TCR_Public/100627.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 27, 2010, Vol. 14, No. 176

                            Headlines

AMERICREDIT PRIME: S&P Raises Ratings on Three 2007-2-M Notes
ARCAP 2003-1: Fitch Downgrades Ratings on 10 Classes of Notes
ASSET SECURITIZATION: Fitch Affirms Ratings on 1996-D3 Notes
ASSOCIATED BANK: S&P Withdraws 'B' Ratings on Four Bond Issues
BCAP LLC: Moody's Downgrades Ratings on 2009-RR6 Notes

BEA CBO: Fitch Downgrades Ratings on Three Classes of Notes
BLUEGRASS ABS: Moody's Cuts Rating on Class A-1 Notes to 'Ca'
C-BASS CBO: Fitch Downgrades Ratings on Three Classes of Notes
C-BASS ABS: S&P Downgrades Rating on Class M-5 Certificates
CALCULUS 2007-3: Fitch Downgrades Ratings on Five Classes of Notes

CAPITAL LEASE: Fitch Downgrades Ratings on 1997-CTL-1 Certs.
CEDAR CBO: Moody's Downgrades Rating on Class II to 'Ba2'
CENTURION CDO: Moody's Upgrades Ratings on Two Classes of Notes
CENTURION GLOBAL: S&P Withdraws Ratings on Various Classes
CHOCTAW GENERATION: Moody's Downgrades Rating on Certs. to 'B2'

CITIGROUP COMMERCIAL: Fitch Takes Rating Actions on 2005-EMG Notes
COMANCHE COUNTY: S&P Downgrades Rating on $12.3 Mil. Bonds to 'B-'
CREDIT SUISSE: Fitch Affirms Ratings on Series 1998-C1 Certs.
CREDIT SUISSE: Moody's Affirms Ratings on Six 2007-C1 Certs.
CREST 2004-1: Fitch Downgrades Ratings on 14 Classes of Notes

CT CDO: S&P Downgrades Ratings on 15 Classes of Notes
CWALT INC: Moody's Downgrades Ratings on 32 Tranches
DELPHINUS CDO: Fitch Downgrades Ratings on 13 Classes of Notes
DRYDEN V-LEVERAGED: Moody's Upgrades Ratings on Various Classes
DUKE FUNDING: Moody's Downgrades Ratings on Five Classes

G-FORCE CDO: S&P Downgrades Ratings on Five Classes of Notes
G-STAR 2003-3: Fitch Downgrades Ratings on Five Classes of Notes
GLACIER FUNDING: Moody's Downgrades Ratings on Two Classes
GLOBAL MORTGAGE: Moody's Downgrades Ratings on 10 Tranches
GMAC COMMERCIAL: Fitch Takes Rating Actions on 1998-C1 Certs.

GMAC COMMERCIAL: Fitch Takes Rating Actions on 2002-C3 Certs.
GMAC COMMERCIAL: S&P Downgrades Ratings on 13 2004-C2 Securities
GREENWICH CAPITAL: Moody's Affirms Ratings on Eight 2005-GG5 Notes
GS MORTGAGE: Moody's Affirms Ratings on Ten 2005-ROCK Securities
GS MORTGAGE: Moody's Downgrades Ratings on 12 2006-CC1 Notes

GS MORTGAGE: Moody's Downgrades Ratings on 17 2006-RR2 Notes
GS MORTGAGE: S&P Downgrades Ratings on Nine 2006-RR2 Securities
GS MORTGAGE: S&P Downgrades Ratings on Six 2007-GKK1 Certificates
GSMSC PASS-THROUGH: Moody's Downgrades Rating to 2009-5R Certs.
GSR MORTGAGE: Moody's Downgrades Rating on 2006-1F Tranches

HALCYON 2005-1: Fitch Cuts Rating on EUR51,875,000 Notes to B/LS3
HALCYON 2005-2: Fitch Cuts Rating on Class A Secs. to B/LS3
HALCYON 2005-2: Fitch Cuts Rating on EUR38,400,000 Notes to B/LS3
HIGH GRADE: Moody's Downgrades Ratings on Two Classes of Notes
HOUSE OF EUROPE: Moody's Downgrades Rating on Class A Notes

ILLINOIS EDUCATIONAL: S&P Corrects Rating on 2000A Bonds to 'BB+'
JPMORGAN CHASE: Moody's Reviews Ratings on Subordinate Tranches
JPMORGAN CHASE: S&P Downgrades Rating on 2003-CIBC7 Certificates
JPMORGAN CHASE: S&P Downgrades Ratings on Class P Certs. to 'D'
LAKE OF THE OZARKS: Fitch Affirms 'BB+' Rating on $39 Mil. Bonds

LASALLE COMMERCIAL: S&P Cuts Ratings on Seven 2005-MF1 Certs.
LEHMAN ABS: S&P Corrects Rating on Class A-1 Certificates to 'D'
LNR CDO: Fitch Downgrades Ratings on 13 Classes of Notes
LNR CDO: S&P Downgrades Ratings on Nine Classes of Notes
MADISON AVENUE: Moody's Downgrades Rating on Class B to 'Ca'

MCG COMMERCIAL: Moody's Downgrades Ratings on Various Classes
MERRILL LYNCH: S&P Downgrades Ratings on Two 2002-MW1 Notes
MORGAN STANLEY: Fitch Affirms Ratings on Series 1998-WF2 Certs.
MORGAN STANLEY: Fitch Downgrades Ratings on Eight 2001-TOP 1 Notes
MORGAN STANLEY: Moody's Affirms Ratings on Six 2000-LIFE2 Certs.

