Sutter CBO 2000-2 Ltd, issued in January of 2001, is a
collateralized bond obligation backed primarily by a portfolio of
senior unsecured bonds.


TCW HIGH: Fitch Affirms Ratings on Three Classes of Notes
---------------------------------------------------------
Fitch Ratings has affirmed three and downgraded three classes of
notes issued by TCW High Income Partners, Ltd./Corp.

This review was conducted under the framework described in the
reports highlighted at the end of the press release.

TCW HIP's portfolio of high-yield corporate credits has
experienced a degree of credit deterioration over the last several
years.  Fitch considers 27.8% of the portfolio to be rated 'CCC+'
or lower.  Another 9.6% of the portfolio consists of defaulted
credits that are expected to have relatively low recovery.  In
addition, approximately 13.1% of the portfolio is due to mature
after the stated maturity of the transaction.  This is the result
of either restructurings or amendments of existing positions.
Long dated securities may lead to future market value risk when
the assets are sold prior to the transaction's maturity date.  A
mitigating factor for the senior notes has been the significant
principal redemption of the notes as the portfolio continues to
amortize.

The affirmations of the class II-A and class II-B (collectively,
class II) notes are the result of the credit enhancement available
to these notes and their senior position in the capital structure
now that the class I notes have been paid in full.  The class II
notes received about 17% of their principal balance at the last
payment date in February 2010.  These notes have over two times
par coverage, as evidenced by the senior par value ratio of 220.7%
as of the April 16, 2010 trustee report.  This test result is
well-above the required level of 120.25%.  The senior position of
these notes, along with the significant par coverage, strongly
supports the future performance of these notes.

In Fitch's opinion, the risk to the class III-A and class III-B
(collectively, class III) notes has increased in large part due to
the significant portion of assets rated 'CCC+' or lower.
Additionally, 31.9% of the portfolio has a Negative Outlook,
indicating the possibility of further negative credit migration.
Credit support to these notes still exists in the form of the note
subordination provided by the class IV notes and the preferred
shares, which will absorb credit losses before the class III notes
become impaired.  However, Fitch considers the preferred shares to
be significantly under-collateralized, while the class IV notes
are a relatively thin tranche.  Fitch recognizes the credit risk
in the underlying portfolio, as well as the market value risk
presented by the inevitable sale of the long-dated assets.  For
these reasons, Fitch has downgraded the class III notes and
assigned a Negative Outlook.

The class IV notes have continued to perform and have received
partial principal payments due to prior failures of the junior par
value test, which directs proceeds to redeem the class IV notes.
Although the junior par value test is currently passing at a level
of 109.2% compared to a requirement of 107.5%, this test does not
include any ratings-based haircuts for low-rated collateral.
Given the sizeable portion of assets rated 'CCC+' or below in the
underlying portfolio, the level of credit protection available to
these notes may not be enough to avoid an ultimate principal loss.

The class IV notes were assigned a Recovery Rating based on the
total discounted future cash flows projected to be available to
these bonds in a base-case default scenario.  These discounted
cash flows yielded an ultimate recovery projection in a range
between 51% and 70%, which is representative of an 'RR3' on
Fitch's Recovery Rating scale.  Recovery Ratings are designed to
provide a forward-looking estimate of recoveries on currently
distressed or defaulted structured finance securities rated 'CCC'
or below.  For further detail on Recovery Ratings, please see
Fitch's reports 'Global Surveillance Criteria for Corporate CDOs'
and 'Criteria for Structured Finance Recovery Ratings'.

The class Q combination securities receive 10.4% of proceeds to
the class III-B notes, 16.7% of proceeds to the class IV notes,
and 1.4% of proceeds to the preferred shares.  The securities are
rated to the ultimate receipt of their initial $6 million
principal investment and an IRR of 6.9%.  To date, the class Q
combination securities have received over $6.1 million in total
proceeds.  The amount of proceeds received by these securities to
date has helped mitigate the impact of the credit issues in the
underlying portfolio, and Fitch has consequently affirmed these
securities and assigned a Stable Outlook.

In its review, Fitch analyzed the structure's sensitivity to
ongoing softness in U.S. corporate recoveries.  To accomplish
this, Fitch reduced its average recovery rate assumptions for each
asset type by 30% where explicit Recovery Ratings were not
available.  The class III notes displayed a degree of sensitivity
to lower recovery rates, which was also considered in the
assignment of the Negative Outlook to these notes.  Fitch does not
assign Outlooks to distressed securities.

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

TCW HIP is a cash flow collateralized debt obligation that closed
on Aug. 16, 2001 and is managed by TCW Asset Management Company.
TCW HIP exited its reinvestment period in 2006 and currently has a
portfolio consisting of 68.6% senior unsecured bonds, 20.3% senior
secured bonds and loans, 7.2% subordinated bonds, and 3.9%
structured finance securities.

Fitch affirms, assigns Loss Severity ratings and Rating Outlooks
to these classes as indicated:

  -- $20,754,668 class II-A notes at 'AA-/LS3', Outlook Stable;
  -- $25,735,788 class II-B notes at 'AA-/LS3', Outlook Stable.

Fitch also affirms and assigns a Rating Outlook to these class as
indicated:

  -- $6,000,000 class Q combination securities at 'BB+', Outlook
     Stable.

Fitch downgrades, assigns LS ratings and Rating Outlooks to these
classes as indicated:

  -- $10,000,000 class III-A notes to 'BB/LS3' from 'BBB', Outlook
     Negative;

  -- $23,000,000 class III-B notes to 'BB/LS3' from 'BBB', Outlook
     Negative.

Fitch downgrades and assigns a Recovery Rating (RR) to this class
as indicated:

  -- $14,421,865 class IV notes to 'CCC/RR3' from 'BB-'.


TIAA SEASONED: Fitch Downgrades Ratings on Series 2007-C4 Certs.
----------------------------------------------------------------
Fitch Ratings has downgraded, placed on Rating Watch Negative, and
assigned Loss Severity ratings and Recovery Ratings to TIAA
Seasoned Commercial Mortgage Pass-Through Certificates, series
2007-C4, as indicated:

  -- $7.8 million class L to 'BB/LS5' from 'BB+'; Rating Watch
     Negative;

  -- $7.9 million class M to 'B/LS5' from 'BB'; Rating Watch
     Negative;

  -- $2.6 million class N to 'B/LS5' from 'BB-'; Rating Watch
     Negative;

  -- $7.9 million class P to 'B-/LS5' from 'B+'; Rating Watch
     Negative;

  -- $2.6 million class Q to 'CCC/RR1' from 'B';

  -- $2.6 million class S to 'CC/RR1' from 'B-'.

Fitch also places on Rating Watch Negative and assigns LS ratings
to these classes:

  -- $227.5 million class A-J 'AAA/LS1'; Rating Watch Negative;
  -- $10.5 million class B 'AA+/LS5'; Rating Watch Negative;
  -- $28.8 million class C 'AA/LS3'; Rating Watch Negative;
  -- $18.3 million class D 'AA-/LS3'; Rating Watch Negative;
  -- $5.2 million class E 'A+/LS4'; Rating Watch Negative;
  -- $15.7 million class F 'A/LS2'; Rating Watch Negative;
  -- $20.9 million class G 'A-/LS2'; Rating Watch Negative;
  -- $13.1 million class H 'BBB+/LS3'; Rating Watch Negative;
  -- $23.5 million class J 'BBB/LS3'; Rating Watch Negative;
  -- $7.8 million class K 'BBB-/LS5'; Rating Watch Negative.

In addition, Fitch affirms these classes and assigns Loss Severity
Ratings:

  -- $459 million class A-1 at 'AAA/LS1'; Outlook Stable;
  -- $324.7 million class A-2 at 'AAA/LS1'; Outlook Stable;
  -- $686 million class A-3 at 'AAA/LS1'; Outlook Stable;
  -- $109.5 million class A-1A at 'AAA/LS1'; Outlook Stable;
  -- Interest-Only class X at 'AAA'; Outlook Stable.

Fitch does not rate the $15.7 million class T.

Classes A-J through S have been placed on Rating Watch Negative
due to uncertainty surrounding the workout of the largest
specially serviced loans.  Fitch expects to resolve the Rating
Watch status of classes A-J through S upon receipt of additional
information from the Special Servicer regarding the resolution the
Algonquin Commons loans and the potential modification of the
loans.

The downgrades are due to an increase in Fitch expected losses
following Fitch's prospective review of potential stresses and
expected losses associated with specially serviced assets.  Fitch
expects losses of 1.1% of the remaining pool balance,
approximately $19.6 million, from the loans in special servicing
and the loans that are not expected to refinance at maturity based
on Fitch's refinance test.

As of the May 2010 distribution date, the pool's certificate
balance has paid down 11.4% to $1.85 billion from $2.1 billion at
issuance.  Currently, four loans (5.83% of the pool) are in
special servicing.  Three of the loans (4.92%) are current and one
loan (0.43%) is delinquent.

The two largest specially serviced assets are collateralized by
two phases of a shopping center in Algonquin, IL.  The loans
transferred to special servicing in August 2009 for imminent
payment default.  The latest servicer reported occupancies are 81%
Phase I, down from 97.1% at issuance and 51% at Phase II, down
from 91.8% at issuance.  Several tenants vacated the center
including Circuit City (23.4% of Phase II).

The third largest specially serviced loan is an 83,436 sf retail
property in Phoeniz, AZ.  The loan transferred to the special
servicer in January 2010 for imminent payment default.  The anchor
tenant at the property filed for Bankruptcy in 2009 and closed
several locations but has remained in occupancy at the property.
However, a request has recently been approved which would reduce
the anchor tenants rent for approximately five years.

Fitch will resolve the Rating Watch status after a review of the
remaining loans in the transaction and updated performance
information from the servicer.  Following its review, some of the
classes placed on Rating Watch may be downgraded several
categories.

Fitch stressed the cash flow of the remaining non defeased loans
by applying a 10% reduction to 2008 fiscal year end net operating
income and applying an adjusted market cap rate between 7.25% and
10% to determine value.

Similar to Fitch's prospective analysis of recent vintage CMBS,
each loan also underwent a refinance test by applying an 8%
interest rate and 30-year amortization schedule based on the
stressed cash flow.  Loans that could refinance to a debt service
coverage ratio of 1.25 times or higher were considered to payoff
at maturity.  Of the non-defeased or non-specially serviced loans,
seven loans (4.3% of the pool) incurred a loss when compared to
Fitch's stressed value.


TRITON AVIATION: Fitch Downgrades Ratings on Five Classes of Notes
------------------------------------------------------------------
Fitch Ratings has downgraded, revised Recovery Ratings and
assigned a Rating Outlook to Triton Aviation Finance (Triton) as
indicated:

-- Class A-1 downgraded to 'B' from 'BB-'; Outlook Stable;
-- Class B-1, B-2, C-1 and C-2 notes revised to 'C/RR6' from
    'C/DR6'.

The analysis of Triton is consistent with Fitch's criteria titled
'Global Rating Criteria for Aircraft Operating Lease ABS' dated
March 31, 2010.  The lone exception from stated criteria is that
aircraft were assumed to have a 30-year useful life under base
case scenarios.  While Fitch's criteria state that the typical
useful life assumption for commercial aircraft is 25 years, many
of the aircraft in these pools currently remain on lease despite
being older than 25 years.

The downgrade of the class A-1 notes reflects the inability for
expected cashflow to repay the notes under Fitch's 'BB-' scenario.
Furthermore, the level of monthly lease cashflow available to
service the notes has declined since the transaction was last
reviewed.  Fitch's Recovery Ratings for the subordinate notes have
been revised to the 'RR' designation from the 'DR' designation.
The revision represents only the application of Fitch's Recovery
Rating criteria detailed in 'Criteria for Structured Finance
Recovery Ratings,' dated Aug. 17, 2009.


TRUST CERTIFICATES : Moody's Upgrades Class A-1's Rating to 'B2'
----------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
rating of these certificates issued by Trust Certificates Series
2002-1 Trust:

* 1,280,000 7.70% Class A-1 Certificates due 2097; Upgraded to B2;
  Previously on March 26, 2010 Upgraded to B3, Placed on review
  for upgrade

The transaction is a structured note whose rating is based on the
rating of the Underlying Securities and the legal structure of the
transaction.  The rating action is a result of the change of the
rating of 7.70% Debentures due 2097 issued by Ford Motor Company
which were upgraded to B2 by Moody's on May 18, 2010.


URSUS 2 (OCTANE): Fitch Affirms 'BB' Rating on Class F Notes
------------------------------------------------------------
Fitch Ratings has affirmed Ursus 2 (Octane) plc's (Ursus 2)
commercial mortgage-backed notes, due December 2019, and revised
the Outlooks of the class B, C and D notes to Negative from Stable
as follows:

  -- GBP156.1m class A (XS0259730207): affirmed at 'AAA';
     Outlook Stable;

  -- GBP5,000 class X2: affirmed at 'AAA'; Outlook Stable;

  -- GBP49.0m class B (XS0259731270): affirmed at 'A+'; Outlook
     revised to Negative from Stable;

  -- GBP49.0m class C (XS0259731353): affirmed at 'A+'; Outlook
     revised to Negative from Stable;

  -- GBP27.2m class D (XS0259731437): affirmed at 'A+'; Outlook
     revised to Negative from Stable;

  -- GBP27.2m class E (XS0259731510): affirmed at 'BBB'; Outlook
     Stable;

  -- GBP27.2m class F (XS0259731783): affirmed at 'BB'; Outlook
     Stable

Fitch's rating action is driven by the agency's April 19, 2010,
revision of Royal Dutch Shell plc's ('AA+'/Negative/'F1+') Outlook
to Negative from Stable.  Royal Dutch Shell plc is the parent of
the sole tenant in the transaction (Shell UK Ltd).  The tenant is
indirectly responsible for significant scheduled amortization due
under the loan by 2017.  The tenant's rental obligations are not
guaranteed by its parent, although they represent high credit
quality cash flows.

While all note classes stand to benefit from scheduled
amortization, the low leverage of the class A notes, whose note-
to-value ratio is calculated by Fitch at 55%, offers meaningful
protection in the event of a tenant default.  Meanwhile, the high
exit loan-to-value ratio (LTV), estimated at 97% by Fitch, means
the credit quality of the class E and F notes is weaker than that
of the tenant.  As a result, the ratings of these two note classes
were unaffected by the revision of Royal Dutch Shell plc's
Outlook.

The reported value of the collateral has hardly changed since the
time of the last review, in April 2009, falling less than 1%
between September 2008 and October 2009.  The reported LTV remains
just below the covenanted 85%.  Fitch's view of the property value
is unchanged since the last review, and remains well below the
reported GBP406.79m, which in turn has declined from GBP463.0m at
closing.

Ursus 2 is a securitization of a single GBP351.6m fixed-rate
commercial mortgage loan secured against 180 petrol filling
stations located across England, Wales and Scotland.  The
properties, which are considered to be of an above-average quality
and of strategic importance in the sector, are all occupied by
Shell UK Limited under fully repairing and insuring (FRI) leases
expiring on November 29, 2019, (with a mutual break option in
December 2017).  The November 2009 fixed rental uplift has raised
interest coverage to 1.4x from around 1.2x.  The class X1 note
recently paid in full.

Fitch applied a single tenant CMBS approach, with assumptions
drawn from its relevant CMBS criteria: 'Criteria for European CMBS
Surveillance (Europe CMBS)', dated November 12, 2008, and 'Global
Structured Finance Rating Criteria', dated September 30, 2009.


US CAPITAL: Moody's Lowers Ratings on Four Classes of Notes
-----------------------------------------------------------
Moody's Investors Service downgraded the rating of four classes of
notes and a combination note issued by U.S. Capital Funding IV,
LTD.  The downgrade actions for this Trust Preferred (TRUP) CDO,
whose underlying assets are TRUP CDO tranches and trust preferred
securities issued by small to medium sized U.S. community banks,
are prompted by a larger than expected increase in non-performing
assets and an Event of Default notice received since the last
rating action.

Moody's took its last rating action on this deal on March 27,
2009,.  Since then, the Assumed Defaulted Amount increased by
$64 million along with an increase in the WARF of the collateral.
The current and last rating actions' assumed defaulted amounts and
model WARF are provided below.  According to the trustee report
dated February 24, 2010, the Senior Principal Coverage Test was
reported at 109.86% (limit at 125.00%), and the Senior Subordinate
Principal Coverage Test was reported at 72.40% (limit at 104.46%).
Furthermore, an Event of Default notice was received on
September 9, 2009, after proceeds were directed to cure the
failure of the Senior Principal Coverage Test, which resulted in
the non-payment of interest on the Class B-1 and Class B-2 Notes
for a period of five days.  Moody's notes that the majority of
noteholders has not elected to accelerate cash flows at this time.

The ratings actions reflect the continued pressure in this sector
as the number of bank failures and interest payment deferrals
continue to increase.

Model WARF: 1917

Assumed Defaulted Amount: $132,370,000

Model WARF for March 2009, rating actions: 1502

Assumed Defaulted Amount for March 2009, rating actions:
$68,600,991.00

- $200,000,000 Class A-1 Notes Notes (current balance of
   $192,396,662.93), Downgraded to B2; previously on March 27,
   2009, Downgraded to Baa3;

- $14,000,000 Class A-2 Notes Notes, Downgraded to Caa1;
   previously on March 27, 2009, Downgraded to Ba3;

- $92,250,000 Class B-1 Notes Notes, Downgraded to C; previously
   on March 27, 2009, Downgraded to Ca;

- $12,500,000 Class B-2 Notes Notes, Downgraded to C; previously
   on March 27, 2009, Downgraded to Ca;

- $4,000,000 Series A Combination Certificates Notes, Downgraded
   to C; previously on April 9, 2009, Downgraded to Ca.


VERMONT EDUCATIONAL: S&P Gives Stable Outlook on Three Bonds
------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook to
stable from negative on Vermont Educational and Health Buildings
Financing Agency's series 2006, 2002, and 1999 bonds, issued for
Vermont Council of Developmental and Mental Health Services
Acquisition.  At the same time, Standard & Poor's affirmed its
'BB' underlying rating.