MORGAN STANLEY: S&P Downgrades Ratings on Various Classes to 'CC'
N-STAR REAL: S&P Downgrades Ratings on 12 Classes of Notes
PROTECTIVE FINANCE: Moody's Affirms Ratings on 20 2007-PL Certs.
RASC SERIES: Moody's Downgrades Ratings on Two 2003-KS3 Notes
RBSSP RESECURITIZATION: Moody's Downgrades Rating on 2009-8 Notes

REVE SPC: Moody's Downgrades Ratings on Series 2007-3F1 Notes
REVE SPC: S&P Raises Ratings on Two 2006-MB1 Notes From 'BB+'
SAINTS MEDICAL: Moody's Cuts Rating on $51 Mil. Bonds to 'Ba3'
SALOMON BROTHERS: Moody's Reviews Ratings on Six 2000-C2 Certs.
SBMS VII: Moody's Downgrades Ratings on Two 1997-HUD1 Tranches

SLATE CDO: Moody's Downgrades Ratings on Four Classes of Notes
SORIN REAL: Fitch Downgrades Ratings on Six Classes of Notes
SOUNDVIEW HOME: Moody's Downgrades Ratings on 111 Tranches
SPECIALITY UNDERWRITING: Moody's Cuts Ratings on 54 Tranches
SWIFT MASTER: S&P Affirms Ratings on Four Classes of Notes

TIAA REAL: Fitch Affirms Ratings on Five Classes of Notes
TW HOTEL: Moody's Affirms Ratings on Series 2005-LUX Certificates
UBS COMMERCIAL: Fitch Downgrades Ratings on 12 2007-FL1 Certs.
WACHOVIA BANK: Moody's Affirms Ratings on Four 2007-C32 Certs.
WACHOVIA BANK: Moody's Reviews Ratings on Nine 2004-C15 Certs.

* Fitch Affirms Ratings on Two RMBS Resecuritization Trusts
* Moody's Downgrades Ratings on 136 Tranches From 32 RMBS Deals
* S&P Downgrades Ratings on 105 Certs. From Five RMBS Transactions
* S&P Downgrades Ratings on 621 Classes From 431 RMBS Transactions
* S&P Takes Rating Actions on Credit Derivative Product Companies



                            *********



AMERICREDIT PRIME: S&P Raises Ratings on Three 2007-2-M Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its Standard & Poor's
underlying ratings and associated long-term ratings on three
classes from AmeriCredit Prime Automobile Receivables Trust 2007-
2-M, an auto receivables-backed transaction.  At the same time,
S&P raised its long-term ratings on three classes and affirmed its
ratings two other classes from AmeriCredit Prime Automobile
Receivables Trust 2007-1, another auto receivables-backed
transaction.

The rating actions on the SPURs and long-term ratings on the notes
issued out of both transactions reflect S&P's view that the total
credit enhancement available is sufficient for each of the raised
SPURs and long-term ratings in relation to S&P's revised remaining
net loss expectations.  A SPUR reflects S&P's opinion of the
stand-alone creditworthiness of a transaction -- that is, its
capacity to pay debt service on a debt issue in accordance with
its terms -- without considering an otherwise applicable bond
insurance policy.

The affirmations of the long-term ratings reflect either the
rating of the bond insurance provider, MBIA Insurance Corp.
(BB+/Negative), or the SPUR, whichever is higher.  In accordance
with S&P's criteria, the issue credit rating on a fully credit-
enhanced bond issue is the higher of the rating on the credit
enhancer, or the SPUR on the class.

Recoveries on vehicles for these two AmeriCredit trusts have
remained relatively stable at approximately 40%.  However, the
transactions' collateral has performed significantly worse than
S&P originally expected, primarily due to increased default
frequencies.  In addition, 60-plus-day delinquencies remain
elevated.  Based on S&P's analysis of each transaction's
performance to date, combined with its forward-looking analysis,
S&P has increased S&P's net loss expectations for both
transactions.

                              Table 1

                     Collateral Performance (%)

                                          Initial      Revised
               Pool Current  60+          lifetime     lifetime
  Series  Mo.  Factor        CNL   Del.   CNL exp.     CNL exp.
  ------  ---  ------        ---   ----   --------     --------
2007-1    36   26.64         6.39  0.88   3.50-4.00    8.00-8.50
2007-2-M  32   36.36         9.00  1.19   4.50-5.00    12.00-12.50

                     CNL - cumulative net loss.

Although S&P has increased its loss expectations for these
transactions, S&P affirmed or raised its long-term ratings and
SPURs because credit support has increased as a percent of each
series' amortizing pool balance due to the benefits of
deleveraging provided by the structure.  The increase in credit
support has enabled the transactions to maintain or exceed the
requisite multiple of loss coverage despite S&P's increased loss
expectations.

                             Table 2

                        Hard Credit Support

                                                Current
                            Total hard          total hard
                Pool        credit support      credit support (i)
Series   Class  factor (%)  at issuance (i)     (% of current)
------   -----  ----------  ---------------     ------------------
2007-1   A-4         26.64            14.25              52.54
2007-1   B           26.64            10.75              39.40
2007-1   C           26.64             7.50              27.19
2007-1   D           26.64             4.00              14.05
2007-1   E           26.64             1.50               5.35
2007-2-M A           36.36             3.50              17.75

(i) Consists of a spread account and overcollateralization, as
    well as subordination for the higher-rated tranches, and
    excludes excess spread that can also provide additional
    enhancement (as of the June 2010 distribution period).

All transactions have credit enhancement in the form of a spread
account, overcollateralization, and excess spread.  AmeriCredit
2007-2M also has support from MBIA Insurance Corp.

In S&P's opinion, the remaining credit support within each
transaction is sufficient to support the notes at the raised and
affirmed rating levels.  Standard & Poor's will continue to
monitor the performance of these transactions to assess whether
the credit enhancement remains adequate, in its view, to support
the ratings on each class under various stress scenarios.

               Long-Term Rating Raised; Spurs Raised

              AmeriCredit Automobile Receivables Trust

                         Long-term rating       SPUR
                         ----------------       ----
      Series      Class   To       From      To       From
      ------      -----   --       ----      --       ----
      2007-2M     A-3     BBB+     BBB       BBB+     BBB
      2007-2M     A-4A    BBB+     BBB       BBB+     BBB
      2007-2M     A-4B    BBB+     BBB       BBB+     BBB

                     Long-Term Ratings Raised

             AmeriCredit Automobile Receivables Trust

                                  Long-term rating
                                  ----------------
               Series      Class   To       From
               ------      -----   --       ----
               2007-1      B       AAA      AA
               2007-1      C       AAA      A
               2007-1      D       A-       BBB+

                    Long-Term Ratings Affirmed

             AmeriCredit Automobile Receivables Trust

               Series       Class  Long-term rating
               ------       -----  ----------------
               2007-1       A-4    AAA
               2007-1       E      BB


ARCAP 2003-1: Fitch Downgrades Ratings on 10 Classes of Notes
-------------------------------------------------------------
Fitch Ratings has downgraded 10 classes issued by ARCap 2003-1
Resecuritization, Inc. as a result of increased interest
shortfalls and losses to the underlying commercial mortgage-backed
securities.  A complete list of rating actions follows at the end
of this release.

Since Fitch's last rating action in February 2009, the credit
quality for the portfolio has declined to a current weighted
average Fitch derived rating of 'B-', down from 'BB-' at last
review.  Further, 6.4% of the portfolio is currently on Rating
Watch Negative.  Approximately 88.5% of the portfolio has a Fitch
derived rating below investment grade; 29.7% has a rating in the
'CCC' category and below.  As of the June 22, 2010 trustee report,
22% is experiencing interest shortfalls.  The class A notes have
received $2.8 million in paydowns since issuance.

This transaction was analyzed under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Portfolio Credit Model for projecting future default levels
for the underlying portfolio.  The 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'.  Fitch also analyzed the
structure's sensitivity to the assets that are experiencing
interest shortfalls (20% of the portfolio).  Based on this
analysis, the breakeven rates for the classes A through H notes
are generally consistent with the ratings assigned below.

The breakeven rates for classes J and K do not pass Fitch's base
cash flow model stress.  These classes' respective credit
enhancement levels were compared the percent of underlying
collateral experiencing interest shortfalls.  Classes J and K have
been downgraded to 'CC' since default is probable.  The classes
have marginal credit enhancement to the amount of assets
experiencing interest shortfalls.

The Negative Rating Outlook on the class A through F notes
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.

ARCAP 2003-1 is backed by 44 tranches from 13 CMBS transactions
and is considered a CMBS B-piece resecuritization (also referred
to as first loss CRE CDO/ReREMIC) as it includes the most junior
bonds of CMBS transactions.  The transaction closed Aug. 27, 2003.

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

  -- $52,049,464 class A notes to 'AA/LS5' from 'AA+'; Outlook to
     Negative from Stable;

  -- $36,000,000 class B notes to 'BBB/LS5' from 'A+'; Outlook to
     Negative from Stable;

  -- $20,500,000 class C notes to 'BBB/LS5' from 'A'; Outlook to
     Negative from Stable;

  -- $15,400,000 class D notes to 'BB/LS5'' from 'A-'; Outlook to
     Negative from Stable;

  -- $36,100,000 class E notes to 'B/LS5' from 'BBB'; Outlook to
     Negative from Stable;

  -- $13,000,000 class F notes to 'B/LS5' from 'BBB-'; Outlook to
     Negative from Stable;

  -- $45,000,000 class G notes to 'CCC' from 'BB+';

  -- $9,000,000 class H notes to 'CCC' from 'BB';

  -- $28,000,000 class J notes to 'CC' from 'BB-';

  -- $24,000,000 class K notes to 'CC' from 'B+'.


ASSET SECURITIZATION: Fitch Affirms Ratings on 1996-D3 Notes
------------------------------------------------------------
Fitch Ratings has affirmed and assigned Loss Severity ratings to
Asset Securitization Corporation 1996-D3.

The affirmations are due to sufficient 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
1% of the remaining pooled balance, approximately $2 million, from
the loans in special servicing.

As of the June distribution date, the pool had paid down 74.6% to
$198.3 million from $782.5 million at issuance, and 23 loans
(40.6%) have defeased.  The top 10 non-defeased loans represent
52.9% of the pool.

There are currently two loans (1.4%) in special servicing.  Both
are in foreclosure.  One loan is secured by an economy hotel in
San Jose, CA.  The property has suffered as a result of the
economic downturn and due to delinquent franchise payments lost
its franchise affiliation.  The special servicer is pursuing
foreclosure and a recent appraisal indicates losses.

The other specially serviced loan is secured by an RV park in
Mesa, AZ.  The property has been suffering from occupancy declines
and deferred maintenance issues.  The special servicer is pursuing
foreclosure.