Standard & Poor's based its rating on the credit profile of the
weakest provider in each of the three series, Health Care and
Rehabilitation Services Inc., which carried light but improved
cash reserves through fiscal 2009 and high leverage; however, the
organization reported a much stronger excess margin of 2.0%
through fiscal 2009 and realized favorable cash flows.  Management
reports this trend continued through the first nine months of
fiscal 2010, which ended March 31, 2010.  Standard & Poor's
considers the affirmed rating appropriate for this pool of
participants, given the still light cushion of cash and elevated
debt levels for Health Care and Rehabilitation, as well as the
light level of cash for NFI Vermont's debt guarantor, North
American Family Institute.

Standard & Poor's 'BB' rating is also based on Vermont's  overall
commitment to provide participant providers immediate support when
they begin to experience weakening operations, combined with each
participant's individual financial strength.  The 'BB' rating
further reflects Standard & Poor's assessment of the essential
nature of the developmental and mental health services provided by
each provider, the state's mandate to provide the services
rendered by the participants, and a lack of competition within ach
provider's service area.

"The stable outlook reflects S&P's view that the overall financial
profile for the participants in these pools realized stable
results for fiscal 2009 and through the first nine months of
fiscal 2010," said Standard & Poor's credit analyst Jennifer
Soule.  "S&P expects that each participant will achieve its
anticipated level of profitability through the remainder of fiscal
2010 and into fiscal 2011; however, if one or all of the providers
realize a significant decline in their financial profile, a lower
rating might be warranted," said Ms. Soule.

The bonds are a general obligation of each of the participants and
there is a first lien on all tangible property including mortgage
liens, which has been acquired or constructed under the program.
In addition, each provider has pledged its gross revenues as
security for its portion of the bonds.  Each participant has its
own loan agreement and the participants do not have any obligation
for loans made to any other provider, which is why the weakest
participant determines the rating.


WACHOVIA BANK: Fitch Affirms Ratings on Series 2004-C12 Notes
-------------------------------------------------------------
Fitch Ratings affirms and assigns Loss Severity ratings to
Wachovia Bank Commercial Mortgage Trust, series 2004-C12 as
indicated:

  -- $62.3 million class A1-A at 'AAA/LS1'; Outlook Stable;
  -- $90.1 million class A2 at 'AAA/LS1'; Outlook Stable;
  -- $82 million class A3 at 'AAA/LS1'; Outlook Stable;
  -- $474.9 million class A4 at 'AAA/LS1'; Outlook Stable;
  -- Interest-only class IO at 'AAA'; Outlook Stable;
  -- $25.2 million class B at 'AAA/LS3'; Outlook Stable;
  -- $9.3 million class C at 'AA+/LS4'; Outlook Stable;
  -- $22.6 million class D at 'AA-/LS3'; Outlook Stable;
  -- $4 million class M at 'B+/LS5'; Outlook Negative;
  -- $2.7 million class N at 'B-/LS5'; Outlook Negative;
  -- $2.7 million class O at 'CCC/RR1';
  -- $13.6 million non-pooled class MAD at 'AAA'; Outlook Stable.

In addition, Fitch affirms, revises Rating Outlooks, and assigns
Loss Severity ratings to these classes:

  -- $10.6 million class E at 'A'/LS3; Outlook to Stable from
     Negative;

  -- $12 million class F at 'A-/LS3'; Outlook to Stable from
     Negative;

  -- $12 million class G at 'BBB+/LS3'; Outlook to Stable from
     Negative;

  -- $13.3 million class H at 'BBB-/LS3'; Outlook to Stable from
     Negative;

  -- $4 million class J at 'BB+/LS5'; Outlook to Stable from
     Negative;

  -- $2.7 million class K at 'BB/LS5'; Outlook to Stable from
     Negative;

  -- $5.3 million class L at 'BB-/LS4'; Outlook to Stable from
     Negative.

Class A-1 has been paid in full.  Fitch does not rate the
$15.6 million class P.

The affirmations are due to minimal Fitch expected losses
following Fitch's prospective review of potential stresses and
expected losses associated with the pool.  Fitch expects losses of
1.34% of the remaining pool balance, approximately $8.5 million,
from loans that are not expected to refinance at maturity based on
Fitch's refinance test.  Fitch revised the Outlooks from Negative
to Stable based on the additional certainty associated with the
resolution of the loans secured by GGP sponsored properties in the
pool.

As of the May 2010 distribution date, the pool's collateral
balance has paid down 19.6% to $852.2 million from
$1,063.1 million at issuance.  Seven of the remaining loans have
defeased (21.2%).

There is currently one specially serviced loan in the pool,
Mountain View Apartments (1.2%).  The loan is collateralized by a
321-unit multifamily property in Hoover, AL.  The loan transferred
to the special servicer due to imminent default in October 2009.
Since then, the Borrower has provided a loan modification request
which the servicer is reviewing while performing due diligence.
Based on an appraisal valuation completed in December 2009, Fitch
expects losses are likely upon the resolution of this asset.  The
loan remains 90+ days delinquent.

Fitch stressed the cash flow of the remaining non-defeased loans
by applying a 10% reduction to 2008 fiscal year end net operating
income and applying an adjusted market cap rate between 7.5% and
10.5% to determine value.

Similar to Fitch's prospective analysis of recent vintage CMBS,
each loan also underwent a refinance test by applying an 8%
interest rate and 30-year amortization schedule based on the
stressed cash flow.  Loans that could refinance to a debt service
coverage ratio of 1.25 times or higher were considered to payoff
at maturity.  Under this scenario, 16 loans are not expected to
payoff at maturity with six loans incurring a loss when compared
to Fitch's stressed value.


WACHOVIA BANK: Moody's Affirms Ratings on Seven 2003-C8 Certs.
--------------------------------------------------------------
Moody's Investors Service affirmed the ratings of seven classes,
confirmed three classes, and downgraded eight classes of Wachovia
Bank Commercial Mortgage Trust, Commercial Mortgage Pass-Through
Certificates, Series 2003-C8.  The downgrades are due to higher
expected losses for the pool resulting from anticipated losses
from specially serviced and highly leveraged watchlisted loans.

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

Moody's placed 11 classes of this transaction on review for
possible downgrade on May 19, 2010.  This action concludes the
review.  The rating action is the result of Moody's on-going
surveillance of commercial mortgage backed securities
transactions.

As of the May 17, 2010 statement date, the transaction's aggregate
certificate balance has decreased 26% to $719 million from
$974 million at securitization.  The certificates are
collateralized by 46 mortgage loans ranging in size from less than
1% to 16% of the pool, with the top ten loans representing 70% of
the pool.  At last review, seven loans, representing 49% of the
pool, had investment grade underlying ratings.  Two of these loans
paid off and another two loans, representing 13% of the pool, have
experienced declines in performance and are now analyzed as part
of the conduit pool.  Currently, there are three loans,
representing 35% of the pool, that have investment grade
underlying ratings.

Thirteen loans, representing 36% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (formerly Commercial Mortgage Securities
Association) monthly reporting package.  As part of Moody's
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Three loans, representing 6% of the pool, are currently in special
servicing.  The largest specially serviced loan is the FBI
Headquarters loan ($16.7 million -- 2% of the pool), which is
secured by a 96,600 square foot (SF) office building located in
Richmond, Virginia.  The building is 100% leased to the FBI until
January 2011 and has passed its November 2009 anticipated
repayment date.  The loan was transferred to special servicing in
February 2010 due to the borrower's and indemnitor's bankruptcy
filing.

The remaining two specially serviced loans are secured by a retail
and office property.  Moody's estimates an aggregate $17.2 million
loss for all of the specially serviced loans (overall 37% expected
loss).

Moody's has assumed a high default probability for two loans
representing 2% of the pool.  These loans are currently on the
master servicer's watchlist and have experienced significant
declines in performance.  Moody's has estimated an aggregate
$3.4 million loss for these loans (overall 24% expected loss based
on a weighted average 80% default probability).  Moody's rating
action recognizes potential uncertainty around the timing and
magnitude of loss from these troubled loans.

Moody's was provided with full or partial-year 2009 operating
results for 98% of the pool.  Excluding specially serviced and
troubled loans, Moody's conduit weighted average LTV is 80%
compared to 83% at Moody's prior review.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.55X and 1.27X, respectively, compared to
1.53X and 1.24X at last review.  Moody's actual DSCR is based on
Moody's net cash flow and the loan's actual debt service.  Moody's
stressed DSCR is based on Moody's NCF and a 9.25% stressed rate
applied to the loan balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf is 40.  The pool
has a Herf of 15, the same as at Moody's prior review.

The largest loan with an investment grade underlying rating is the
Tucson Mall Loan ($113.5 million -- 15.8% of the pool), which is
secured by the borrower's interest in a 1.3 million SF (collateral
for the loan is 447,000SF) regional mall located in downtown
Tucson, Arizona.  The mall is anchored by Macy's, Dillard's, JC
Penney and Sears, none of which are part of the collateral.  The
loan sponsor is General Growth Properties.  The loan was
previously in special servicing due to GGP's bankruptcy
proceedings but has been transferred back to the master servicer.
The loan term was extended and now matures in January 2014.  As of
December 2008, leasing of the inline space and overall center were
94% and 98%, respectively, the same as last review.  Moody's
current underlying rating and stressed DSCR are A2 and 1.43X,
respectively, compared to A2 and 1.36X at last review.

The second largest loan with an investment grade underlying rating
is the Park City Center Loan ($57.3 million -- 8.0% of the pool),
which represents a 50% participation interest in a $145.5 million
first mortgage loan.  The loan is secured by the borrower's
interest in a 977,000 SF (collateral is 825,000) regional mall
located in Lancaster, Pennsylvania.  The mall is anchored by
Boscov's, Sears, JC Penney, The Bon Ton Stores, and Kohl's.  The
loan sponsor is GGP.  The loan was previously in special servicing
due to GGP's bankruptcy proceedings but has been returned to the
master servicer.  The loan term was extended and now matures in
April 2014.  As of December 2009, the overall center was 98%
leased, essentially the same as at last review.  The property is
also encumbered by a $31 million B note held outside the trust.
The property has benefited from stable occupancy and increased
rental revenues.  Moody's current underlying rating and stressed
DSCR are A3 and 1.65X, respectively, compared to A3 and 1.44X at
last review.

The third loan with an investment grade underlying rating is the
Parkdale Mall Loan ($47.9 million -- 6.7% of the pool), which is
secured by the borrower's interest in a 1.36 million SF
(collateral is 587,629 SF) regional mall located in Beaumont,
Texas.  The mall is anchored by Dillard's, JC Penney, Macy's and
Sears.  The property was 94% leased as of March 2010 compared to
96% at last review.  The loan amortizes on a 25-year schedule and
has amortized 6% since last review.  The loan sponsor is CBL &
Associates.  Moody's current underlying rating and stressed DSCR
are Baa1 and 1.56X, respectively, compared to Baa1 and 1.54X at
last review.

The first loan that previously had an investment grade underlying
rating is the Four Seasons Hotel Loan ($49.6 million -- 6.9% of
the pool), which is secured by a 434-room full-service hotel
located in Chicago, Illinois.  Performance declined significantly
in 2009 as a result of a drop in business and tourist travel
caused by the economic recession.  Occupancy and revenue per
participating room for the trailing 12-month period ending
December 2009 were 59% and $204, respectively, compared to 71% and
$285 for the same period in 2008.  The loan is currently on the
master servicer's watchlist due low DSCR.  Moody's LTV and
stressed DSCR are 96% and 1.15X, respectively, compared 59% and
1.85X at last review.

The second loan that previously had an investment grade underlying
rating is the Regency Square Mall Loan ($45.6 million -- 6.3% of
the pool), which represents a 50% participation interest in a
$96.3 million loan first mortgage loan.  The loan is
collateralized by the borrower's interest in a 1.45 million SF
(collateral is 938,031 SF) regional mall located in Jacksonville,
Florida.  The mall is anchored by Belk, JC Penney, Dillard's and
Sears.  The mall was 93% leased as of December 2009 compared to
96% at last review.  The decline in leasing is due to a decline in
leasing of the in-line space since last review.  The in-line
stores were 74% leased as of December 2009, with leases for an
additional 10% of the total in-line space expiring in 2010.  The
loan sponsor is GGP.  Moody's LTV and stressed DSCR are 103% and
0.94X, respectively, compared 65% and 1.46X at last review.

The top three conduit loans represent 22% of the pool.  The
largest conduit loan is the Chelsea Market Loan ($79.9 million --
11.1% of the pool), which represents a 50% participation interest
in a $159.7 million loan.  The loan is secured by a 1.2 million SF
mixed-use retail/office building located in the Chelsea submarket
of New York City.  The property was 95% leased as of December
2009, essentially the same as last review.  The property's net
operating income has been steadily increasing since
securitization.  The loan has amortized 3% since last review.
Moody's LTV and stressed DSCR are 64% and 1.50X, respectively,
compared 78% and 1.23X at last review.

The second largest conduit loan is the Rivertowne Commons Loan
($39.2 million -- 5.4% of the pool), which is secured by the
borrower's interest in a 387,000 SF grocery-anchored community
shopping center located in Oxon Hill, Maryland in the Washington
D.C. MSA.  The center is anchored by Kmart and Safeway.  The
center was 81% occupied as of January 2010 compared to 84% at last
review.  Moody's LTV and stressed DSCR are 126% and 0.79X,
respectively, compared 95% and 1.03X at last review.

The third largest conduit loan is the Arco Center Loan
($36.0 million -- 5.0% of the pool), which is secured by the in
two Class A office towers located in Long Beach, California.  As
of March 2010, the buildings were 90% leased compared to 94% at
last review and 76% at securitization.  The property's net
operating income has been steadily increasing since
securitization.  The loan has amortized 3% since last review.
Moody's LTV and stressed DSCR are 68% and 1.48X, respectively,
compared 79% and 1.27X at last review.

Moody's rating action is:

  -- Class A-2, $96,434,594, affirmed at Aaa; previously on
     3/18/2004 assigned Aaa

  -- Class A-3, $241,738,000, affirmed at Aaa; previously on
     3/18/2004 assigned Aaa

  -- Class A-4, $213,104,000, affirmed at Aaa; previously on
     3/18/2004 assigned Aaa

  -- Class X-C, Notional, affirmed at Aaa; previously on 3/18/2004
     assigned Aaa

  -- Class X-P, Notional, affirmed at Aaa; previously on 3/18/2004
     assigned Aaa

  -- Class B, $29,227,000, affirmed at Aa1; previously on
     4/11/2008 upgraded to Aa1 from Aa2

  -- Class C, $13,396,000, affirmed at Aa2; previously on
     4/11/2008 upgraded to Aa2 from Aa3

  -- Class D, $28,009,000, confirmed at A2; previously on
     5/19/2010 placed on review for possible downgrade

  -- Class E, $13,396,000, confirmed at A3; previously on
     5/19/2010 placed on review for possible downgrade

  -- Class F, $15,831,000, confirmed at Baa1; previously on
     5/19/2010 placed on review for possible downgrade

  -- Class G, $12,178,000, downgraded to Ba1 from Baa2; previously
     on 5/19/2010 placed on review for possible downgrade

  -- Class H, $15,831,000, downgraded to B1 from Baa3; previously
     on 5/19/2010 placed on review for possible downgrade

  -- Class J, $7,307,000, downgraded to B3 from Ba1; previously on
     5/19/2010 placed on review for possible downgrade

  -- Class K, $6,089,000, downgraded to Caa2 from Ba2; previously
     on 5/19/2010 placed on review for possible downgrade

  -- Class L, $4,871,000, downgraded to Caa3 from Ba3; previously
     on 5/19/2010 placed on review for possible downgrade

  -- Class M, $2,436,000, downgraded to Ca from B1; previously on
     5/19/2010 placed on review for possible downgrade

  -- Class N, $4,871,000, downgraded to C from B2; previously on
     5/19/2010 placed on review for possible downgrade

  -- Class O, $2,436,000, downgraded to C from B3; previously on
     5/19/2010 placed on review for possible downgrade


WACHOVIA BANK: Moody's Reviews 11 Classes of Trust & Certs
----------------------------------------------------------
Moody's Investors Service placed 11 classes of Wachovia Bank
Commercial Mortgage Trust, Commercial Mortgage Pass-Through
Certificates, Series 2003-C8 on review for possible downgrade due
to higher expected losses for the pool resulting from realized and
anticipated losses from loans in special servicing and concerns
about highly leveraged loans on the watchlist.

The rating action is the result of Moody's on-going surveillance
of commercial mortgage backed securities transactions.

As of the May 17, 2010, statement date, the transaction's
aggregate certificate balance has decreased 26% to $719 million
from $974 million at securitization.  The certificates are
collateralized by 46 mortgage loans ranging in size from less than
1% to 16% of the pool, with the top ten loans representing 70% of
the pool.

Thirteen loans, representing 36% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC; formerly Commercial Mortgage Securities
Association) monthly reporting package.  As part of Moody's
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Three loans, representing 6% of the pool, are currently in special
servicing.  The largest specially serviced loan is the FBI
Headquarters loan ($16.7 million -- 2% of the pool), which is
secured by an office building located in Richmond, Virginia.  The
loan was transferred to special servicing due to the Borrower's
and indemnitor's bankruptcy filing.  The remaining specially
serviced loans are secured by office and retail properties.

Moody's review will focus on the performance of the overall pool
and potential losses from specially serviced and highly leveraged
loans.