The largest loan in the pool is the 632-room Hyatt Regency
Riverwalk, located in San Antonio, TX.  The property is considered
a Fitch Loan of Concern due to a significant decline in net
operating income of approximately 46% from year end 2008 to YE
2009.  Revenue per available room declined by 19% over the same
period.  The anticipated repayment date is Sept.  11, 2011 and the
current note rate is 9.26%.  Due to the high in-place coupon and
paydown due to amortization the loan passed Fitch's refinance test
with no loss using the YE 2009 cash flow.

Fitch stressed the cash flow of the remaining non-defeased, non-
specially serviced 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, 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 ration of 1.25 times or
higher were considered to pay off at maturity.  All loans in the
pool paid off at maturity and none incurred a loss when compared
to Fitch's stressed value.

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

  -- $1.6 million class A-1D at 'AAA/LS3'; Outlook Stable;
  -- $39.1 million class A-2 at 'AAA/LS2'; Outlook Stable;
  -- $35.2 million class A-3 at 'AAA/LS2'; Outlook Stable;
  -- $39.1 million class A-4 at 'AAA/LS2'; Outlook Stable;
  -- $43 million class B-1 at 'A-/LS2'; Outlook Stable;
  -- $25.4 million class B-2 at 'D/RR2'.

Fitch withdraws the rating of the interest only class A-CS2.  (For
additional information, see 'Fitch Revises Practice for Rating IO
& Pre-Payment Related Structured Finance Securities', June 23,
2010).

Class B-3 has been reduced to zero due to realized losses.  Fitch
does not rate the $15.7 million class A-5, or the zero balance
classes B-4 and B-4 H.  Classes A-1A, A-1B, A-1C and interest-only
A-CS1 have been paid in full.


ASSOCIATED BANK: S&P Withdraws 'B' Ratings on Four Bond Issues
--------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'B' short-term
ratings on four bond issues supported by Associated Bank N.A.
letters of credit.  At the same time, S&P left the 'BB+' long-term
ratings on CreditWatch with negative implications, where S&P had
placed them on May 11, 2010.

The long-term ratings on the four affected bond issues reflect
S&P's long-term issuer credit rating on Associated Bank (BB+/Watch
Neg).  These ratings also address S&P's assessment of the
likelihood of repayment of principal and interest to maturity
based on the credit support that Associated Bank provides for each
bond series in the form of a LOC.

The rating actions reflect the June 11, 2010, removal of S&P's 'B'
short-term issuer credit rating on Associated Bank at the issuer's
request.  S&P's 'BB+' long-term issuer credit rating on Associated
Bank remains on CreditWatch negative, where S&P had placed it on
April 28, 2010.

Rating adjustments may be precipitated by, among other things,
changes in the rating assigned to any financial institution that
is providing an irrevocable LOC or by amendments to the
documentation governing the obligations.

                   Short-Term Ratings Withdrawn;
       Long-Term Ratings Remaining On Creditwatch Negative

                          Howard Village

       US$4.5 mil indl dev rev bnds ser 1999A due 07/01/2020

                              Rating
                              ------
         CUSIP          To                 From
         -----          --                 ----
         44285NAA1      BB+/Watch Neg/NR   BB+/Watch Neg/B

              Illinois Development Finance Authority

  US$4.1 mil var rt dem indl dev rev bnds ser 1997 due 01/01/2018

                              Rating
                              ------
         CUSIP          To                 From
         -----          --                 ----
         451887TR4      BB+/Watch Neg/NR   BB+/Watch Neg/B

      US$7.5 mil var rt dem rev bnds ser 2003 due 10/01/2023

                              Rating
                              ------
         CUSIP          To                 From
         -----          --                 ----
         45189FAR5      BB+/Watch Neg/NR   BB+/Watch Neg/B

                    Illinois Finance Authority

    US$2.5 mil taxable var rt dem rev bnds (Beecher Energy LLC)
                     ser 2006 due 07/01/2026

                              Rating
                              ------
         CUSIP          To                 From
         -----          --                 ----
         45200BZG6      BB+/Watch Neg/NR   BB+/Watch Neg/B

                          NR - not rated.


BCAP LLC: Moody's Downgrades Ratings on 2009-RR6 Notes
------------------------------------------------------
Moody's Investors Service has downgraded the rating of class Cl.
II-A1 issued by BCAP LLC 2009-RR6 Trust from Aaa to Baa3, as a
result of revised loss expectation on the pool of mortgages
backing the underlying certificate.

The asset of the resecuritized transaction consist of the Class
III-A-1 issued by Bear Stearns ARM Trust Mortgage Pass-Through
Certificates, Series 2005-6.  The Underlying Certificate is backed
primarily by first -lien, adjustable-rate, Alt-A 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 Bear Stearns ARM Trust Mortgage
       Pass-Through Certificates, Series 2005-6 is 15% expressed
       as a percentage of outstanding pool balance.  The current
       rating on the III-A-1 bond is Caa2.

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

(iii) The structure of the resecuritization transaction.  The
       resecuritization transaction group issued two bonds, II-A1
       (senior class) and II-A2 (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
loss on the underlying certificate was ascribed to the
resecuritized classes, II-A1and II-A2, according to the structure
of the resecuritized transaction.  The losses on the resecuritized
certificates are allocated "bottom up" with the Class II-A2 taking
losses ahead of the II-A1 class.  Principal payments to the
certificate are allocated sequentially, with the Class II-A1 being
paid ahead of the Class II-A2.

Issuer: BCAP LLC 2009-RR6 Trust

  -- Cl. II-A1, Downgraded to Baa3; previously on June 4, 2010 Aaa
     Placed Under Review for Possible Downgrade


BEA CBO: Fitch Downgrades Ratings on Three Classes of Notes
-----------------------------------------------------------
Fitch Ratings has downgraded and withdrawn the ratings on the
three remaining classes of notes from BEA CBO 1998-1 LTD./Corp., a
collateralized bond obligation managed by Prudential Investment
Management, Inc.