Moody's rating action is:

-- Class D, $28,009,000, currently rated A2, on review for
    possible downgrade; previously on 3/18/2004 assigned A2

-- Class E, $13,396,000, currently rated A3, on review for
    possible downgrade; previously on 3/18/2004 assigned A3

-- Class F, $15,831,000, currently rated Baa1, on review for
    possible downgrade; previously on 3/18/2004 assigned Baa1

-- Class G, $12,178,000, currently rated Baa2, on review for
    possible downgrade; previously on 3/18/2004 assigned Baa2

-- Class H, $15,831,000, currently rated Baa3, on review for
    possible downgrade; previously on 3/18/2004 assigned Baa3

-- Class J, $7,307,000, currently rated Ba1, on review for
    possible downgrade; previously on 3/18/2004 assigned Ba1

-- Class K, $6,089,000, currently rated Ba2, on review for
    possible downgrade; previously on 3/18/2004 assigned Ba2

-- Class L, $4,871,000, currently rated Ba3, on review for
    possible downgrade; previously on 3/18/2004 assigned Ba3

-- Class M, $2,436,000, currently rated B1, on review for
    possible downgrade; previously on 3/18/2004 assigned B1

-- Class N, $4,871,000, currently rated B2, on review for
    possible downgrade; previously on 3/18/2004 assigned B2

-- Class O, $2,436,000, currently rated B3, on review for
    possible downgrade; previously on 3/18/2004 assigned B3


WACHOVIA BANK: Moody's Reviews Ratings on 12 2007-ESH Certs.
------------------------------------------------------------
Moody's Investors Service placed on review direction uncertain 12
classes of Wachovia Bank Commercial Mortgage Trust, Commercial
Mortgage Pass-Through Certificates, Series 2007-ESH in light of
the winning auction bid ($3.9 billion) on May 28, 2010 by an
investor consortium that includes Paulson & Co., Centerbridge
Partners LP and Blackstone Group.  The cash bid remains subject to
approval by a bankruptcy-court judge.  It is not yet clear how the
proceeds would be applied given the latitude of the bankruptcy
court system and the uncertainty surrounding the winning
consortium's business plan.  In an ideal case for bondholders, the
total bid amount of $3.9 billion would be applied according to the
transaction's Trust and Servicing Agreement which would result in
the two most junior classes (L and M) suffering principal losses.
However, capital expenditure requirements may trump the repayment
of securitized debt, potentially increasing losses to the trust.
The ultimate recapitalization plan, which is unclear at this time,
will determine the outcome.

Moody's previous rating actions considered the various
reorganization proposals (which included both debt and equity),
the $8.2 billion appraisal value at securitization, the
$2.8 billion updated appraised value in 2009, Moody's $3.6 billion
sustainable value, Moody's $3.3 billion distressed value,
$1.6 billion of cumulative appraisal reduction taken to date,
outstanding interest shortfalls totaling $45.7 million to date,
and the state of the lodging market.

Extended Stay Inc. and certain affiliates filed for Chapter 11
bankruptcy on June 15, 2009, and the loan was transferred to the
Special Servicer (Trimont Real Estate Advisors, Inc., who was
replaced by CWCapital Asset Management LLC on May 21, 2010) as the
hotel market headed towards a bottom.  The lodging sector bottomed
out in the third quarter of 2009, and has continued to improve.
The bidding war for the assets demonstrates renewed investor
interest in the lodging sector and more favorable expectations
about future performance which were reflected in the bid price.

The bankruptcy filing introduced uncertainty, disruption to the
timely payment of interest for junior bonds and additional
expenses to the trust.  The delay in resolution has proven to be
credit positive given improvements in market fundamentals.  The
improving general economy, strengthening of lodging performance
and availability of financing have increased marketability and
investor interest in these assets.

In an ideal case for bondholders, if the outstanding interest
shortfalls were made whole with the adequate protection payments
held in the reserve account, and if the $3.9 billion were used to
pay down the securitized debt in a sequential manner, Classes A-
4FL and A-4 FX through Class K could experience multi-notch
upgrades.  In this case, the senior classes could be upgraded
between one and three notches and the junior classes could rise as
much as three to six notches.

However, if the new owners were to pursue traditional third-party
securitized financing based on the new purchase price of
$3.9 billion, the lender is likely to only advance 60% to 70% of
the new value and might require funded reserves for debt service
and/or capital expenditures.  Based on the age and condition of
the portfolio, a replacement reserve of $400 million ($5,267 per
key) would not be unreasonable.  Absent any additional equity
contribution, required reserves could erode the amount available
to satisfy the existing securitized debt.  As such, Moody's are
placing the 12 classes on review direction uncertain.

Moody's rating action is:

  -- Class A-4FL, $250,000,000, placed under review direction
     uncertain; previously downgraded to Ba1 from Aaa on
     October 15, 2009

  -- Class A-4FX, $525,000,000, placed under review direction
     uncertain; previously downgraded to Ba1 from Aaa on
     October 15, 2009

  -- Class B, $125,360,000, placed under review direction
     uncertain; previously downgraded to B1 from Aa1 on
     October 15, 2009

  -- Class CFL, $85,860,000, placed under review direction
     uncertain; previously downgraded to B2 from Aa2 on
     October 15, 2009

  -- Class CFX, $91,980,000, placed under review direction
     uncertain; previously downgraded to B2 from Aa2 on
     October 15, 2009

  -- Class D, $107,640,000, placed under review direction
     uncertain; previously downgraded to B3 from Aa3 on
     October 15, 2009

  -- Class E, $114,160,000, placed under review direction
     uncertain; previously downgraded to Caa1 from A2 on
     October 15, 2009

  -- Class F, $124,520,000, placed under review direction
     uncertain; previously downgraded to Caa2 from A3 on
     October 15, 2009

  -- Class G, $131,040,000, placed under review direction
     uncertain; previously downgraded to Caa3 from Baa2 on
     October 15, 2009

  -- Class H, $130,440,000, placed under review direction
     uncertain; previously downgraded to C from Ba1 on October 15,
     2009

  -- Class J, $100,000,000, placed under review direction
     uncertain; previously downgraded to C from Ba2 on October 15,
     2009

  -- Class K, $214,000,000, placed under review direction
     uncertain; previously downgraded to C from Ba3 on October 15,
     2009


WACHOVIA CRE: Fitch Downgrades Ratings on All Classes of Notes
--------------------------------------------------------------
Fitch Ratings has downgraded all classes of Wachovia CRE CDO 2006-
1, Ltd. (Wachovia CRE CDO 2006-1) reflecting Fitch's base case
loss expectation of 24.1%.  Fitch's performance expectation
incorporates prospective views regarding commercial real estate
market value and cash flow declines.  A detailed list of rating
actions follows at the end of this release.

The transaction is primarily collateralized by senior commercial
real estate (CRE) debt: 62.3% of the collateral is either whole
loans or A-notes, per Fitch categorizations.  Fitch expects lower
than average losses upon default for the assets due to the high
concentration of senior loans, which generally experience better
recoveries than subordinate debt.  Eight loans (10.7%) are
currently defaulted while nine other loan interests (7.4%) are
considered Fitch Loans of Concern.  Fitch expects significant
losses on the defaulted assets and Fitch Loans of Concern.

Wachovia CRE CDO 2006-1 is a $1.3 billion CRE collateralized debt
obligation (CDO) managed by Structured Asset Investors, LLC with
Wells Fargo Bank, N.A., successor-by-merger to Wachovia Bank,
N.A., as sub-advisor to the Collateral Manager.  The transaction
has a five-year reinvestment period that ends in September 2011.
As of the April 2010 trustee report and per Fitch categorizations,
the CDO was substantially invested as follows: CRE whole loans/A-
notes (62.3%), B-notes (5.5%), mezzanine debt (4%), commercial
mortgage-backed securities (CMBS; 5%), real estate investment
trust (REIT) debt (1%), and a substantial amount of cash (22.2%).
For modeling purposes, Fitch conservatively assumed that the cash
would be invested in like-kind collateral with the same loss
profile as the current portfolio assets.

As of the April 2010 trustee report, the F/G/H par value test was
failing by 1.7%.  Further, the C/D/E test has only a tight cushion
remaining of 0.9%.  Should any test be failing at the next payment
date in June, interest proceeds and principal will be redirected
to redeem the class A-1 and A-2 notes until the test is cured.

Under Fitch's updated methodology, approximately 53.9% of the
portfolio is modeled to default in the base case stress scenario,
defined as the 'B' stress.  In this scenario, the modeled average
cash flow decline is 12.3% from generally fourth quarter 2009 cash
flows. Fitch estimates that recoveries will average 55.2% in this
scenario.

The largest component of Fitch's base case loss expectation is a
defaulted whole loan (2.4% of the portfolio) secured by a 506,000
square foot industrial/flex property located in Berkeley,
California.  The property was master leased to U.C. Berkeley;
however, its lease matured in April 2010 and the tenant has
vacated the majority of the property. Fitch modeled a significant
loss on this loan in its base case scenario.

The next largest component of Fitch's base case loss expectation
is a defaulted whole loan (3.3% of the portfolio) secured by land
located in South Gate, California.  The original business plan to
develop a retail center on the site has stalled and the property
is now in foreclosure.  Fitch modeled a significant loss on this
loan in its base case scenario.

The third largest component of Fitch's base case loss expectation
is a defaulted A-note (2.4% of the portfolio) secured by
approximately 2,700 acres located on the North Shore of Oahu.  The
original business plan to complete entitlements sufficient to
subdivide the property into as many as 80 residential lots has
stalled.  Fitch modeled a significant loss on this loan interest
in its base case scenario.

This transaction was analyzed according to the 'Surveillance
Criteria for U.S. Commercial Real Estate Loan CDOs', which applies
stresses to property cash flows and uses debt service coverage
ratio (DSCR) tests to project future default levels for the
underlying portfolio.  Recoveries are based on stressed cash flows
and Fitch's long-term capitalization rates.  The default levels
were then compared to the breakeven levels generated by Fitch's
cash flow model of the CDO under the various default timing and
interest rate stress scenarios, as described in the report 'Global
Criteria for Cash Flow Analysis in CDOs.'  Based on this analysis,
the credit characteristics for class A-2A are generally consistent
with the 'A' rating category while the credit characteristics for
class A-1A, A-1B and A-2B are generally consistent with the 'BB'
rating category.

The ratings for classes B through O are based on a deterministic
analysis, which considers Fitch's base case loss expectation for
the pool, and the current percentage of defaulted assets and Fitch
Loans of Concern factoring in anticipated recoveries relative to
each class' credit enhancement.  Based on this analysis, classes B
through H are consistent with the 'CCC' rating category, meaning
default is a real possibility.  Fitch's base case loss expectation
of 24.1% exceeds these classes' respective current credit
enhancement levels.

The ratings for classes J though L are deemed to be consistent
with the 'CC' rating category, meaning default appears probable
given that losses expected on the current defaulted assets and
Fitch Loans of Concern in the pool generally exceed these classes'
respective credit enhancement levels.  The ratings for classes M
through O are deemed to be consistent with the 'C' rating
category, meaning Fitch considers default to be inevitable based
on Fitch's base case expected losses from defaulted loans.

Classes A-1A and A-2A were assigned a Stable Rating Outlook
reflecting their senior positions in the capital stack and the
significant cash balance in the principal collection account.
Classes A-1B and A-2B were assigned a Negative Rating Outlook
reflecting Fitch's expectation of further negative credit
migration of the underlying collateral.  These classes were also
assigned Loss Severity (LS) ratings of 'LS3' for class A-1A, A-2A,
and A-2B and 'LS5' for class A-1B. The LS ratings indicate each
tranche's potential loss severity given default, as evidenced by
the ratio of tranche size to the expected loss for the collateral
under the 'B' stress.  LS ratings should always be considered in
conjunction with probability of default indicated by a class'
long-term credit rating.  Fitch does not assign Rating Outlooks or
LS ratings to classes rated 'CCC' or lower.

Classes B through O were assigned Recovery Ratings (RR) to provide
a forward-looking estimate of recoveries on currently distressed
or defaulted structured finance securities.  Recovery Ratings are
calculated using Fitch's cash flow model, and incorporate Fitch's
current 'B' stress expectation for default and recovery rates
(53.9% and 55.2%, respectively), the 'B' stress USD LIBOR up-
stress, and a 24-month recovery lag.  Due to the significant cash
exposure in the portfolio, Fitch scaled down the size of the
outstanding liabilities (pro rata) for modeling purposes, which
effectively reflects reinvestment in like-kind collateral.  All
modeled distributions are discounted at 10% to arrive at a present
value and compared to the class' tranche size to determine a
Recovery Rating.  The assumptions for the 'B' stress USD LIBOR up-
stress scenario are found in Fitch's report, 'Criteria for
Interest Rate Stresses in Structured Finance Transactions'

The assignment of 'RR3' to class B reflects modeled recoveries of
59% of its outstanding balance.  The expected recovery proceeds
are broken down as follows:

-- Modeled class size: $41.4 million;

-- Present value of expected principal recoveries
    ($15.9 million);

-- Present value of expected interest payments ($8.3 million);

-- Total present value of recoveries ($24.2 million);

-- Sum of undiscounted recoveries ($45.8 million).

Classes C through O are assigned a Recovery Rating of 'RR6' as the
present value of the recoveries in each case is less than 10% of
each class' principal balance.

Fitch has downgraded and assigned Rating Outlooks, LS and RRs to
these classes, as indicated:

-- $616,500,000 class A-1A notes downgrade to 'BB/LS3' from
    'AAA'; Outlook Stable;

-- $68,500,000 class A-1B notes downgrade to 'BB/LS5' from 'AAA';
    Outlook Negative;

-- $145,000,000 class A2A notes downgrade to 'A/LS3' from 'AAA';
    Outlook Stable;

-- $145,000,000 class A-2B notes downgrade to 'BB/LS3' from
    'AAA'; Outlook Negative;

-- $53,300,000 class B notes downgrade to 'CCC/RR3' from 'AA';

-- $39,000,000 class C notes downgrade to 'CCC/RR6' from 'A+';

-- $12,350,000 class D notes downgrade to 'CCC/RR6' from 'A';

-- $13,650,000 class E notes downgrade to 'CCC/RR6' from 'A-';

-- $24,700,000 class F notes downgrade to 'CCC/RR6' from 'BBB+';

-- $16,900,000 class G notes downgrade to 'CCC/RR6' from 'BBB';

-- $35,100,000 class H notes downgrade to 'CCC/RR6' from 'BBB-';

-- $13,000,000 class J notes downgrade to 'CC/RR6' from 'B';

-- $14,950,000 class K notes downgrade to 'CC/RR6' from 'B';

-- $9,100,000 class L notes downgrade to 'CC/RR6' from 'B';

-- $34,450,000 class M notes downgrade to 'C/RR6' from 'B';

-- $16,250,000 class N notes downgrade to 'C/RR6' from 'B';

-- $6,500,000 class O notes downgrade to 'C/RR6' from 'B-'.

Additionally, all classes are removed from Rating Watch Negative.


WEIRTON MEDICAL: Moody's Cuts Underlying Bond Rating to 'Ba3'
-------------------------------------------------------------
Moody's Investors Service has downgraded Weirton Medical Center's
underlying bond rating to Ba3 from Ba1.  The downgrade affects
approximately $21.5 million of outstanding Series 2001A fixed rate
and 2001B variable rate revenue bonds issued by the Weirton
Municipal Hospital Building Commission.  The Series 2001B variable
rate demand bonds are jointly supported by Weirton Medical Center
and secured by a letter of credit from PNC Bank.  The enhanced
rating on the Series 2001B bonds has been downgraded to Aa2/VMIG1
from Aa1/VMIG1.

The downgrade is attributable to continued large operating losses
and operating cash flow deficit through the first nine months of
FY 2010 and contributing to materially weaker debt service
coverage and a covenant violation under a letter of credit
agreement.  The rating outlook remains negative and reflects the
uncertainty with WMC's ability to turnaround and sustain improved
operating performance over a longer term.  The board's recent
decision to engage Quorum Health Resources to professionally
manage the hospital and operations over a two year period is
viewed favorably by Moody's.

Legal Security: Bonds are secured by a lien on gross revenues of
Weirton Medical Center and Deed of Trust (mortgage pledge).

Interest Rate Derivatives: None.

                            Challenges

* Significant decline in inpatient admissions (13% through nine
  months FY 2010) resulting in a material 9.3% decline in total
  operating revenues; volume declines reflect the weak economy,
  outmigration of services to other providers, shift to outpatient
  care and declines in patient and physician satisfaction

* A history of weak operating results with operating losses posted
  for the eighth consecutive year in FY 2009 and larger operating
  losses continuing through nine months of FY 2010 (-5.8%
  operating margin and -1.7% operating cash flow margin)

* Credit pressures related to debt structure that includes 53%
  ($14.5 million outstanding) of variable rate demand bonds
  supported by a PNC letter of credit (LOC) which adds renewal and
  liquidity risk but is somewhat mitigated by WMC's cash-to-demand
  debt coverage of 265% as of March 31, 2010; the LOC expires
  January 4, 2011; management is in current discussions with the
  bank to extend the LOC

* Violation of debt service coverage ratio under the LOC with 0.76
  times coverage measured based on a rolling twelve months ending
  March 31, 2010, well below 1.5 times coverage requirement

* Six consecutive years of capital spending less than one time
  depreciation expense; deferred maintenance remains an ongoing
  concern; average age of plant 20.8 years in FY 2009

* Very weak demographics in the region characterized by declining
  population trends, very high unemployment, and growing Medicaid
  and Self Pay populations resulting in the rise of uncompensated
  care

* Challenging labor environment; SEIU union contract
  renegotiations to begin later this year

* Efforts to find a capital or merger partner have proven
  unsuccessful at this time

                            Strengths

* WMC has engaged Quorum Health Resources, a management and
  consulting firm, for a two year commitment to help turnaround
  financial performance; new management has already deployed and
  identified several expense reduction and revenue cycle
  initiatives

* Improved unrestricted cash balance to $37.3 million as of
  March 31, 2010, resulting in improved and favorable 142 days
  cash on hand, 265% cash-to-demand debt coverage, and 123% cash-
  to-total debt coverage

* Small (less than $100 million revenue base), sole inpatient
  provider serving Hancock and Brooke Counties in West Virginia
  with market position protected by CON laws in the state, however
  larger tertiary providers are located 15 miles west in
  Steubenville, OH and 30 miles east in Pittsburgh, PA

                    Recent Developments/Results

FY 2010 will be the ninth consecutive year of operating losses for
the organization with a $4.1 million operating loss (-5.8% margin)
and $1.2 million (-1.7% margin) operating cash flow deficit posted
through the first nine months of FY 2010, weaker compared to a
$1.5 million operating loss and positive $1.8 million (2.3%
margin) operating cash flow generated through nine months of FY
2009.  The continued weak operating performance is attributable to
declining inpatient volumes particularly in FY 2009 and continuing
in FY 2010 resulting in sizable operating revenue declines which
have outpaced management's efforts to contract expenses.  In FY
2009, inpatient admissions were down nearly 2.9% contributing to a
3.1% decline in operating revenues.  Through the first nine months
of FY 2010, inpatient admissions are down substantially by 13%
resulting in a materially large 9.3% decline in operating
revenues.  The primary factors that have led to inpatient volume
declines include: (1) increased outmigration of services from
WMC's primary service area to larger tertiary providers located 30
miles east in Pittsburgh, PA; (2) the continued industry shift of
care from the inpatient to outpatient setting measured by
continued growth in outpatient volume (7.8% outpatient surgery
growth through nine months of FY 2010); (3) decrease in
utilization due to the weak economy; (4) decline in patient and
physician satisfaction has led to some volume declines.