This review was conducted under the framework described in the
reports also highlighted at the end of the release.

The downgrades reflect the issuer's failure to redeem the full
principal amounts due to the notes at the final maturity date on
June 15, 2010.  At the final maturity date, there were no payments
made to the notes.  Since Fitch's last review in May 2009,
discounted total proceeds to the class A-2A, A-2B, and A-3 notes
represented between 0%-10% of their outstanding principal amounts,
consistent with Fitch's 'RR6' Recovery Rating.  Additional
distributions to the notes may occur after the final maturity
date, but any distributions would be minimal and would not affect
Fitch's ratings.

Fitch subsequently withdraws the ratings of all classes of notes
since the notes have matured.

Fitch has downgraded and withdrawn these ratings:

  -- $11,035,241 class A-2A notes to 'D/RR6' from 'C/RR6';
  -- $1,929,237 class A-2B notes to 'D/RR6' from 'C/RR6';
  -- $26,000,000 class A-3 notes to 'D/RR6' from 'C/RR6'.


BLUEGRASS ABS: Moody's Cuts Rating on Class A-1 Notes to 'Ca'
-------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
rating of one class of notes issued by Bluegrass ABS CDO II Ltd.
The notes affected by the rating action is:

  -- US$248,000,000 Class A-1 Notes Due April 2039 (current
     balance of $124,030,393), Downgraded to Ca; previously on
     February 3, 2010 Downgraded to Caa3

Bluegrass ABS CDO II Ltd. is a collateralized debt obligation
issuance backed by a portfolio primarily comprised of Residential
Mortgage-Backed Securities and Commercial Mortgage-Backed
Securities from 2002-2004 vintages.

The rating downgrade action reflects deterioration in the credit
quality of the underlying portfolio.  Credit deterioration of the
collateral pool is observed through several factors, including a
decline in performing par value, an increase in the weighted
average rating factor or WARF and in failure of coverage tests.
Moody's notes that the performing collateral pool decreased from
approximately $122 million in January 2010 to a current reported
balance of $106 million.  The trustee also reports that all
Overcollateralization and Interest Coverage Tests are currently
failing.

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.


C-BASS CBO: Fitch Downgrades Ratings on Three Classes of Notes
--------------------------------------------------------------
Fitch Ratings has affirmed one and downgraded three classes of
notes issued by C-BASS CBO VII, Ltd./Corp., as a result of the
significant negative credit migration in the portfolio since last
review in October 2009.

Approximately 52% of the portfolio has been downgraded since
Fitch's last rating action in October 2009.  Currently, 63% of the
portfolio has a Fitch derived rating below investment grade as
compared to 39% at last review; assets rated 'CCC' and lower now
comprise approximately 48% vs. 21% at last review.

This transaction was analyzed under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Structured Finance Portfolio Credit Model for projecting
future default levels for the underlying portfolio.  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 - Amended'.
Based on this analysis, the breakeven levels are consistent with
the current rating actions.

Class A notes have paid down almost 67% of their balance at last
review.  This deleveraging resulted in the increase in the credit
enhancement levels for all classes of notes.  However, the effect
of the negative credit migration in the portfolio outweighs the
impact of the paydown for all but the class A notes.

Fitch has affirmed, downgraded and revised Loss Severity ratings
and Rating Outlooks as indicated:

  -- $7,318,397 class A notes affirmed at 'AAA/LS5'; Outlook to
     Stable from Negative;

  -- $20,000,000 class B notes downgraded to 'AA/LS5' from
     'AAA/LS4'; Outlook Negative;

  -- $20,000,000 class C notes downgraded to 'BB/LS5' from
     'A/LS5'; Outlook Negative;

  -- $14,575,580 class D notes downgraded to 'CCC' from 'BB'.

The Negative Outlook reflects Fitch's continuing concern about
potential further rating volatility in the underlying portfolio.
However, given the significant paydowns received by the class A
since last review and corresponding robust credit enhancement and
breakeven levels, class A's current rating is expected to
withstand any further moderate negative migration in the
underlying portfolio; thus the Outlook for this class is revised
to Stable from Negative.

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 SF PCM 'B' stress.  The
LS rating should be considered in conjunction with probability of
default indicated by a class' long-term credit rating.  Fitch does
not assign LS ratings and Outlooks for notes rated in the 'CCC'
and lower categories.

C-BASS VII is a structured finance collateralized debt obligation
that closed on Oct. 28, 2002.  The portfolio is monitored by C-
BASS Investment Management LLC.  The portfolio is composed
primarily of residential mortgage-backed securities at 80%, asset-
backed securities 13%, and SF CDOs 7%.


C-BASS ABS: S&P Downgrades Rating on Class M-5 Certificates
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on class M-5
from C-BASS ABS LLC 2005-C Trust Certificates Series 2005-C, a
U.S. resecuritized real estate mortgage investment conduit
residential mortgage-backed securities transaction, and removed it
from CreditWatch negative.

The downgrade reflects S&P's assessment of the significant
deterioration in performance of the mortgage loans supporting the
underlying certificates.  As a result of this performance
deterioration, the downgraded class was unable to maintain its
previous rating at the applicable rating stresses.  The M-5
certificate is supported by 25 underlying certificates from 25
separate trusts.

When performing S&P's analysis on the re-REMIC class, S&P applied
S&P's loss projection to the underlying trusts in order to
identify the magnitude of losses that S&P believes could be passed
through to the applicable re-REMIC class.  Generally, S&P's
projected losses depend on the type of collateral supporting the
underlying trusts.  S&P then stressed this loss projection at
various rating categories in order to assess whether the re-REMIC
class could withstand such stressed losses associated with its
rating.