In order to turnaround and improve operating performance, WMC
recently announced a two year contract (effective May 2010) with
Quorum Health Resources to professionally manage the hospital.
This decision follows WMC's initial engagement with QHR in
November 2009 to provide an interim Chief Financial Officer, after
the resignation of the former CFO of 3 years in June 2009.  QHR is
expected to provide management and operating expertise in order
stem operating losses and improve performance over the longer
term.  QHR will provide the Chief Financial Officer and Chief
Operating Officer and the existing Chief Executive Officer of WMC
will remain as CEO under the direction of the board and QHR.
Additionally, management has already identified and undertaken
various performance improvement projects.  Over the past four
months, staffing has been reduced by approximately 70 FTEs through
work force reductions and attrition and additional staffing cuts
will be implemented if volumes continue to decline.  There are
also several other detailed expense reduction and revenue cycle
initiatives that are expected to provide annual savings and
revenue improvements.  The decision to engage an independent
professional consulting firm is viewed positively by Moody's due
to the medical's center's current weak financial performance.
Earlier efforts to find a capital partner or merger opportunity
did not come to fruition.

As of March 31, 2010, unrestricted cash and investments improved
to $37.3 million (142 days) from $32.6 million (123 days) at FYE
2008 (June 30).  Cash-to-debt improved to 123% from 107% cash-to-
debt, respectively.  Cash is invested with 54% in cash and fixed
income and 46% invested in equities.  Moody's continues to note
that deferred maintenance continues to remain a concern with an
average age of plant at 20.8 years and capital investment
continuing to be below one times depreciation expense.  Capital
spending for FY 2010 is budgeted for $3.8 million and $1.2 million
has been spent to date.  Managements expect to spend a total of
approximately $1.5 to $1.8 million in FY 2010.

WMC's current debt structure poses renewal and liquidity risk with
53% variable rate debt obligations supported by a PNC Bank letter
of credit agreement.  However, due to improvements in unrestricted
liquidity, WMC's cash-to-demand debt coverage is favorable at 265%
(as of March 31, 2010) which provides adequate cushion in the
event the LOCs are not renewed or obligations are unexpectedly
accelerated by the liquidity provider.  The Series 2001B LOC was
extended for one year in January 2010 and expires January 4, 2011.
Management is currently in discussions with the banks to extend
the LOC.  Under the LOC agreement, WMC is required to maintain
several financial covenants including days cash on hand (minimum
100 days measured monthly), debt service coverage ratio (minimum
1.5 times measured quarterly), and debt to capitalization (no more
than 55% measured quarterly).  WMC is currently in breach of the
debt service coverage covenant measuring 0.76 times at March 31,
2010.  WMC is in discussions with PNC bank to receive a waiver.
WMC currently maintains adequate headroom under the required
liquidity covenant with 145 days cash on hand and 50% debt to
capitalization.

As a result of the operating cash flow deficit through the nine
months FY 2010, debt coverage measures have weakened further.
Based on nine-months FY 2010 (annualized), debt-to-cash flow
increasing to an unfavorably high 89 times and Moody's adjusted
maximum annual debt service coverage measuring an insufficient
0.47 times.

WMC is a small (less than $100M revenue base) sole community
provider located in Weirton, WV in Brooke County.  The primary
service area comprises of Hancock and northern Brooke Counties in
the tri-state West Virginia, Ohio, and Pennsylvania area.
Although WMC is the only general acute care hospital in its PSA,
the nearest competitor, Trinity Health System (A3-rated) is 15
miles away in Steubenville, OH and larger tertiary providers are
35 miles away in Pittsburgh, PA.  Overall demographics of the
region are weak characterized by declining population trends (8.9%
decline in Hancock County and 8.0% decline in Brooke County from
April 2000 to July 2009 based on US Census Bureau), very high
unemployment rates (Hancock County 14.5% and Brooke County 15.9%
based on March 2010 US Labor Bureau) and growing Medicaid and Self
Pay populations (combined represent 20% of gross revenues).

                             Outlook

The outlook remains negative reflecting continued large operating
losses, weak debt coverage measures, increased renewal and
liquidity risks related to debt structure comprised of LOC backed-
variable rate debt obligations and uncertainty of WMC's ability to
turnaround and sustain improved operating performance over t
longer term given weak service area demographics.

                What could change the rating -- UP

Substantial rebound and stability in inpatient volume resulting in
revenue growth; continued implementation of turnaround strategies
resulting in notable improvement in operating performance and
ability to sustain improved levels for multiple years, continued
improvement in liquidity measures; material improvement in debt
service coverage ratios

               What could change the rating -- DOWN

Further declines in operating performance, weaker debt service
coverage measures; decline in unrestricted cash, significant
unexpected debt issuance including bank lines or other forms of
borrowings without commensurate increase in cash and cash flow
generation

                          Key Indicators

Assumptions & Adjustments:

  -- Based on financial statements for Weirton Medical Center, WV

  -- First number reflects audit year ended June 30, 2008

  -- Second number reflects audit year ended June 30, 2009

  -- Investment returns normalized at 6% unless otherwise noted

* Inpatient admissions: 7,899; 7672

* Total operating revenues: $100.1 million; $97.0 million

* Moody's-adjusted net revenue available for debt service:
  $6.4 million; $3.2 million

* Total debt outstanding: $28.0 million; $30.4 million

* Maximum annual debt service (MADS): $2.8 million; $2.7 million

* MADS Coverage with reported investment income: 2.3 times; 0.8
  times

* Moody's-adjusted MADS Coverage with normalized investment
  income: 2.3 times; 1.2 times

* Debt-to-cash flow: 5.5 times; 15.5 times

* Days cash on hand: 142 days; 122 days

* Cash-to-debt: 135%; 107%

* Operating margin: -1.3%; -3.6%

* Operating cash flow margin: 3.8%; 1.0%

Rated Debt (debt outstanding as of June 30, 2009):

  -- Series 2001A (fixed rate) ($7.5 million outstanding), rated
     Ba3

  - Series 2001B (variable rate) ($14.0 million outstanding),
     Aa2/VMIG1 jointly supported by PNC Bank Letter of Credit
     (expires January 4, 2011) and Weirton Medical Center, Ba3
     underlying rating

The last rating action with respect to the Weirton Medical Center
was on May 1, 2009, when a municipal finance scale rating was
downgraded to Ba1 from Baa3 and negative outlook remained.  That
rating was subsequently recalibrated to Global Scale Rating on
May 7, 2010.


WELLS FARGO: Moody's Downgrades Ratings on 37 Tranches
------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 37
tranches from 8 RMBS transactions issued by Wells Fargo.
Additionally, Moody's has confirmed the ratings of 15 tranches
from these same transactions.  One bond's rating has been upgraded
as it has accumulated substantial protection against future
losses.  The collateral backing these deals primarily consists of
first-lien, fixed and adjustable-rate subprime residential
mortgages.

The downgrades are a result of the continued performance
deterioration in Subprime pools in conjunction with home price and
unemployment conditions that remain under duress.  The actions
reflect Moody's updated loss expectations on subprime pools issued
from 2005 to 2007.

To assess the rating implications of the updated loss levels on
subprime 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.

Complete rating actions are:

Issuer: Wells Fargo Home Equity Asset-Backed Securities 2005-1
Trust

  -- Cl. AI-1A, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. AI-1B, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Confirmed at Aa1; previously on Jan 13, 2010 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to Aa3; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to Baa2; previously on Jan 13, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. M-4, Downgraded to B2; previously on Jan 13, 2010 A3
     Placed Under Review for Possible Downgrade

  -- Cl. M-5, Downgraded to Caa1; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-6, Downgraded to Caa3; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-7, Downgraded to Ca; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. M-8, Downgraded to C; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. M-9, Downgraded to C; previously on Jan 13, 2010 B2
     Placed Under Review for Possible Downgrade

Issuer: Wells Fargo Home Equity Asset-Backed Securities 2005-2
Trust

  -- Cl. AI-1A, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. AI-1B, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. AII-3, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Confirmed at Aa2; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Confirmed at A2; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Confirmed at Baa2; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-4, Downgraded to Ba3; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-5, Downgraded to Caa1; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. M-6, Downgraded to Caa3; previously on Jan 13, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Cl. M-7, Downgraded to C; previously on Jan 13, 2010 Caa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-8, Downgraded to C; previously on Jan 13, 2010 Caa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-9, Downgraded to C; previously on Jan 13, 2010 Ca
     Placed Under Review for Possible Downgrade

Issuer: Wells Fargo Home Equity Asset-Backed Securities 2005-3
Trust

  -- Cl. AI-1B, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. AII-3, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Confirmed at Aa2; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Upgraded to A2; previously on Jan 13, 2010 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Confirmed at Baa3; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-4, Confirmed at Ba3; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. M-5, Downgraded to Caa2; previously on Jan 13, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Cl. M-6, Downgraded to Ca; previously on Jan 13, 2010 Caa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-7, Downgraded to C; previously on Jan 13, 2010 Caa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-8, Downgraded to C; previously on Jan 13, 2010 Ca
     Placed Under Review for Possible Downgrade

  -- Cl. M-9, Downgraded to C; previously on Jan 13, 2010 Ca
     Placed Under Review for Possible Downgrade

Issuer: Wells Fargo Home Equity Asset-Backed Securities 2006-1
Trust

  -- Cl. A-3, Confirmed at A1; previously on Jan 13, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to Ba1; previously on Jan 13, 2010 A3
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to Caa2; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to C; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to C; previously on Jan 13, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Cl. M-4, Downgraded to C; previously on Jan 13, 2010 Ca
     Placed Under Review for Possible Downgrade

Issuer: Wells Fargo Home Equity Asset-Backed Securities 2006-2
Trust

  -- Cl. A-3, Downgraded to A1; previously on Jan 13, 2010 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to B1; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to Caa2; previously on Jan 13, 2010 B1
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to C; previously on Jan 13, 2010 Caa2
     Placed Under Review for Possible Downgrade

Issuer: Wells Fargo Home Equity Asset-Backed Securities 2006-3
Trust

  -- Cl. A-2, Downgraded to Caa2; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to Ca; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C; previously on Jan 13, 2010 Caa2
     Placed Under Review for Possible Downgrade

Issuer: Wells Fargo Home Equity Asset-Backed Securities 2007-1
Trust

  -- Cl. A-2, Downgraded to Caa3; previously on Jan 13, 2010 Caa1
     Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to Ca; previously on Jan 13, 2010 Caa3
     Placed Under Review for Possible Downgrade

Issuer: Wells Fargo Home Equity Asset-Backed Securities 2007-2
Trust

  -- Cl. A-1, Downgraded to Aa1; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to A3; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to Ca; previously on Jan 13, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to C; previously on Jan 13, 2010 Ca
     Placed Under Review for Possible Downgrade


WELLS FARGO: Moody's Downgrades Ratings on 55 Tranches
------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 55
tranches, confirmed the ratings of 20 tranches and upgraded the
rating of one tranche from three RMBS transactions, backed by
prime jumbo loans, issued by Wells Fargo Mortgage-Backed
Securities from 2005 to 2007.

The collateral backing these transactions consists primarily of
first-lien, fixed, prime jumbo residential mortgage loans.  The
actions are a result of the rapidly deteriorating performance of
jumbo pools in conjunction with macroeconomic conditions that
remain under duress.  The actions reflect Moody's updated loss
expectations on prime jumbo pools issued from 2005 to 2008.

To assess the rating implications of the updated loss levels on
prime jumbo 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 "Jumbo RMBS Loss Projection Update:
January 2010" is adjusted to estimate 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 (3.5%, 6.5% and 7.5% 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 3.535%.  If the
current delinquency level 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 1.8 for current delinquencies ranging from less than
2.5% to greater than 30% respectively.  Delinquencies for
subsequent years and ultimate expected losses are projected using
the approach described in the methodology publication.

Complete rating actions are:

Issuer: Wells Fargo Mortgage Backed Securities 2005-11 Trust

  -- Cl. I-A-1, Downgraded to Ba3; previously on Dec 17, 2009 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-2, Downgraded to Ba2; previously on Dec 17, 2009 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-3, Downgraded to Caa1; previously on Dec 17, 2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-1, Downgraded to Ba3; previously on Dec 17, 2009 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Confirmed at Baa3; previously on Dec 17, 2009
     Baa3 Placed Under Review for Possible Downgrade

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

  -- Cl. II-A-4, Downgraded to Caa1; previously on Dec 17, 2009
     Ba2 Placed Under Review for Possible Downgrade

  -- Cl. II-A-5, Downgraded to B1; previously on Dec 17, 2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-6, Downgraded to B1; previously on Dec 17, 2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-7, Downgraded to Ba2; previously on Dec 17, 2009 A2
     Placed Under Review for Possible Downgrade

  -- Cl. A-PO, Downgraded to B1; previously on Dec 17, 2009 Ba2
     Placed Under Review for Possible Downgrade

Issuer: Wells Fargo Mortgage Backed Securities 2006-12 Trust

  -- Cl. A-1, Confirmed at Baa2; previously on Dec 17, 2009 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to B2; previously on Dec 17, 2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to Caa1; previously on Dec 17, 2009 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to Caa1; previously on Dec 17, 2009 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-5, Downgraded to C; previously on Dec 17, 2009 B2
     Placed Under Review for Possible Downgrade

  -- Cl. A-11, Upgraded to Ba1; previously on Dec 17, 2009 B2
     Placed Under Review for Possible Downgrade

  -- Cl. A-12, Confirmed at B2; previously on Dec 17, 2009 B2
     Placed Under Review for Possible Downgrade

  -- Cl. A-13, Downgraded to Caa1; previously on Dec 17, 2009 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-14, Downgraded to C; previously on Dec 17, 2009 B2
     Placed Under Review for Possible Downgrade

  -- Cl. A-15, Downgraded to C; previously on Dec 17, 2009 B2
     Placed Under Review for Possible Downgrade

  -- Cl. A-16, Confirmed at Ba2; previously on Dec 17, 2009 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. A-17, Downgraded to Caa3; previously on Dec 17, 2009 B1
     Placed Under Review for Possible Downgrade

  -- Cl. A-PO, Downgraded to Caa1; previously on Dec 17, 2009 B2
     Placed Under Review for Possible Downgrade

Issuer: Wells Fargo Mortgage Backed Securities 2007-10 Trust

  -- Cl. I-A-1, Downgraded to B3; previously on Dec 17, 2009 B2
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-2, Confirmed at B2; previously on Dec 17, 2009 B2
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-3, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-4, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-5, Downgraded to B3; previously on Dec 17, 2009 B2
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-6, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-7, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-8, Confirmed at B3; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-9, Confirmed at B3; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-10, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-11, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-12, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-14, Confirmed at B3; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-15, Confirmed at B3; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-16, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-17, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-18, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-19, Confirmed at B2; previously on Dec 17, 2009 B2
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-20, Confirmed at B3; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-21, Confirmed at B3; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-22, Downgraded to B3; previously on Dec 17, 2009 B2
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-23, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-24, Confirmed at B3; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-25, Confirmed at B3; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-26, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-27, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-28, Downgraded to C; previously on Apr 23, 2009
     Downgraded to Ca

  -- Cl. I-A-29, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-30, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-31, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-32, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-33, Downgraded to C; previously on Apr 23, 2009
     Downgraded to Ca

  -- Cl. I-A-34, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-35, Confirmed at B3; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-36, Confirmed at B3; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-37, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-38, Confirmed at B3; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-39, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-40, Downgraded to B3; previously on Dec 17, 2009 B2
     Placed Under Review for Possible Downgrade

  -- Cl. I-A-41, Downgraded to B3; previously on Dec 17, 2009 B2
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-1, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Confirmed at B3; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-3, Confirmed at B3; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-5, Downgraded to B2; previously on Dec 17, 2009 B1
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-6, Downgraded to B2; previously on Dec 17, 2009 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-7, Downgraded to Caa2; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-8, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-9, Downgraded to Caa1; previously on Dec 17, 2009 B2
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-10, Downgraded to C; previously on Apr 23, 2009
     Downgraded to Ca

  -- Cl. II-A-11, Downgraded to Caa1; previously on Dec 17, 2009
     B2 Placed Under Review for Possible Downgrade

  -- Cl. II-A-12, Confirmed at B3; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade

  -- Cl. A-PO, Downgraded to Caa1; previously on Dec 17, 2009 B3
     Placed Under Review for Possible Downgrade


WEST PENN: Moody's Downgrades Rating on $758 Mil. Bonds to 'B1'
---------------------------------------------------------------
Moody's Investors Service has downgraded the bond rating for West
Penn Allegheny Health System (PA) to B1 from Ba3, affecting
$758 million of Series 2007 fixed rate bonds issued through the
Allegheny County Hospital Development Authority.  The outlook
remains negative.

The downgrade reflects (1) significant volume declines through
nine months of fiscal year 2010, and likely further declines,
primarily due to the economy and the early effects of the system's
restructuring initiatives; (2) operating performance that is below
budget for this period due to volume shortfalls and unbudgeted
restructuring costs, as well as Moody's belief that the full year
will fall short of budget; (3) significant execution risks and
capital and operating costs related to the system's recently
developed strategy to downsize and restructure its operations that
raises the overall risk profile of the system until successfully
implemented; and (4) a large pension funding obligation that
requires a sizable payment in September 2010.  Moody's believes
these risks outweigh the system's operating improvement in fiscal
year 2010 and growth in unrestricted cash since fiscal yearend
2009, which was driven by minimal pension funding and low capital
spending.

Maintenance of the negative outlook reflects Moody's belief that
there are substantial execution and financial risks as the system
implements a large restructuring and the system's weak operating
performance and cash position leave it little flexibility to
absorb any unexpected challenges.  With large pension funding
anticipated in early fiscal year 2011 and capital needs, cash will
likely decline from current levels.  While Moody's believes the
system's outline of a comprehensive strategy has credibility and
is necessary for the system's long-term viability, implementation
risks are high, particularly retaining volumes as the organization
restructures physician groups and consolidates clinical services
at its facilities.

Legal Security: Joint and several obligation of the Obligated
Group with mortgage lien on certain real property, including the
primary hospital facilities, and gross revenue pledge; debt
service reserve fund present; limitations on additional
indebtedness and withdrawal from obligated group permitted if a
combination of certain coverage and financial ratio tests are met.
Days cash on hand covenant liberal with definition including
project funds.

Interest Rate Derivatives: None

                            Challenges

* Execution risks associated with implementing a strategy to
  consolidate physician organizations and clinical services, while
  maintaining profitable volumes and focusing on financial
  turnaround during this transition phase; additionally, operating
  and capital costs related to the restructuring are anticipated
  to be very high

* Despite some improvement, operating performance through nine
  months of fiscal year 2010 is under budget even before
  unbudgeted restructuring costs.  Moody's believe a shortfall to
  the full year budget is likely given volume challenges and
  recent performance levels; through nine months of fiscal year
  2010, the system reported a weak 5.8% operating cashflow margin.

* Admissions declines in fiscal year 2010 are significant with
  nine-month year-to-date admissions down 7.5% compared with the
  prior year and the greatest year-over-year decline in the latest
  quarter, due to the impact of the economy as well as possibly
  the beginning of the impact of the restructuring

* Weak unrestricted cash position of 51 days of cash on hand as of
  March 31, 2010 (excluding trustee-held project funds); while
  cash improved from 45 days at June 30, 2009, the improvement was
  driven by minimal pension funding and low capital spending, both
  of which are not sustainable

* Unfunded pension plan and significant funding expected in fiscal
  year 2011, totaling $72 million (compared to $8 million in FY
  2010), of which a large $43 million is expected to be funded in
  September 2010

* Heavy competition from UPMC Health System, which is the largest
  health system in the region and owns a large managed care plan,
  enabling UPMC to influence health plan membership and volumes

* Dependency on Highmark, the largest insurer in the region, for
  approximately 38% of system revenues including Highmark and
  Highmark Medicare Security Blue products

* High leverage relative to operating performance with weak
  maximum debt service coverage of 2.1 times and high 11.6 times
  debt-to-cashflow based on annualized nine months of fiscal year
  2010

* Challenging demographic service area with declining population
  trends in the primary service area and an aging patient base

                            Strengths

* Although below budget, some operating improvement was achieved
  through nine months of fiscal year 2010 compared with the prior
  year period

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

* Notwithstanding enormous challenges, the system's strategic
  direction is becoming more focused and, if implemented
  successfully, should better position it competitively and
  financially

* Availability of project funds to fund restructuring initiatives;
  growth in cash, albeit still weak, between fiscal yearend 2009
  and March, 2010 will partially fund upcoming pension payment

* System's prominence as the second largest healthcare system in
  Pittsburgh with almost 71,000 acute admissions

                    Recent Developments/Results

Moody's rating review is being done in conjunction with West
Penn's release of its third quarter fiscal year 2010 financial
statements (ended March 31, 2010).  The last rating action was
November 5, 2009, when the Ba3 rating was affirmed and negative
outlook maintained.

While the system improved its operating performance through the
nine months of fiscal year 2010 compared with the prior year
period, operating performance is below budget even before
restructuring costs, and Moody's believe the system will miss its
full year budget.  As discussed in Moody's last report, volumes
continue to be Moody's major concern, as evidenced by an
acceleration of admissions declines in the current year and
strategic plans carry significant execution risk.

Through nine months of fiscal year 2010, West Penn reported an
operating loss of $11.6 million (-0.9% margin), compared with an
operating loss of $34.7 million (-2.8% margin) in the prior year
and compared with an original budget of $6.7 million in operating
income.  Operating cashflow through the nine months was
$72 million (5.8%), compared with $50 million (4.1%) in the prior
year period.  The year-over-year operating improvement reflects
the benefit from $110 million of initiatives implemented, driving
flat expenses year-over-year.  However, the system is below budget
primarily because of significant volume shortfalls and unbudgeted
restructuring costs.  The estimated impact of restructuring costs
as well as lost revenue for the nine months of fiscal year 2010
was $12 million, which was unbudgeted.  Through nine months,
admissions declined 7.5%, with the third quarter experiencing the
greatest decline of 8.5%.  The full year budget anticipated a 2%
admissions decline.  The decline is primarily due to the impact of
the economy; additionally, as the system announces restructuring
plans, volume losses are likely, some of which have already begun.

As indicated in Moody's last report, the system budgeted
$17 million in operating income and $130 million in operating
cashflow for full fiscal year 2010 based on realizing the full
benefits of the turnaround initiatives as well as the expected
absence of over $30 million in restructuring costs (consulting and
legal fees) in 2009.  Given the year-to-date performance and
recent run rate, Moody's believe it is unlikely the system will
come close to its full year budget.

Moody's believes the system is attempting to develop a credible
and focused plan to downsize and restructure the operations, which
is necessary for the system's long-term viability.  However,
Moody's believe there is significant execution risk that raises
the overall risk profile in the short-term, restructuring costs
are high, and the system has little financial flexibility to
absorb unexpected challenges.  The organization is pursuing a
restructuring and consolidation of physician practices to better
align physicians and improve efficiencies.  This initiative will
take 18 months to have the supporting systems in place and Moody's
believe there is risk in being able to retain and recruit
productive physicians during this process.  The system also
announced plans to reconfigure its clinical services, including
concentrating tertiary services at AGH and moving obstetrics to
West Penn and psychiatry to Forbes.  With this consolidation, it
will be a challenge to manage the migration of volumes and further
volume declines are likely.  Finally, the capital and operating
costs to implement the restructuring are likely to be large; the
system anticipates using the project funds ($77 million as of
March 31, 2010) as the primary source of funding for capital
costs.

Although West Penn's unrestricted cash has grown, the system's
cash position is weak and will be pressured as cash needs increase
in fiscal year 2011.  As of March 31, 2010 and excluding project
funds, unrestricted cash was $223 million (51 days cash on hand),
increasing from $195 million (45 days of cash on hand) as of
June 30, 2009.  Growth in cash in 2010 was driven by limited
pension funding (only $8 million, compared with pension expense of
$19 million) and lower than budgeted capital spending.

Cash needs will increase in fiscal year 2011 and cash is likely to
decline from current levels.  The system has significantly scaled
back on capital spending to preserve cash.  Capital requirements
to implement the restructuring are planned to be covered with
project funds.  Because of the scope of the restructuring, Moody's
believe it is possible that final restructuring costs could vary
from projections.  Routine capital spending has been low in 2009
and 2010 at roughly half depreciation levels; routine spending is
anticipated to increase in the next couple of years, although
remain below depreciation.  Pension funding in fiscal year 2011 is
anticipated to be $72 million (revised from $88 million in Moody's
prior report based on the latest actuarial calculation), exceeding
pension expense estimates of $26 million.  The largest pension
payment in fiscal year 2011 is projected to be $43 million in
September 2010.  West Penn's pension fund currently has a
relatively high allocation to equities, exposing future funding
levels to market volatility.  Although West Penn's unrestricted
asset allocation is fairly conservative, investment returns could
affect the ability to maintain cash.  Approximately 11% of
unrestricted investments are invested in equities or alternative
investments.

WestPenn continues to operate in a challenging competitive and
payer market.  West Penn competes with UPMC Health System, which
maintains a leading market position.  Highmark is the dominant
insurer in the region, accounting for approximately 38% of
WestPenn's revenues (including Highmark and Highmark Medicare
Security Blue products).  This dominance affords Highmark
significant negotiating leverage with WestPenn as well as other
providers in setting managed care rates.  The second largest
health plan in the area is UPMC's health plan, which does not
contract with WestPenn.

                             Outlook

Maintenance of the negative outlook reflects Moody's belief that
there are substantial execution and financial risks as the system
implements a large restructuring and the system's weak operating
performance and cash position leave it little flexibility to
absorb any unexpected challenges.  With large pension funding
anticipated in fiscal year 2011 and capital needs, cash could
decline from current levels.  While Moody's believe the system's
outline of a comprehensive strategy has some credibility and is
necessary for the system's long-term viability, implementation
risks are high, particularly retaining volumes as the organization
restructures physician groups and consolidates clinical services
at its facilities.

                 What could change the rating - UP

With a negative outlook, a rating upgrade in the near-term is not
likely.  Long-term, an upgrade would be considered with sustained
improvement in operating cashflow for several years, at least
stability in volumes, significant growth in unrestricted cash,
stability or growth in medical staff and successful completion of
physician restructuring strategies.

                What could change the rating - DOWN

Shortfall to projected operating income and operating cashflow
levels; significant decline in unrestricted cash (excluding
project funds)

                          Key Indicators

Assumptions & Adjustments:

  -- Based on financial statements for West Penn Allegheny Health
     System

  -- First number reflects audit year ended June 30, 2009

  -- Second number reflects unaudited annualized results for nine
     months ended March 31, 2010

  -- Investment returns smoothed at 6% unless otherwise noted

* Inpatient acute admissions: 78,750; 71,328

* Total operating revenues: $1.61 billion; $1.66 billion

* Moody's-adjusted net revenue available for debt service:
  $88.9 million; $110.7 million

* Total debt outstanding: $827 million; $813 million

* Maximum annual debt service (MADS): $53.9 million; $53.9 million
  (excluding balloon payments in 2015 and 2016 related to a
  financing for helicopters, which would increase MADS by
  approximately $5 million and $3 million, respectively, in these
  years)

* MADS coverage based on reported investment income: 1.8 times;
  2.3 times

* Moody's-adjusted MADS coverage with normalized investment
  income: 1.7 times; 2.1 times

* Debt-to-cash flow: 17.0 times; 11.6 times

* Days cash on hand (excluding project funds): 45 days; 51 days

* Cash-to-debt: 24%; 27%

* Operating margin: -2.4%; -0.9%

* Operating cash flow margin: 4.7%; 5.8%

                            Rated Debt

  -- Series 2007 fixed rate bonds ($758 million): B1

The last rating action with respect to West Penn Allegheny Health
System was on November 5, 2009, when municipal scale ratings of
Ba3 and negative outlook were affirmed.  That rating was
subsequently recalibrated to Ba3 on May 7, 2010.


WHATELY CDO: Moody's Junks Rating on Class A-1A from 'Ba1'
----------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
rating of one class of notes issued by Whately CDO I, Ltd.  The
notes affected by the rating action are:

  -- US$261,000,000 Class A-1A Floating Rate Notes Due June 2044
     (current balance of $128,429,446), Downgraded to Caa3;
     previously on February 10, 2009 Downgraded to Ba1.

Whately CDO I, Ltd., issued on June 9, 2004, is a collateralized
debt obligation backed primarily by a portfolio of residential
mortgage-backed securities (RMBS).  RMBS comprise approximately
74% of the underlying portfolio, of which the majority were
originated in 2003 and 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), 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 688 in February 2009 to 958 in May 2010.
During the same time, the Class A2 overcollateralization ratio
decreased from 74.73% to 49.93%.  Also, in April 2010, the ratings
of approximately $69.6 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 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.


* Fitch Affirms Ratings on 22 Credit-Linked Notes Transactions
--------------------------------------------------------------
Fitch Ratings has affirmed 22 credit-linked notes transactions.

The ratings reflect the current credit quality of each
transaction's underlying reference entity, swap counterparty and
eligible investment along with any soft credit event language
present in documentation.  Fitch continually monitors the
performance of these underlying risk presenting entities and
adjusts the rating of each transaction accordingly.  The actions
are a result of Fitch's annual review process.  The Outlook status
reflects the Outlook of the main risk driver (the 'weakest link')
present in each transaction.  The weakest link is the lowest rated
risk-presenting entity.

Fitch has affirmed these ratings:

  -- JPY6,055,000,000 notes issued by Amber Trust TWO at 'BBB';
     Outlook Stable;

  -- US$10,000,000 notes issued by Cloverie Plc Series 2007-52 at
     'BB+'; Outlook Stable;

  -- CLP7,597,500,000 notes issued by Cloverie Plc Series 2007-53
     at 'BBB-'; Outlook Stable;

  -- MXN251,275,000 notes issued by Cloverie Plc Series 2008-002
     at 'BB+'; Outlook Stable;

  -- MXN199,239,518 notes issued by Cloverie Plc Series 2008-11 at
     'BBB-', Outlook Stable;

  -- COP54,558,000,000 notes issued by Elva Funding Plc Series
     2008-5 at 'A', Outlook Stable;

  -- CLP5,082,000,000 notes issued by Emblem Finance Company No.
     2 Limited at 'BB+'; Outlook Stable;

  -- COP49,000,000,000 notes issued by EM Falcon Limited Series
     2008-1 at 'A'; Outlook Stable;

  -- CLP13,972,500,000 notes issued by Jupiter Finance Limited
     Series 2008-003 at 'BBB+'; Outlook Stable;

  -- CLP5,348,000,000 notes issued by LatAm Trust, Series 2006-100
     at 'BBB-'; Outlook Stable;

  -- CLP5,348,000,000 notes issued by LatAm Trust, Series 2006-101
     at 'BB+'; Outlook Stable;

  -- CLP26,462,500,000 notes issued by LatAm Trust, Series 2007-
     102 at 'BB-'; Outlook Stable;

  -- CLP5,136,000,000 notes issued by LatAm Trust, Series 2007-105
     at 'BBB'; Outlook Stable;

  -- CLP5,081,500,000 notes issued by LatAm Trust, Series 2007-108
     at 'A-'; Outlook Stable;

  -- CLP2,187,000,000 notes issued by LatAm Trust, Series 2008-101
     at 'BBB+'; Outlook Stable;

  --  CLP2,187,000,000 notes issued by LatAm Trust, Series 2008-
     102 at 'A-'; Outlook Stable;

  -- CLP2,700,000,000 notes issued by Pisces Finance Ltd.  2006-2
     at 'BB'; Outlook Stable;

  -- CLP5,300,000,000 notes issued by Signum Verde 2006-2 at
     'BB+'; Outlook Stable;

  -- CLP4,950,000,000 notes issued by Signum Verde 2007-4 at 'BB';
     Outlook Stable;

  -- CLP5,050,000,000 notes issued by Signum Verde 2007-5 at 'BBB-
     '; Outlook Stable;

  -- JPY5,363,000,000 notes issued by SPICES Finance Limited
     Series 2005-1 at 'A'; Outlook Stable;

  -- JPY6,694,800,000 notes issued by SPICES Finance Limited
     Series 2005-2 at 'A'; Outlook Stable.


* Fitch Affirms Ratings on 96 Classes of US Credit Card ABS
-----------------------------------------------------------
Fitch Ratings has affirmed 96 classes of U.S. Credit Card ABS:

American Express Issuance Trust Series 2005-1:

  -- Class A at 'AAA/LS1'; Outlook Stable;
  -- Class B at 'A+/LS2'; Outlook Stable;
  -- Class C at 'BBB+/LS2'; Outlook Stable.

American Express Issuance Trust Series 2005-2:

  -- Class A at 'AAA/LS1'; Outlook Stable;
  -- Class B at 'A+/LS2'; Outlook Stable;
  -- Class C at 'BBB+/LS2'; Outlook Stable.

American Express Issuance Trust Series 2007-1:

  -- Class A at 'AAA/LS1'; Outlook Stable;
  -- Class B at 'A/LS2'; Outlook Stable;
  -- Class C at 'BBB+/LS2'; Outlook Stable.

American Express Issuance Trust Series 2007-2:

  -- Class A at 'AAA/LS1'; Outlook Stable;
  -- Class B at 'A/LS2'; Outlook Stable;
  -- Class C at 'BBB+/LS2'; Outlook Stable.

Cabelas Credit Card Master Note Trust Series 2005-1:

  -- Class A-1 at 'AAA/LS1'; Outlook Stable;
  -- Class A-2 at 'AAA/LS1'; Outlook Stable;
  -- Class B at 'A+/LS2'; Outlook Stable;
  -- Class C at 'BBB+/LS2'; Outlook Stable;
  -- Class D at 'BB+/LS3'; Outlook Stable.

Cabelas Credit Card Master Note Trust Series 2006-III:

  -- Class A-1 at 'AAA/LS1'; Outlook Stable;
  -- Class A-2 at 'AAA/LS1'; Outlook Stable;
  -- Class B at 'A+/LS2'; Outlook Stable;
  -- Class C at 'BBB+/LS2'; Outlook Stable;
  -- Class D at 'BB+/LS3'; Outlook Stable.

Cabelas Credit Card Master Note Trust Series 2008-I:

  -- Class A-1 at 'AAA/LS1'; Outlook Stable;
  -- Class A-2 at 'AAA/LS1'; Outlook Stable;
  -- Class B-1 at 'A+/LS2'; Outlook Stable;
  -- Class B-2 at 'A+/LS2'; Outlook Stable;
  -- Class C-2 at 'BBB+/LS2'; Outlook Stable;
  -- Class D at 'BB+/LS3'; Outlook Stable.

Cabelas Credit Card Master Note Trust Series 2008-IV:

  -- Class A-1 at 'AAA/LS1'; Outlook Stable;
  -- Class A-2 at 'AAA/LS1'; Outlook Stable;
  -- Class B-1 at 'A+/LS2'; Outlook Stable;
  -- Class C-1 at 'BBB+/LS2'; Outlook Stable;
  -- Class D at 'BB+/LS3'; Outlook Stable.