Generally, the underlying collateral consists of prime mortgage
loans from 2001-2003 vintages.  The performance deterioration of
most U.S. RMBS has continued to outpace the market's expectations.

           Rating Lowered And Removed From Creditwatch

      C-BASS ABS LLC 2005-C Trust Certificates Series 2005-C
                          Series 2005-C

                                    Rating
                                    ------
   Class      CUSIP         To                   From
   -----      -----         --                   ----
   M-5        124860GA9     CC                   B/Watch Neg


CALCULUS 2007-3: Fitch Downgrades Ratings on Five Classes of Notes
------------------------------------------------------------------
Fitch Ratings has downgraded and removed from Rating Watch
Negative five classes issued Calculus 2007-3 as a result of
negative credit migration of the commercial mortgage-backed
securities in the reference portfolio.

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 reference portfolio.  The degree of correlated default
risk of the reference collateral is high given the single sector
and vintage concentration.  Based on this analysis and given the
scant credit enhancement available to classes A through C, the
credit characteristics of the bonds are consistent with the 'B'
category.  Since Fitch's last rating action in February 2009,
approximately 76.7% of the portfolio has been downgraded.
Approximately 93.3% of assets are rated investment grade with the
lowest rated asset in the portfolio carrying a Fitch derived
rating of 'B'.

Calculus 2007-3 is a static synthetic collateralized debt
obligation that references a $2 billion portfolio of 30 CMBS
assets.  The transaction is designed to provide credit protection
for realized losses on the reference portfolio through a Pay As U
Go credit default swap between the Issuer and the swap
counterparty, Merrill Lynch International rated 'A+/F1+' by Fitch.

Fitch has downgraded and removed from Rating Watch Negative these
classes:

  -- $16,000,000 notional amount downgrade to 'CCC' from 'BBB'
     (07ML66764A);

  -- $4,000,000 notional amount downgrade to 'CCC' from 'BBB'
     (07ML66763A);

  -- $2,000,000 notional amount downgrade to 'CCC' from 'BBB'
     (07ML66762);

  -- $1,000,000 notional amount downgrade to 'CCC' from 'BBB'
     (07ML66757A);

  -- $17,000,000 notional amount downgrade to 'CCC' from 'BBB-'
     (07ML66756A).

In addition, all classes have been removed from Rating Watch
Negative.


CAPITAL LEASE: Fitch Downgrades Ratings on 1997-CTL-1 Certs.
------------------------------------------------------------
Fitch Ratings downgrades this class of Capital Lease Funding
Securitization, L.P., series 1997-CTL-1, corporate credit-backed
pass-through securities:

  -- $1.3 million class F to 'D/RR6' from 'C/RR6'.

Fitch also affirms the ratings and assigns Loss Severity ratings,
as applicable, for these classes:

  -- $8.9 million class C at 'A/LS3'; Outlook Negative;
  -- $6.1 million class D at 'B-/LS3'; Outlook Negative;
  -- $6.8 million class E at 'CC/RR5'.

Fitch withdraws the rating of the interest-only class IO.

Class G has been reduced to zero because of realized losses.

The downgrades are due to realized losses associated with the
bankruptcy and subsequent liquidation of Circuit City.  As
expected, class F incurred a principal write-down following
disposition of three properties leased by Circuit City.  The
Negative Outlooks, which indicate the likely direction of any
changes to the ratings over the next one to two years, reflect
that a majority of the underlying credit tenants are considered
below investment grade by Fitch.

The pool's tenants consist of Circuit City (25.1%), RadioShack
Corp. (20%), Rite Aid Corp. (19.4%), New York State Electric & Gas
Corp. (16.9%), Walgreen Co. (8.5%), Food Lion (Delhaize America
Inc., 5.3%), CVS Corp. (3.3%), AutoZone (1.1%), and HCA Inc.
(0.4%).  Currently, 64.9% of the underlying credit tenants are
considered below investment grade by Fitch, compared with 30.4% at
issuance.  None of the ratings on the tenants in the pool changed
relative to the previous review.  All of the loans are fully
amortizing.

As of the June 2010 distribution date, the pool has paid down
82.1% to $23.2 million from $129.4 million at issuance.  Realized
losses total approximately $1.9 million since issuance.


CEDAR CBO: Moody's Downgrades Rating on Class II to 'Ba2'
---------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
rating of these notes issued by Cedar CBO, Limited:

* $46,000,000 Class II Senior Secured Fixed Rate Notes (current
  balance of $14,788,798), Downgraded to Ba2; previously on
  March 24, 2006 Upgraded to Baa3.

According to Moody's, the rating action taken on the notes is a
result of deteriorating coverage for the principal balance of the
Class II notes.  In Moody's assessment, the current Senior Par
Value Test level of 164.9%, while considerably higher than the
required test level, does not capture the volatility of the par
coverage for the Class II notes.  In particular, Moody's expects
that a significant proportion of future principal proceeds will
not be available to pay principal on the Class II notes and
instead will be used to pay current interest due on the Class III
notes.  This expectation is driven by a lack of sufficient
interest proceeds to pay the current interest due on the Class III
notes, as described more fully in this paragraph, as well as a
structural feature within the transaction.  Based on the
waterfall, interest and principal proceeds remaining following any
payments made to cure the senior coverage tests, are used to pay
current interest on the Class III notes before paying principal on
the Class II notes.