Cabelas Credit Card Master Note Trust Series 2009-I:

  -- Class A at 'AAA/LS1'; Outlook Stable;
  -- Class B at 'A+/LS2'; Outlook Stable;
  -- Class C at 'BBB+/LS2'; Outlook Stable;
  -- Class D at 'BB+/LS3'; Outlook Stable.

Cabelas Credit Card Master Note Trust Series 20010-I:

  -- Class A at 'AAA/LS1'; Outlook Stable;
  -- Class B at 'A+/LS2'; Outlook Stable;
  -- Class C at 'BBB+/LS2'; Outlook Stable;
  -- Class D at 'BB+/LS3'; Outlook Stable.

GE Capital Credit Card Master Note Trust Series 2005-3:

  -- Class A at 'AAA/LS1'; Outlook Stable;
  -- Class B at 'AA-/LS3'; Outlook Stable;
  -- Class C at 'A/LS4'; Outlook Stable.

GE Capital Credit Card Master Note Trust Series 2007-2:

  -- Class A at 'AAA/LS1'; Outlook Stable;
  -- Class B at 'AA-/LS3'; Outlook Stable;
  -- Class C at 'A/LS4'; Outlook Stable.

GE Capital Credit Card Master Note Trust Series 2007-3:

  -- Class A-1 at 'AAA/LS1'; Outlook Stable;
  -- Class A-2 at 'AAA/LS1'; Outlook Stable;
  -- Class B at 'AA-/LS3'; Outlook Stable;
  -- Class C at 'A/LS4'; Outlook Stable.

GE Capital Credit Card Master Note Trust Series 2007-4:

  -- Class A at 'AAA/LS1'; Outlook Stable;
  -- Class B at 'AA-/LS3'; Outlook Stable;
  -- Class C at 'A/LS4'; Outlook Stable.

GE Capital Credit Card Master Note Trust Series 2009-1:

  -- Class A at 'AAA/LS1'; Outlook Stable;
  -- Class B at 'A+/LS3'; Outlook Stable;
  -- Class C at 'BBB+/LS3'; Outlook Stable.

GE Capital Credit Card Master Note Trust Series 2009-2:

  -- Class A at 'AAA/LS1'; Outlook Stable;
  -- Class B at 'A+/LS3'; Outlook Stable;
  -- Class C at 'BBB+/LS3'; Outlook Stable.

GE Capital Credit Card Master Note Trust Series 2009-3:

  -- Class A at 'AAA/LS1'; Outlook Stable;
  -- Class B at 'A+/LS3'; Outlook Stable;
  -- Class C at 'BBB+/LS3'; Outlook Stable.

GE Capital Credit Card Master Note Trust Series 2009-4:

  -- Class A at 'AAA/LS1'; Outlook Stable;
  -- Class B at 'A+/LS3'; Outlook Stable;
  -- Class C at 'BBB+/LS3'; Outlook Stable.

GE Capital Credit Card Master Note Trust Series 2010-1:

  -- Class A at 'AAA/LS1'; Outlook Stable.

GE Capital Credit Card Master Note Trust Series 2010-2:

  -- Class A at 'AAA/LS1'; Outlook Stable.

World Financial Network Credit Card Master Note Trust Series 2004-
C:

  -- Class A at 'AAA/LS1'; Outlook Stable;
  -- Class M at 'AA/LS5'; Outlook Stable;
  -- Class B at 'A+/LS4'; Outlook Stable.

World Financial Network Credit Card Master Note Trust Series 2006-
A:

  -- Class A at 'AAA/LS1'; Outlook Stable;
  -- Class M at 'AA/LS5'; Outlook Stable;
  -- Class B at 'A+/LS4'; Outlook Stable;
  -- Class C at 'BBB/LS3'; Outlook Stable.

World Financial Network Credit Card Master Note Trust Series 2008-
A:

  -- Class A at 'AAA/LS1'; Outlook Stable;
  -- Class M at 'AA/LS5'; Outlook Stable;
  -- Class B at 'A+/LS4'; Outlook Stable;
  -- Class C at 'BBB/LS3'; Outlook Stable.

World Financial Network Credit Card Master Note Trust Series 2009-
A:

  -- Class A at 'AAA/LS1'; Outlook Stable;
  -- Class M at 'AA/LS5'; Outlook Stable;
  -- Class B at 'A+/LS4'; Outlook Stable;
  -- Class C at 'BBB/LS3'; Outlook Stable.

World Financial Network Credit Card Master Note Trust Series 2009-
B:

  -- Class A at 'AAA/LS1'; Outlook Stable;
  -- Class M at 'AA/LS5'; Outlook Stable;
  -- Class B at 'A+/LS4'; Outlook Stable;
  -- Class C at 'BBB/LS3'; Outlook Stable.

World Financial Network Credit Card Master Note Trust Series 2009-
C:

  -- Class A at 'AAA/LS1'; Outlook Stable;
  -- Class M at 'AA/LS5'; Outlook Stable;
  -- Class B at 'A+/LS4'; Outlook Stable;
  -- Class C at 'BBB/LS3'; Outlook Stable.

World Financial Network Credit Card Master Note Trust Series 2009-
D:

  -- Class A at 'AAA/LS1'; Outlook Stable;
  -- Class M at 'AA/LS5'; Outlook Stable;
  -- Class B at 'A+/LS4'; Outlook Stable;
  -- Class C at 'BBB/LS3'; Outlook Stable.

World Financial Network Credit Card Master Trust III Series 2009-
VFC1:

  -- Class A at 'AA/LS1'; Outlook Stable.

The affirmations are based on the performance of the trusts in-
line with the expectation.  The Stable Outlook indicates that, as
a result of the continued positive performance trend for these
trusts, Fitch expects the ratings will remain stable for the next
two years.

Fitch's analysis included a comparison of observed performance
trends over the past few months to Fitch's base case expectations
for each outstanding rating category.  As part of its ongoing
surveillance efforts, Fitch will continue to monitor the
performance of these trusts.


* Fitch Takes Various Actions on Notes from 12 SF CDOs
------------------------------------------------------
Fitch Ratings has taken various rating actions as detailed at the
end of this release for classes of notes issued by 12 structured
finance (SF) collateralized debt obligations (CDOs) that closed in
2001 with exposure to structured finance assets.  The downgrades
are primarily due to continued negative migration in the
underlying portfolios.

This review was conducted under the framework described in the
reports 'Global Structured Finance Rating Criteria' and 'Global
Rating Criteria for Structured Finance CDOs'.  The analytical
scope of each CDO review varied depending on the quality of the
portfolio and credit enhancement for the CDO's classes available
from subordination and excess spread.

For transactions where expected losses from assets with a Fitch
derived rating of 'CC' and lower already significantly exceed the
credit enhancement level of the most senior class of notes, Fitch
believes that the probability of default for all classes of notes
can be evaluated without factoring potential further losses from
the remaining portion of the portfolios and without considering
the outcomes of various interest rate and default timing scenarios
as described in the relevant criteria.  Therefore these
transactions were not modeled using the Structured Finance
Portfolio Credit Model (SF PCM) or cash flow model.

For transactions where expected losses from distressed assets did
not significantly exceed the credit enhancement level of the
senior class of notes, Fitch used SF PCM to project losses from
the transaction's entire portfolio.  If credit enhancement levels
indicate a rating higher than 'CCC', Fitch performed cash flow
model analysis to evaluate the notes' performance under a range of
interest rate and default timing scenarios.

For all transactions, this review considered realized losses and
credit migration in the underlying portfolios since last review,
the ongoing and future impact of interest rate hedges,
availability of excess spread to pay down the notes, or
conversely, erosion of par due to the use of principal proceeds to
pay interest, and the likelihood of these trends to continue.
Fitch further considered the impact, if any, of the acceleration
of maturity in transactions which triggered an event of default
(EOD).

Fitch considered non-deferrable classes which have missed their
interest on at least one payment date and have not cured within an
appropriate cure period as specified in the transaction's
documents to be in default as reflected in the respective ratings.


Classes of notes rated category 'B' and higher were assigned Loss
Severity (LS) ratings and Rating Outlooks.  When assigning
Outlooks, Fitch considered the composition of the underlying
portfolios and the ongoing and expected future pace of de-
levering.  Fitch does not assign Outlooks and LS ratings to notes
rated category 'CCC' and lower.

Fitch currently does not assign Recovery Ratings to notes of
structured finance CDOs.

Fitch has affirmed and assigned LS ratings to the following
classes as indicated:

Diversified Asset Securitization Holdings III, L.P.:

-- $46,133,026 class A-1L at 'BBB/LS3'; Outlook Negative;
-- $15,020,055 class A-2 at 'BBB/LS3'; Outlook Negative
-- $30,000,000 class A-3L at 'CC';
-- $26,307,697 class B-1L at 'C'.

Fitch performed PCM and cash flow model analysis on DASH III.  The
deterioration in the credit quality of the portfolio has been
offset by the deleveraging of the structure.  Since Fitch's last
review in May 2009, the class A-1L and A-2 (class A) notes have
amortized approximately 8.9%.  As a result, the credit enhancement
(CE) level has increased from 42.7%, at last review, to 51.3%.  In
addition to principal amortizations, the class A notes benefit
from the excess interest that's being diverted as a result of the
failing class A overcollateralization (OC) test.  On the last
payment date in March 2010, $370,000 of such proceeds was used to
amortize the senior notes.

DASH III is a cash flow CDO that closed on June 28, 2001.  The
portfolio was originally selected by Asset Allocation &
Management, LLC and management changed in October 2002 to TCW
Asset Management Co.  The reinvestment period ended in June 2005
and TCW continues to monitor the portfolio.  As of the March 2010
trustee report, the portfolio is primarily composed of commercial
mortgage-backed securities (CMBS), residential mortgage-backed
securities (RMBS), real estate investment trusts (REITs) debt, and
various commercial asset-backed securities (ABS) bonds of 1997
through 2004 vintage.

Fitch has downgraded the following:

HarbourView CDO III, Ltd./Funding Corp.

-- $63,737,149 class A to 'C' from 'CCC'; and
-- $22,500,000 class B to 'D' from 'C'.

The losses expected from the distressed portion of the portfolio
of HarbourView CDO III, Ltd./Funding Corp. (HarbourView III)
already exceed the CE level of the most senior class.  HarbourView
III entered an event of default in March 2005.  Even though the
controlling class accelerated the maturity of notes in June 2005
and currently all proceeds are being used to service class A'
interest and pay down its balance, this is not sufficient to
offset the expected losses.  The available interest is not
sufficient to fulfill the obligation to the out of the money
interest rate swap that expires in 2012.  Principal is being used
to fulfill the interest due to class A and to pay down class A.
Class B is non deferrable and has been cut off from interest
distributions.

HarbourView III is a cash CDO that closed on April 24, 2001, and
is managed by Harbourview Asset Management.  As of April 2010,
trustee report, the portfolio is comprised of CMBS, RMBS, REITs,
ABS, corporate bonds, and CDOs, from primarily 1998 through 2003
vintage transactions.

Fitch has downgraded, affirmed and assigned LS ratings to the
following as indicated:

Independence II CDO, Ltd. (Independence II):

-- $89,893,337 class A to 'BBB' from 'A-/LS3';
-- $78,000,000 class B at 'CC'.

Additionally, the Outlook for class A notes has been revised to
Negative from Stable.

Class A notes have continued to pay down resulting in the CE level
of 48.3% vs. expected loss from assets rated 'CC' and lower of
16.9%.  The transaction benefits from a low interest rate
environment as the out-of-the money interest rate hedge expires
after the next payment date and a substantial portion of the
portfolio is comprised of fixed-rate collateral while the notes
earn a floating-rate coupon.  However, class A fails its current
rating default hurdle in Fitch's interest rate up scenarios
corresponding to the 'A' rating level.

Independence II is a cash flow CDO that closed on July 26, 2001,
and is managed by Declaration Management & Research LLC.  As of
the May 4, 2010, trustee report, the portfolio is primarily
composed of CMBS, RMBS, and various consumer and commercial ABS
bonds of 1999 through 2004 vintage.

Fitch has downgraded the following:

Mid Ocean CBO 2000-1, Ltd.:

-- $85,631,466 class A-1L d to 'C' from 'CCC';
-- $16,500,000 class A-2 to 'C' from 'CC';
-- $15,000,000 class A-2L to 'C' from 'CC'.

Fitch did not perform SF PCM or cash flow model analysis on Mid
Ocean.  The losses expected from the distressed portion of the
portfolio already significantly exceed the CE level of class A-1L
notes.  Although a small portion of interest proceeds are
currently being used to redeem the senior notes, this amount it
not sufficient to offset the ongoing deterioration of the
portfolio.

Mid Ocean is a cash flow CDO that closed on Jan. 8, 2001 and is
managed by Deerfield Capital Management LLC.  As of the April
2010, trustee report, the portfolio is primarily composed of CMBS,
RMBS, REIT debt, corporate and structured finance CDOs, and
various commercial ABS bonds of 1997 through 2004 vintage.

Fitch has downgraded and affirmed the following:

MKP CBO I, Ltd./MKP CBO Delaware I Corp.

-- $60,468,870 class A-1L notes to 'C' from 'CCC';
-- $25,000,000 class A-2L notes to 'C' from 'CC';
-- $7,375,000 class B-1A notes at 'C';
-- $7,000,000 class B-1L notes at 'C'.

Fitch performed SF PCM or cash flow model analysis on MKP I.  The
losses expected from the distressed portion of the portfolio
already significantly exceed the CE level of the class A-1L notes.
Additionally, interest collections are not sufficient to fulfill
the obligation to the out of the money interest rate swap that
expires in June 2011.  Principal proceeds are currently being used
to fulfill the remaining swap payment amount, interest due to
classes A-1L and A-2L, and to pay down the class A-1L notes.

MKP I is a cash flow CDO that closed on Feb. 8, 2001, and is
managed by MKP Capital Management, LLC.  As of the March 28, 2010,
trustee report, the portfolio is comprised of RMBS and commercial
and consumer ABS from primarily 1998 through 2004 vintage
transactions.

Fitch has affirmed and assigned LS ratings the following as
indicated:

MWAM CBO 2001-1, Ltd./Inc.:

-- $60,097,807 class A notes at 'BBB/LS3'; Outlook Stable;
-- $21,875,000 class B notes at 'CCC';
-- $17,641,519 class C-1 notes at 'C';
-- $13,249,668 class C-2 notes at 'C'.

Fitch performed SF PCM and cash flow model analysis on MWAM 2001-
1.  The class A notes have amortized approximately 22.2% since
Fitch's last review in April 2009 due to excess spread and
principal collections.  However, the transaction's lack of an
interest rate swap and its sensitivity to interest rate increases
introduces an additional layer of risk, resulting in affirmations
of the rated notes.

MWAM 2001-1 is a cash flow CDO that closed on Jan. 24, 2001, and
is managed by Metropolitan West Asset Management.  As of the
March 31, 2010, trustee report, the portfolio is comprised of
corporate debt, RMBS, commercial ABS, CMBS, SF CDOs and REITs from
primarily 1998 through 2003 vintage transactions.

Fitch has affirmed, downgraded and assigned LS ratings to the
following as indicated:

NYLIM Stratford CDO 2001-1, Ltd.:

-- $53,414,053 class A at 'AA/LS3'; Outlook Stable'
-- $40,000,000 class B to 'CCC' from 'B'; Outlook Negative
-- $33,713,595 class C to 'C' from 'CC';
-- $16,000,000 Preferred Shares at 'C'.

Fitch performed SF PCM or cash flow model analysis on NYLIM.  To
date, 82.9% of the class A notes' original balance has amortized
down, of which 4.5% has paid down since the last review in
May 2009.  As a result, the CE level has increased from 48.4%, at
last review, to 53.3%.  In addition to principal amortizations,
the class A notes benefit from the excess interest that's being
diverted as a result of the failing class A/B OC test.  On the
last payment date in April 2010, $2.2 million of such proceeds was
used to amortize the senior notes.

NYLIM is a cash flow CDO that closed on April 13, 2001, and is
managed by New York Life Investment Management, LLC.  As of the
April 2010 trustee report, the portfolio is primarily composed of
CMBS, RMBS, corporate and structured finance CDOs, real estate
investment trusts (REITs) debt, corporate senior unsecured
obligations, and various commercial ABS bonds of 1999 through 2004
vintage.

Fitch has affirmed and downgraded the following:

Pacific Coast CDO, Ltd./Inc.:

-- $103,454,791 class A at 'CCC';
-- $96,000,000 class B to 'C' from 'CC'.

Fitch performed SF PCM analysis on Pacific Coast CDO, Ltd./Inc.
(Pacific Coast), but did not cash flow model the transaction.  The
CE level for the class A notes exceeds the losses expected from
the distressed portion of the portfolio, however, the resulting
'CCC' RLR from SF PCM are comparable to the class A CE.  Pacific
Coast declared an event of default in October 2004.  The required
majority of the controlling class voted to accelerate the maturity
of the transaction in May 2009 but the waterfall did not change.
The available interest is not sufficient to fulfill the obligation
to the out of the money interest rate swap that expires in
October 2010.  Principal is being used to fulfill the interest due
to class A and class B notes and to pay down class A.

Pacific Coast is a cash CDO that closed on Sept. 25, 2001, and is
managed by Pacific Investment Management Company LLC (PIMCO).  As
of the April 2010, trustee report, the portfolio is comprised of
RMBS, CMBS, ABS, CDOs, and corporate bonds from primarily 1999
through 2004 vintage transactions.

Fitch has affirmed and assigned LS ratings to the following as
indicated:

Putnam Structured Product CDO 2001-1, Ltd.:

-- $30,213,408 class A-1MM-a notes at 'A+/F1/LS3'; Outlook
Stable;
-- $26,976,257 class A-1MM-b notes at A+/F1/LS3'; Outlook Stable
-- $56,650,140 class A-1SS notes at 'A+/LS3'; Outlook Stable;
-- $33,708,716 class A-2 notes at 'BB/LS4'; Outlook Stable;
-- $24,000,000 class B notes at 'CC';
-- $8,342,272 class C-1 notes at 'C';
-- $8,934,799 class C-2 notes at 'C'.

Fitch performed SF PCM and cash flow model analysis on Putnam
2001-1, Ltd.  The class A notes have amortized approximately 20.1%
since Fitch's last review in April 2009 due to excess spread and
principal collections.  However, additional credit deterioration
in the underlying portfolio and the expectation that the class A-1
tranche will remain outstanding for several more years offsets the
benefit from the amortization resulting in affirmations for the
rated notes.

Putnam 2001-1, Ltd. is a cash flow CDO that closed Nov. 30, 2001,
and is managed by The Putnam Advisory Company, LLC.  As of the
April 30, 2010, trustee report, the portfolio is comprised of
REITs, RMBS, corporate debt, CMBS, CDOs and ABS from primarily
1998 through 2006 vintage transactions.

Fitch has affirmed, downgraded and assigned LS ratings to the
following as indicated:

SFA CABS II CDO, Ltd.

-- $16,691,533 class A at 'AA/LS4';
-- $50,000,000 class B to 'C' from 'CCC'.

Additionally, the Outlook for class A notes has been revised to
Negative from Stable.

Fitch performed SF PCM or cash flow model analysis on SFA CABS II.
To date, 90.6% of the class A notes' original balance has
amortized down, of which 2.7% has paid down since the last review
in July 2009.  As a result of the deleveraging of the transaction,
the CE level for the class A notes has increased from 69%, at last
review, to 74.6%.  Presently this class represents 17.7% of the
current capital structure.  In addition to principal
amortizations, the class A notes benefit from the excess interest
that's being diverted as a result of the failing class A/B OC
test.  On the last payment date in March 2010, $420,000 of such
proceeds was used to amortize the senior notes.

SF CABS II is a cash flow CDO that closed on May 21, 2001 and is
managed by Structured Finance Advisors (SFA).  The transaction
entered an event of default (EOD) in February 2004, as a result of
the total collateral balance falling below the aggregate
outstanding balance of the notes.  As of now, the controlling
class has not elected to accelerate the maturity of the
transaction.  As of the March 2010 trustee report, the portfolio
is primarily composed of CMBS, RMBS, and various consumer and
commercial ABS bonds of 1997 through 2003 vintage.

Fitch has downgraded the following:

Solstice ABS CBO, Ltd.

-- $40,733,086 class A notes to 'CC' from 'CCC';
-- $50,000,000 class B notes to 'C' from 'CC'.

Fitch performed SF PCM analysis on Solstice, but did not cash flow
model the transaction.  The losses expected from the distressed
portion of the portfolio are comparable to the CE level for the
class A notes, however, the resulting 'CCC' RLR from SF PCM
significantly exceeds the class A CE.  While the class A notes are
currently amortizing from excess spread and principal collections,
Solstice's portfolio is unlikely to be able to generate sufficient
excess spread to completely offset the future expected losses in
the portfolio.

Solstice is a cash flow CDO that closed on April 19, 2001 and is
managed by Rabobank International.  As of the April 27, 2010,
trustee report, the portfolio is comprised of RMBS, corporate
CDOs, commercial ABS, CMBS and corporate debt from primarily 2000
through 2003 vintage transactions.

Fitch has downgraded and affirmed the following:

South Coast Funding I Ltd.

-- $171,995,380 class A-1 to 'C' from 'CCC';
-- $38,000,000 class A-2 to 'C' from 'CC';
-- $30,118,036 class B at 'C';

The senior notes of South Coast Funding II, Ltd. (South Coast I)
are undercollateralized as a result of writedowns to the
portfolio.  Due to this reason, an event of default was declared
in March 2009.  The controlling class has not elected to
accelerate the maturity of the transaction.  The majority of the
interest is being used to pay the out of the money interest rate
swap that expires in 2011.

South Coast I is a CDO that closed on Dec. 21, 2001, and is
managed by TCW Investment Management Company.  As of the April
2010, trustee report, the portfolio is comprised of primarily
RMBS, CMBS, and CDOs from 2001 through 2006 vintage transactions.


* Moody's Downgrades 10 tranches in 6 US Structured Finance CDOs
----------------------------------------------------------------
Moody's Investors Service downgraded the rating of 10 tranches
contained within 6 US Structured Finance CDOs.  The tranches
affected by the actions are from CDOs that have experienced an
Event of Default and in each case the Trustee has been directed to
liquidate the collateral as a post-event-of-default remedy.
Moody's has been notified by the respective Trustee in each of
these cases that a final distribution of liquidation proceeds has
taken place (except for retention of a small amount of residual
funds in certain cases).

The rating actions taken reflect the final liquidation
distribution and changes in severity of loss associated with the
downgraded tranches.

ACA ABS 2005-1, Limited

-- Class A-1 Notes, Downgraded to Ca, previously on 12/24/2009
   Downgraded to Ba2;

-- Class A-2 Notes, Downgraded to C, previously on 12/24/2009
   Downgraded to Ca;

-- ACA ABS 2005-2, Limited;

-- Class A1S Senior Floating Rate Notes Due December 2044-1,
   Downgraded to C, previously on 4/30/2009 Downgraded to Ca;

Cairn Mezz ABS CDO IV, Ltd.

-- $292,000,000 Class A1S Variable Funding Senior Secured Floating
   Rate Notes Due 2047, Downgraded to C, previously on 5/29/2009,
   Downgraded to Ca;

Cherry Creek CDO II, Ltd.

-- $329,000,000 Class A1S Variable Funding Senior Secured Floating
   Rate Notes Due 2047, Downgraded to C, previously on 3/31/2010,
   Downgraded to Ca;

Sherwood III ABS CDO, Ltd.

-- $273,000,000 Class A1SA Variable Funding Senior Secured
   Floating Rate Notes Due 2047, Downgraded to C, previously on
   1/1/2010, Downgraded to Ca;

-- $50,000,000 Class A1SB Variable Funding Senior Secured Floating
   Rate Notes Due 2047, Downgraded to C, previously on 1/1/2010,
   Downgraded to Ca;

Stack 2006-1 Ltd.

-- $55,000,000 Class II Senior Floating Rate Notes Due 2046,
   Downgraded to C, previously on 2/26/2010, Downgraded to Ca;

-- $49,500,000 Class III Senior Floating Rate Notes Due 2046,
   Downgraded to C, previously on 2/26/2010, Downgraded to Ca;

-- $11,000,000 Class IV Senior Floating Rate Notes Due 2046,
   Downgraded to C, previously on 2/26/2010, Downgraded to Ca;

The rating actions taken reflect the changes in severity of loss
associated with certain tranches and reflect the final liquidation
distribution.


* S&P Downgrades Ratings on 21 Classes From 15 RMBS Transactions
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 21
classes of mortgage pass-through certificates from 15 U.S.
residential mortgage-backed securities transactions issued from
2001-2006.  S&P removed three of the lowered ratings from
CreditWatch with negative implications.  Additionally, S&P
affirmed its ratings on three classes from two of the transactions
with lowered ratings and one additional transaction and removed
all of the affirmed ratings from CreditWatch negative.

All of the downgrades reflect S&P's assessment of interest
shortfalls on the affected classes during recent remittance
periods.  The lowered ratings reflect the magnitude of the
deficient interest payments that have affected each class to date
when compared against the remaining principal balance owed and the
likelihood that certificateholders will be reimbursed for these
deficiencies.  The downgrades also reflect the delinquency trends
of the affected transactions.

Approximately 85.71% of the classes with lowered ratings are from
transactions backed by Alternative-A or prime jumbo mortgage loan
collateral.  The classes consist of these:

* Eleven are from prime jumbo transactions (52.38% of all
  downgrades);

* Seven are from Alt-A transactions (33.33% of all downgrades);
  and

* Three are from subprime transactions (14.29%);

* S&P lowered its ratings on approximately 71.43% of the
  downgraded classes from the 'CCC' or 'CC' rating categories, and
  approximately 85.71% from a speculative-grade category.

The affirmations reflect S&P's assessment of reimbursement of any
interest shortfalls on the affected classes during recent
remittance periods.

                          Rating Actions

                   Aames Mortgage Trust 2001-2
                        Series      2001-2

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-1        00253CGV3     CCC                  AA+
        M-2        00253CGW1     D                    CCC

                       Alternative Loan Trust 2005-4
                            Series      2005-4

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-2        12667F7T6     D                    CC

               Banc of America Funding 2004-B Trust
                        Series      2004-B

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        6-B-3      05946XKA0     D                    CC

                   Bear Stearns ARM Trust 2003-6
                        Series      2003-6

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        I-B-5      07384MYB2     D                    CC

          Equity One Mortgage Pass-Through Trust 2003-4
                        Series      2003-4

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-3        294751DH2     CCC                  B-

               GreenPoint Mortgage Loan Trust 2004-1
                        Series      2004-1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-2        39538VAE0     D                    B
        B-3        39538VAF7     D                    CCC
        B-4        39538VAG5     D                    CC

              Harborview Mortgage Loan Trust 2005-14
                        Series      2005-14

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-1        41161PWZ2     D                    CC

            IndyMac INDX Mortgage Loan Trust 2005-AR17
                      Series      2005-AR17

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-1        45660LVD8     D                    CC

                  JPMorgan Mortgage Trust 2004-A3
                       Series      2004-A3

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        S-B-4      466247DQ3     D                    CC
        S-B-5      466247DR1     D                    CC

                 JPMorgan Mortgage Trust 2005-ALT1
                      Series      2005-ALT1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-1        466247XP3     D                    CC

     Merrill Lynch Mortgage Investors Trust Series MLCC 2004-B
                      Series      MLCC2004-B

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    B-5        59020UCF0     BB                   BB/Watch Neg

     Merrill Lynch Mortgage Investors Trust Series MLCC 2006-2
                        Series      2006-2

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    B-1        590219AA9     B                    B/Watch Neg
    B-2        590219AB7     D                    CCC

                    RALI Series 2004-QS11 Trust
                       Series      2004-QS11

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        B-1        76110HXJ3     D                    CC

                    RALI Series 2005-QA5 Trust
                       Series      2005-QA5

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-1        76110H5C9     D                    CC

                    RFMSI Series 2003-S9 Trust
                       Series      2003-S9

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    M-2        76111J2C7     AAA                  AAA/Watch Neg
    M-3        76111J2D5     B                    AA+/Watch Neg
    B-1        76111J2E3     D                    BBB/Watch Neg
    B-2        76111J2F0     D                    B-/Watch Neg

                    RFMSI Series 2006-S1 Trust
                        Series      2006-S1

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        M-1        76111XK85     D                    CC


* S&P Downgrades Ratings on 71 Tranches From 38 US Securitizations
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 71
tranches and affirmed its ratings on 83 tranches from 38 U.S.
securitizations backed by payments from small businesses.  At the
same time, S&P removed all of the ratings from CreditWatch with
negative implications.

The downgrades and affirmations reflect the application of the
criteria S&P use to rate U.S. conduit/fusion commercial mortgage-
backed securities transactions and the performance deterioration
of the asset pools backing some of the small business
securitizations.

S&P affirmed its ratings on the classes that were able to
withstand its stress tests at their current rating levels.  Using
the conduit/fusion criteria, the downgraded classes were not able
to withstand one or more stresses commensurate with their prior
rating levels.  Consequently, S&P downgraded these classes to
rating levels commensurate with the stresses they could withstand.

When S&P rates and reviews small business transactions, S&P
applies small and medium-sized enterprise rating criteria to the
owner-occupied portion of the pool and its CMBS criteria to the
non-owner-occupied portion of the pool.  During its review, S&P
aggregated loss levels for cash flow stress tests.  Owner-occupied
commercial real estate loans are repaid from cash flow generated
by the owner/borrower's business.  In contrast, a non-owner-
occupied commercial real estate loan relies on cash flow from
rental income to repay the debt.  At the core of the CMBS approach
is the establishment of a 'AAA' credit enhancement level that is
sufficient, in S&P's view, to enable tranches rated at that level
to withstand market conditions commensurate with an extreme
economic downturn without defaulting.  When S&P applied this
methodology, credit enhancement levels rose significantly.

A significant portion of the pools backing many of the existing
small business transactions is considered non-owner-occupied.  S&P
applied its CMBS criteria to these portions.  Repayment of the
non-owner-occupied loans is primarily driven by the value of the
property and the property's ability to generate rental income at a
level sufficiently higher than the underlying cost of operating
the property.

As part of S&P's analysis of these small business securitizations,
S&P analyzed the risk related to the probability of default for
the small businesses in the pool using Small Business Portfolio
Evaluator 2.0.  The SBP Evaluator uses the U.S. Small Business
Administration 7(a) program's historical loan default data,
classified by the Standard Industrial Classification code, to
Monte Carlo-simulate the default distribution for a geographically
correlated loan portfolio.  In addition, S&P applied out-of-model
supplemental tests to concentrated pools, which accounted for the
current pool composition, in order to estimate future performance
for each transaction.  S&P used the scenario default rates
produced from the SBP Evaluator (combined with CMBS defaults
rates) as the breakeven levels in its cash flow models.

S&P's analysis of small business transactions incorporated cash
flow analysis, which accounted for current and historical deal
performance.  S&P also used multiple interest rate vectors with
various voluntary prepayment speeds and loss timing assumptions in
the cash flow analysis.  S&P's various cash flow scenarios and
sensitivity analyses included assumptions on monthly prepayment
speeds ranging between 2.5 to 12 CPR (constant prepayment rate).
These figures are based on actual prepayments S&P has observed on
a deal-by-deal basis and are further stressed to cover different
prepayment scenarios.

Although S&P modeled various combinations of default patterns,
interest rate vectors, and prepayment speeds, recent history
indicates that a higher default rate environment, combined with
limited access to financing, is likely to result in a drop in
refinancing, and subsequently slows prepayment speeds.  Therefore,
S&P believes that high default rates are unlikely to be observed
in combination with high prepayment speeds.

In addition to the cash flow analysis, S&P conducted additional
stresses for pools with higher obligor concentrations to test the
transactions' ability to withstand the default of certain top
obligors in the pool.

These sections highlight S&P's rating actions by each issuer of
small business loan securitizations.

      Business Loan Express (And Its Successor Ciena Capital)

S&P lowered its ratings on 14 classes from seven of the 10
outstanding Business Loan Express securitizations.  The collateral
in these deals consists of SBA 7(a) loans and commercial business
loans.  The collateral in these transactions consists of
commercial real estate loans made by BLX to eligible small
business owners primarily so they could purchase or refinance
their properties.  As with all SBA 7(a) securitizations, these
transactions are backed by the portion of the 7(a) loans that is
not guaranteed by the SBA.

The credit performance of the affected deals has been
deteriorating, as evidenced by rising delinquencies and increased
default frequencies.  Currently, 90-plus-day delinquencies range
from 16% to 29% of the outstanding note balances.  The BLX
securitizations include a mechanism that traps excess spread in a
reserve account until the reserve account balance reaches a
specified percentage of the outstanding principal amounts of loans
that are 90, 120, 150, and 180 days delinquent.  For example, once
a loan is 90 days delinquent, excess spread is trapped in the
reserve account until the balance of the account is at least 25%
of the outstanding loan balance.  If the loan becomes 180 days
delinquent, the required balance in the reserve account is 100% of
the outstanding delinquent loan amount.  S&P view this feature as
a credit positive for older vintage securitizations, which have
had time to accumulate excess spread and build their reserve
accounts.  Deals originated before 2005 have reserve account
balances that range from 20% to 25% of their current outstanding
note balances.

All 10 outstanding BLX transactions have pro rata payment
schedules.  As such, principal payments to senior classes are
limited to a set percentage of all principal received.  The
remaining payments are then allocated to the subordinate classes.
In a sequential pay structure, the subordinate classes are not
paid principal until the senior classes have been paid in full.

The BLC Capital Corp. 2002-A and BLX 2003-A transactions have a
relatively small number of obligors remaining in their collateral
pools, which has increased concentration risk.  These transactions
currently have 20 or fewer assets remaining in their collateral
pools, and the top 10 obligors in both transactions represent more
than 80% of the total collateral.  As mentioned earlier, S&P apply
additional stress test assumptions to securitizations with higher
concentration risk.  The rating actions on the other five BLX
deals reflect the combination of the harsher CMBS stresses and the
minimal amount of time each transaction has had to capture excess
spread and build a reserve account.  This has reduced the affected
classes' ability to pass the required break-even default levels in
its cash flow models.

                    Community Reinvestment Fund

S&P affirmed its ratings on all 13 classes from the three
outstanding CRF small business securitizations.  While S&P has
increased its projected default since issuance, all three
transactions have built sufficient credit enhancement, mostly in
the form of subordination, which has allowed them to withstand its
stresses at the current rating levels.

As of the May 1, 2010, distribution date, CRF-17 had a pool factor
of 34.6%, total delinquencies of about 3.3% of the current pool
balance, and cumulative net losses of 0.09% of the original pool
balance.  Though the pool is relatively concentrated with 41 loans
remaining in the pool, subordination has built over time and
offers support of more than 30% of the outstanding pool balance to
the only remaining rated notes (class C) in the CRF-17
securitization.  CRF-18 had a pool factor of 49.7%, total
delinquencies of about 12.2% of the current pool balance, and
cumulative net losses of 1.23% of the original pool balance.  The
class A-3 notes from CRF-18 have more than 50% subordination.

CRF-19 has a pool factor of 83.7%, total delinquencies of about
15.54% of the current pool balance, and cumulative net losses of
3.23% of the original pool balance.  The class B through F notes
allow for interest to be deferred if available funds are
insufficient to pay the current interest.  The class E, F, and G
notes in the CRF-19 deal have triggered a cumulative loss rate
event because the cumulative loss rate exceeded the transaction-
specific thresholds for the class E, F, and G notes for the
related payment periods.  When a cumulative loss rate event
occurs, the interest payments for classes E through G are deferred
and the deferred interest is carried forward.

In spite of higher delinquencies and defaults in the three CRF
transactions, as well as S&P's revised default projections, the
66, 47, and 25 months of historic performance for CRF-17, CRF-18,
and CRF-19, respectively, have allowed credit enhancement for all
of the classes to build, allowing the classes to pass all its
current stresses at their current rating levels.