There is currently a considerable shortfall in the amount of
interest proceeds generated to pay the current interest due on the
Class II notes and the Class III notes.  According to the June 3,
2010 trustee report, there is approximately $32 million of assets,
including $7.75 million of structured finance securities that are
deferring interest, with a weighted average coupon of 7.512%.  The
interest proceeds generated from these assets do not adequately
support the interest due on $14.79 million of Class II notes with
a 7.15% coupon and on $86.18 million of Class III notes with an
8.6% coupon.  As a result, on the last two payment dates, a
significant proportion of principal proceeds were used to pay the
current interest due on the Class III notes, including on the
June 10, 2010 payment date, when approximately $3.38 million of
the $8.45 million of principal proceeds collected was used to pay
the Class III notes' current interest.

Given the interest shortfall, Moody's is concerned that additional
deterioration or defaults in the portfolio may lead to losses for
the investors in the Class II notes.  Based on the most recent
trustee report, securities rated Caa1 or lower make up 32.8% of
the underlying portfolio and 21.1% of the assets are scheduled to
mature after the final maturity date of the transaction, thus
exposing the rated notes to potential market value risk.
Additionally, 24.3% of the assets are structured finance
securities that are currently deferring interest and are expected
to have minimal recovery values.

The rating action also reflects Moody's revised assumptions with
respect to default probability and the calculation of the
Diversity Score.  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.

Cedar CBO, Limited, issued in June 1999, is a collateralized bond
obligation backed primarily by a portfolio of senior unsecured
bonds.


CENTURION CDO: 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 Centurion CDO III, Limited:

* US$32,000,0000 Class II Senior Secured Fixed Rate Notes Due
  2013, Upgraded to Aa2; previously on May 28, 2009 Downgraded to
  A2;

* US$27,500,000 Class III Mezzanine Secured Fixed Rate Notes Due
  2013, Upgraded to Ba3; previously on May 28, 2009 Downgraded to
  B3.

According to Moody's, the rating actions taken on the notes result
primarily from substantial deleveraging of the capital structure
since the last rating action, which resulted in increases in the
overcollateralization ratios of the Class II Notes and the Class
III Notes.  In addition, the transaction has benefited from
improvement in the credit quality of the underlying portfolio.

Since the last rating action, the principal balance of the Class I
Notes has been reduced from $110 million to $57 million.  A
substantial proportion of this reduction is attributable to
unscheduled principal payments and/or sales of the underlying
securities in the portfolio.  As a result, the Class II
overcollateralization ratio increased to 158.9% in May 2010 from
139.4% in May 2009, and the Class III overcollateralization ratio
increased to 121.4% from 114.3% over the same period.  Moody's
expects delevering to continue as a result of the end of the
deal's reinvestment period in April 2006.

Improvement in the credit quality of the underlying portfolio 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 May 20, 2010,
the weighted average rating factor is 3257 compared to 3414 in May
2009.  Additionally, the concentration of assets with a Moody's
rating of Caa1 or lower has decreased to 11.51% from 14.75% in May
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.

Centurion CDO III, Limited, issued in March 2001, is a
collateralized bond obligation backed primarily by a portfolio of
senior unsecured bonds and senior secured loans.


CENTURION GLOBAL: S&P Withdraws Ratings on Various Classes
----------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on the
class A-1 and A-2 notes from Centurion Global Sovereign CBO I Ltd.
and class A-3L and A-3 notes from South Street CBO 2000-1 Ltd.
Previously, the rating on class A-2 from Centurion Global
Sovereign CBO I Ltd. was on CreditWatch positive and the ratings
on South Street CBO 2000-1 Ltd. were on CreditWatch negative.  At
the same time, S&P affirmed its 'CC' ratings on three classes from
South Street CBO 2000-1 Ltd.  Both transactions are cash flow
corporate collateralized debt obligation transactions.

The rating actions follow the complete redemption of the notes on
their respective payment dates.

                         Ratings Withdrawn

                                             Rating
                                             ------
    Transaction                       Class To   From
    -----------                       ----- --   ----
    Centurion Global Sovereign CBO I  A-1   NR   AAA
    Centurion Global Sovereign CBO I  A-2   NR   A+/Watch Pos
    South Street CBO 2000-1 Ltd.      A-3L  NR   BBB+/Watch Neg
    South Street CBO 2000-1 Ltd.      A-3   NR   BBB+/Watch Neg

                         Ratings Affirmed

     Transaction                            Class      Rating
     -----------                            -----      ------
     South Street CBO 2000-1 Ltd.           A-4L       CC
     South Street CBO 2000-1 Ltd.           A-4A       CC
     South Street CBO 2000-1 Ltd.           A-4C       CC

                    Other Outstanding Rating

  Transaction                            Class   Rating
  -----------                            -----   ------
  Centurion Global Sovereign CBO I Ltd.  A-3     BBB+/Watch Pos

                          NR - Not rated.


CHOCTAW GENERATION: Moody's Downgrades Rating on Certs. to 'B2'
---------------------------------------------------------------
Moody's Investors Service has downgraded the rating on Choctaw
Generation Limited Partnership's $294 million of outstanding Pass
Through Trust Certificates to B2 from Ba3.  The outlook remains
negative.  The downgrade considers the project's relative lack of
financial flexibility, liquidity, and sponsor support.

Financial performance is expected to remain well below levels
consistent with a Ba-category rating in 2010 notwithstanding a
moderate improvement after three consecutive years of very poor
performance.  Rent coverage was below 1.0x in 2009 for the third
year in a row.  After adjusting for discretionary capital
expenditures which are expected to be funded with external sources
of funds, coverage is forecast to rise slightly in 2010, though it
will remain narrow at just 1.05x.