                     CNL Commercial Finance

S&P lowered its ratings on four classes from four of the six
outstanding CNL securitizations.  CNL Commercial Finance Inc.
securitized six small business loan deals secured by owner-
occupied, multi-purpose real estate before Lehman Brothers Bank
FSB completed an asset acquisition of CNL-CF in 2004.  The loans
are primarily collateralized by first liens on commercial real
estate and the primary principals of the related business
guarantee substantially all of the loans.

Some of the outstanding CNL securitizations have concentrated
pools with fewer than 50 loans and the top 10 obligors represent
over 60% of the current pool balances.  For example, series 2001-1
has 34 loans remaining in the current pool and the largest 10
obligors represent over 66% of the collateral.  Series 2002-1 has
26 loans remaining in the current pool and the largest 10 obligors
represent over 63% of the collateral.  Given the concentration in
these two series, S&P subjected them to concentration stress tests
in addition to the cash flow analysis.  These additional stresses
were designed to test transactions' ability to withstand default
of a certain number of obligors.  The downgraded classes were not
able to withstand one or more stresses commensurate with their
prior rating levels so S&P lowered its ratings on these classes to
rating levels commensurate with the stresses they could withstand.

                            GE Capital

S&P lowered its ratings on 17 classes from eight of the nine
outstanding GE Business Loan Trust securitizations.  The
collateral securing the rated certificates consists of a pool of
first-lien mortgage, conventional, and SBA 504 loans.  A
conventional loan is any mortgage that is not guaranteed or
insured by the federal government.  The SBA 504 program provides
small businesses with long-term, fixed-rate financing to acquire
major fixed assets for expansion or modernization.

As stated earlier, Standard & Poor's applies its SME rating
criteria to the owner-occupied portion of the pool and its CMBS
criteria to the non-owner-occupied portion of the pool.  The non-
owner occupied portion of the GE Business Loan Trust pools is
significant, ranging between 55% and 83%.  S&P assumed higher
default rates than S&P initially projected at closing of these
transactions for the portion of the non-owner occupied property
loans, especially for those originated in 2006 and 2007.  These
assumptions resulted in a higher expected credit enhancement level
for all rating levels.  The belief that commercial property values
could decline by 40% to 50% under conditions of extreme stress was
a main driver behind the higher credit enhancement level.

All nine GE Business Loan Trust transactions distribute principal
payments on a pro rata basis where principal payments are
distributed to the rated classes based on set percentages.  The
issuer initially structured each transaction with credit
enhancement in the form of subordination for the higher-rated
tranches, a spread account, and excess spread.  The 2003-1 and
2004-1 securitizations also each include a letter of credit.  The
spread account has two required components: a minimum amount equal
to (i) the outstanding principal balance of each mortgage loan
that is delinquent and (ii) a set percentage of the initial
outstanding note balance.  Since the required balance of the
spread account is set as a percentage of the initial balance and
is fixed at that level, its balance will represent a higher
percentage of the amortizing pool over time.  In addition, when
delinquencies rise, the trapping mechanism of the spread account
should help build credit enhancement at a faster rate.

As of the April 15, 2010, distribution date, the GE Business Loan
Trust transactions had 90-plus-day delinquencies ranging between
0.90% and 4.96% of their current pool balances and cumulative net
losses ranging between 0% and 0.74% of their original pool
balances.  Though credit performance of the GE Business Loan Trust
deals has been deteriorating compared with the historical
performance of these pools, the delinquencies and default
frequencies were lower in the GE Business Loan Trust transactions
than other small business loan securitizations.

The current pools have significant concentration of balloon loans,
ranging between 42% and 71%, and the top 10 obligors range between
17% and 48% of the current pool balances.  Balloon loans have
original terms to maturity that are shorter than their
amortization schedules, leaving final payment due on the maturity
dates that are significantly larger than other monthly payments.
The top 10 obligors in the GE Business Loan Trust's series 2003-1,
2003-2, and 2004-1 represent between 25% and 48% of the current
pool balances.  In addition to S&P's cash flow analysis, S&P
applied concentration tests to these transactions to test their
ability to withstand defaults of a certain number of obligors in
the current pools.  The downgraded classes were not able to
withstand one or more stresses commensurate with their prior
rating levels and consequently, S&P downgraded these classes to
rating levels commensurate with the stresses they could withstand.

      Lehman Brothers Bank FSB (Now Known As Aurora Bank FSB)

S&P lowered its ratings on 35 classes from five of the nine
outstanding Lehman Brothers Small Balance Commercial Loan deals.
The collateral for these certificates consists of small business
loans secured by real estate.  Historically, the loans are used to
purchase or refinance commercial real estate, and the collateral
consists primarily of first liens on commercial real estate.
Nearly all the loans are also secured by personal guarantees from
the primary principals of the businesses.  In addition to the
loans originated by Lehman Brothers Small Business Finance,
GreenPoint Mortgage Funding Inc. originated between 22% and 49% of
the loans in the transactions originated in 2007.  LBSBF acquired
these loans from GreenPoint and currently services them using the
same servicing practices it uses to service the loans it
originated.  Most of the loans GreenPoint originated were for
borrowers that were seeking funding for investment properties
rather than for owner-occupied properties.  As a result,
GreenPoint's underwriting guidelines were focused on each
property's cash flow.

Credit support for the certificates is provided by subordination
(for the senior classes), excess spread, and reserve accounts.
The principal payments among the certificates are sequential (pro
rata between the class A certificates) in all nine outstanding
Lehman Brothers Small Balance Commercial transactions.  Interest
on subordinate tranches becomes subordinated to principal payments
of more senior classes in the event of a sudden increase in
delinquencies, as has been the case during the current economic
downturn.  As a result of the recent deterioration in performance,
all transactions except series 2005-1 have completely depleted
their reserve accounts.  The performance of the pools backing
these transactions has been deteriorating significantly, as
evidenced by rising delinquencies and increased default
frequencies.  Total delinquencies range between about 10.08% and
28.4% of the current pool balances, and cumulative net loss are
between of 0.7% and 2.47% of the original pool balances.
Delinquencies are more than 20% of the current pool balances for
most transactions originated in 2006 and 2007.  S&P downgraded 35
classes to varying degrees because of the deteriorating
performance and the higher stresses S&P applied to these
transactions.

                                CIT

S&P affirmed its rating on the one class from the sole outstanding
CIT small business securitization.  The collateral consists of the
non-SBA-guaranteed portion of SBA 7(a) loans and of commercial
business loans.

Credit support for the class A notes is provided by
overcollateralization, excess spread, and reserve account.  CIT
SBL 2008-1 also has a full turbo structure, where all excess cash
flows, after the fees and interest are paid, and the required
reserve is funded, are used to pay down the outstanding class A
principal.  Credit performance of this transaction has been
deteriorating, as evidenced by rising delinquencies and increased
default frequencies.

As of May 20, 2010, distribution date, CIT SBL 2008-1 had a pool
factor of 85.71%, total delinquencies of about 19.8% of the
current pool balance, and cumulative net losses of 6.39% of the
original pool balance.  Currently, the reserve account balance
stands at more than 10% of the current outstanding note balance.
This transaction also benefits from a considerable amount of
overcollateralization.  Therefore, S&P believes the credit
enhancement in the transaction is sufficient to withstand future
losses at the current rating level.

                          Rating Actions

                         BLC Capital Corp.
                           Series 2002-A

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

             Business Loan Express Business Loan Trust
                           Series 2003-A

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

             Business Loan Express Business Loan Trust
                           Series 2006-A

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A                        BBB-                AAA/Watch Neg
    B                        BB+                 A/Watch Neg
    C                        BB                  BBB/Watch Neg

             Business Loan Express Business Loan Trust
                           Series 2007-A

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A                        BBB-                AAA/Watch Neg
    B                        BB-                 AA/Watch Neg
    C                        B-                  A/Watch Neg
    D                        CCC                 BBB/Watch Neg

               Business Loan Express SBA Loan Trust
                           Series 2003-1

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A                        AA+                 AAA/Watch Neg

               Business Loan Express SBA Loan Trust
                           Series 2005-1

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A                        AA+                 AAA/Watch Neg

               Business Loan Express SBA Loan Trust
                           Series 2006-1

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

                CNL Commercial Mortgage Loan Trust
                           Series 2001-1

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

                CNL Commercial Mortgage Loan Trust
                           Series 2002-1

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    B                        A+                  AA-/Watch Neg

                CNL Commercial Mortgage Loan Trust
                           Series 2002-2

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    B                        A+                  AA+/Watch Neg

                CNL Commercial Mortgage Loan Trust
                           Series 2003-2

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A1                       BBB+                A/Watch Neg
    A2                       BBB+                A/Watch Neg

                      GE Business Loan Trust
                           Series 2003-1

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

                      GE Business Loan Trust
                           Series 2004-1

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A                        AA                  AAA/Watch Neg

                      GE Business Loan Trust
                           Series 2004-2

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A                        AA-                 AAA/Watch Neg

                      GE Business Loan Trust
                           Series 2005-1

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A-3                      AA+                 AAA/Watch Neg

                      GE Business Loan Trust
                           Series 2005-2

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A                        AA+                 AAA/Watch Neg

                      GE Business Loan Trust
                           Series 2006-1

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A                        AA-                 AAA/Watch Neg
    B                        A+                  AA/Watch Neg
    C                        BBB+                A/Watch Neg

                      GE Business Loan Trust
                           Series 2006-2

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A                        A                   AAA/Watch Neg
    B                        BBB+                AA/Watch Neg
    C                        BBB                 A/Watch Neg
    D                        BBB-                BBB+/Watch Neg

                      GE Business Loan Trust
                           Series 2007-1

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

     Lehman Brothers Small Balance Commercial Mortgage Trust
                           Series 2006-2

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    M1                       A+                  AA/Watch Neg
    M2                       A-                  A+/Watch Neg
    M3                       BBB+                A/Watch Neg
    B                        BBB                 BBB+/Watch Neg

     Lehman Brothers Small Balance Commercial Mortgage Trust
                           Series 2006-3

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    1A                       AA+                 AAA/Watch Neg
    2A3                      AA+                 AAA/Watch Neg
    M1                       AA-                 AA/Watch Neg
    M2                       A                   A+/Watch Neg
    M3                       BBB+                A/Watch Neg
    B                        BBB                 BBB+/Watch Neg

     Lehman Brothers Small Balance Commercial Mortgage Trust
                           Series 2007-1

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    1A                       AA+                 AAA/Watch Neg
    2A3                      AA+                 AAA/Watch Neg
    M1                       A+                  AA/Watch Neg
    M2                       BBB+                A+/Watch Neg
    M3                       BBB                 A/Watch Neg
    M4                       BB+                 BBB+/Watch Neg
    B                        BB                  BBB+/Watch Neg

     Lehman Brothers Small Balance Commercial Mortgage Trust
                           Series 2007-2

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    1A2                      AA+                 AAA/Watch Neg
    1A3                      AA-                 AAA/Watch Neg
    1A4                      AA-                 AAA/Watch Neg
    2A3                      AA-                 AAA/Watch Neg
    M1                       A+                  AA/Watch Neg
    M2                       BBB+                AA-/Watch Neg
    M3                       BBB-                A/Watch Neg
    M4                       BB+                 A-/Watch Neg
    M5                       B+                  BBB+/Watch Neg
    B                        B                   BBB/Watch Neg

     Lehman Brothers Small Balance Commercial Mortgage Trust
                           Series 2007-3

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    AJ                       A+                  AAA/Watch Neg
    AM                       AA                  AAA/Watch Neg
    M1                       A+                  AA/Watch Neg
    M2                       BBB                 AA-/Watch Neg
    M3                       BBB-                A/Watch Neg
    M4                       BB+                 A-/Watch Neg
    M5                       BB                  BBB+/Watch Neg
    B                        B+                  BBB/Watch Neg

         Business Loan Express Business Loan Backed Notes
                           Series 2004-A

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A                        AAA                 AAA/Watch Neg
    B                        A                   A/Watch Neg
    C                        BBB                 BBB/Watch Neg

         Business Loan Express Business Loan Backed Notes
                           Series 2005-A

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A                        AAA                 AAA/Watch Neg
    B                        A                   A/Watch Neg
    C                        BBB                 BBB/Watch Neg

               Business Loan Express SBA Loan Trust
                           Series 2003-1

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    M                        A                   A/Watch Neg

               Business Loan Express SBA Loan Trust
                           Series 2003-2

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A                        AAA                 AAA/Watch Neg
    M                        A                   A/Watch Neg

               Business Loan Express SBA Loan Trust
                           Series 2005-1

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    M                        A                   A/Watch Neg

                           CIT SBL 2008-1
                           Series 2008-1

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A                        AAA                 AAA/Watch Neg

                CNL Commercial Mortgage Loan Trust
                           Series 2001-2

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A                        AAA                 AAA/Watch Neg
    B                        AA-                 AA-/Watch Neg

                CNL Commercial Mortgage Loan Trust
                           Series 2002-1

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A                        AAA                 AAA/Watch Neg

                CNL Commercial Mortgage Loan Trust
                           Series 2002-2

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A                        AAA                 AAA/Watch Neg

                CNL Commercial Mortgage Loan Trust
                           Series 2003-1

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A1                       A                   A/Watch Neg
    A2                       A                   A/Watch Neg

                            CRF-17 LLC

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

                            CRF-18 LLC

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A-3                      AAA                 AAA/Watch Neg
    B                        A                   A/Watch Neg
    C                        BBB                 BBB/Watch Neg
    D                        BB                  BB/Watch Neg
    E                        B                   B/Watch Neg

                            CRF-19 LLC

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A-1                      AAA                 AAA/Watch Neg
    A-2                      AAA                 AAA/Watch Neg
    A-3                      AAA                 AAA/Watch Neg
    B                        A                   A/Watch Neg
    C                        BBB                 BBB/Watch Neg
    D                        BB                  BB/Watch Neg
    E                        B                   B/Watch Neg

                      GE Business Loan Trust
                           Series 2003-2

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A                        AAA                 AAA/Watch Neg
    B                        A                   A/Watch Neg
    C                        BBB                 BBB/Watch Neg

                      GE Business Loan Trust
                           Series 2004-1

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    B                        A                   A/Watch Neg
    C                        BBB                 BBB/Watch Neg

                      GE Business Loan Trust
                           Series 2004-2

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    B                        A                   A/Watch Neg
    C                        BBB                 BBB/Watch Neg
    D                        BB                  BB/Watch Neg

                      GE Business Loan Trust
                           Series 2005-1

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A-2                      AAA                 AAA/Watch Neg
    B                        A                   A/Watch Neg
    C                        BBB                 BBB/Watch Neg
    D                        BB                  BB/Watch Neg

                      GE Business Loan Trust
                           Series 2005-2

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    B                        A                   A/Watch Neg
    C                        BBB                 BBB/Watch Neg
    D                        BB                  BB/Watch Neg

                      GE Business Loan Trust
                           Series 2006-1

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    D                        BBB                 BBB/Watch Neg

             Lehman Brothers Small Balance Commercial
                           Series 2005-1

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A                        AAA                 AAA/Watch Neg
    M1                       AA                  AA/Watch Neg
    M2                       A+                  A+/Watch Neg
    B                        A-                  A-/Watch Neg

             Lehman Brothers Small Balance Commercial
                           Series 2005-2

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    1A                       AAA                 AAA/Watch Neg
    2A                       AAA                 AAA/Watch Neg
    M1                       AA                  AA/Watch Neg
    M2                       A+                  A+/Watch Neg
    M3                       A                   A/Watch Neg
    B                        BBB+                BBB+/Watch Neg

             Lehman Brothers Small Balance Commercial
                           Series 2006-1

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    1A                       AAA                 AAA/Watch Neg
    2A                       AAA                 AAA/Watch Neg
    3A2                      AAA                 AAA/Watch Neg
    3A3                      AAA                 AAA/Watch Neg
    M1                       AA                  AA/Watch Neg
    M2                       A+                  A+/Watch Neg
    M3                       A                   A/Watch Neg
    B                        BBB+                BBB+/Watch Neg

   Lehman Brothers Small Balance Commercial Loan Trust 2006-SBA
                          Series 2006-SBA

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    A                        BBB-                BBB-/Watch Neg

     Lehman Brothers Small Balance Commercial Mortgage Trust
                           Series 2006-2

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    1A                       AAA                 AAA/Watch Neg
    2A1                      AAA                 AAA/Watch Neg
    2A2                      AAA                 AAA/Watch Neg
    2A3                      AAA                 AAA/Watch Neg

      Lehman Brothers Small Balance Commercial Mortgage Trust
                           Series 2006-3

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    2A1                      AAA                 AAA/Watch Neg
    2A2                      AAA                 AAA/Watch Neg

     Lehman Brothers Small Balance Commercial Mortgage Trust
                           Series 2007-1

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    2A1                      AAA                 AAA/Watch Neg
    2A2                      AAA                 AAA/Watch Neg

     Lehman Brothers Small Balance Commercial Mortgage Trust
                           Series 2007-2

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    2A1                      AAA                 AAA/Watch Neg
    2A2                      AAA                 AAA/Watch Neg

     Lehman Brothers Small Balance Commercial Mortgage Trust
                           Series 2007-3

                                     Rating
                                     ------
    Class                    To                  From
    -----                    --                  ----
    1A2                      AAA                 AAA/Watch Neg
    1A3                      AAA                 AAA/Watch Neg
    1A4                      AAA                 AAA/Watch Neg
    2A1                      AAA                 AAA/Watch Neg
    2A2                      AAA                 AAA/Watch Neg
    2A3                      AAA                 AAA/Watch Neg

                         Ratings Affirmed

             Lehman Brothers Small Balance Commercial
                           Series 2005-1

                 Class                    Rating
                 -----                    ------
                 A-IO                     AAA

             Lehman Brothers Small Balance Commercial
                           Series 2005-2

                 Class                    Rating
                 -----                    ------
                 A-IO                     AAA



                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard
C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez,
Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2010.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


                  *** End of Transmission ***