While it appears that a number of the more critical operating
problems facing the project that resulted in its poor performance
in recent years have been rectified, the design flaw in the
turbine has not been addressed, nor is it expected to be corrected
for at least 12 months, if at all.  As a result, the project's
heat rate will remain well above the level used to determine
reimbursements for fuel expenses in its power sales agreement with
the Tennessee Valley Authority and no meaningful further
improvement in operating or financial performance is expected
unless and until the design flaw is rectified.  This leaves the
project with little flexibility to absorb the financial impact of
any future operating problems.

The downgrade also reflects the unwillingness and/or inability of
the project sponsor to inject additional capital in the project to
undertake various capital expenditures that have been identified
by management that might improve the project's operating and
financial performance.  The apparent lack of sponsor support is
reportedly attributable to the fact that the transaction is
structured as a leveraged lease, as a result of which there would
be potentially significant tax implications for the sponsor if it
were to contribute additional funds.  The sponsor has indicated it
has been actively working to source capital for these projects,
but it is unclear whether or under what terms capital might be
provided.  A number of the proposed capital improvements were
originally expected to be financed with the proceeds of a
settlement payment from the manufacturer of the project's steam
turbine generator along with the injection of $7 million in
subordinated debt by the projects sponsor, but these amounts were
used to finance revenue shortfalls and operating cost overruns.
As a result, the project has relatively little liquidity beyond
its six month debt service reserve.

The negative outlook considers that the project has failed to
achieve its financial forecasts in recent years due to optimistic
budgeting and ongoing operating problems.  Failure to achieve
expected rent coverage of 1.05x in 2010 could result in further
downward pressure on the rating.  The rating is unlikely to be
upgraded in the near term given the negative outlook, but the
outlook could be revised to stable if the project successfully
achieves the projected rent coverage level.

The last rating action on Choctaw occurred on March 17, 2009, when
the rating was downgraded to Ba3.

Choctaw Generation Limited Partnership operates the 440 MW
lignite-fired Red Hills Energy Facility located in Choctaw County,
Mississippi.  The Project sells all the power output of the
facility pursuant to the terms of a long-term power purchase
agreement to Tennessee Valley Authority (Aaa).  CGLP is indirectly
owned by Suez Energy North America, Inc., a subsidiary of GDF SUEZ
SA (senior unsecured Aa3).  The transaction is structured as a
leveraged lease, with the pass through trust certificates secured
by lease payments from the Project.


CITIGROUP COMMERCIAL: Fitch Takes Rating Actions on 2005-EMG Notes
------------------------------------------------------------------
Fitch Ratings downgrades, assigns Loss Severity ratings and
Recovery Ratings, and revises Rating Outlooks to Citigroup
Commercial Mortgage Securities mortgage pass-through certificates,
series 2005-EMG, as indicated:

  -- $8.1 million class J to 'BB/LS3' from 'BB+'; Outlook to
     Negative from Stable;

  -- $2.7 million class K to 'B/LS5' from 'BB'; Outlook Negative;

  -- $1.8 million class L to 'CCC/RR1' from 'BB-'.

The $1.8 million class M has experienced realized losses and
remains at 'D' with a revised RR of 'RR2' from 'RR1'.

In addition, Fitch affirms, assigns LS ratings and revises Rating
Outlooks as indicated:

  -- $30.7 million class A-3 at 'AAA/LS1'; Outlook Stable;

  -- $199 million class A-4 at 'AAA/LS1'; Outlook Stable;

  -- $46 million class A-J at 'AAA/LS2'; Outlook Stable;

  -- $7.2 million class B at 'AAA/LS4'; Outlook Stable;

  -- $2.7 million class C at 'AAA/LS5'; Outlook Stable;

  -- $5.4 million class D at 'AA/LS4'; Outlook Stable;

  -- $1.8 million class E at 'AA-/LS5'; Outlook Stable;

  -- $3.6 million class F at 'A/LS5'; Outlook Stable;

  -- $1.8 million class G at 'BBB/LS5'; Outlook Stable;

  -- $3.6 million class H at 'BBB-/LS5'; Outlook to Negative from
     Stable.

Fitch withdraws the rating of the interest-only class X.  (For
additional information, see 'Fitch Revises Practice for Rating IO
& Pre-Payment Related Structured Finance Securities', June 23,
2010).

Classes A-1 and A-2 have paid in full.

The downgrades are 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 minimal potential losses
of approximately 1% of the remaining pool balance from the loans
that may not refinance at maturity based on Fitch's refinance
test.  The Rating Outlooks reflect the likely direction of any
changes to the ratings over the next one to two years.  As of the
May 2010 distribution date, the pool's aggregate certificate
balance has decreased 56.2% to $316.4 million, from $722.1 million
at issuance.

Fitch has identified 21 Loans of Concern (11%), including one loan
(0.2%) that is in special servicing.  The specially serviced loan
is secured by an industrial warehouse facility located in Long
Island City, NY.  The loan is delinquent; however, no losses are
expected upon disposition of the asset.

The largest loan in the pool (9.4%) is secured by a 304-unit
multifamily property located in Midtown Manhattan.  The servicer
reported year-end 2009 debt service coverage ratio was 2.27 times.

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 1.25x or higher were considered to pay off at
maturity.  Under this scenario, 19 loans are not expected to pay
off at maturity with 12 loans incurring a loss when compared to
Fitch's stressed value.


COMANCHE COUNTY: S&P Downgrades Rating on $12.3 Mil. Bonds to 'B-'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating and
underlying rating to 'B-' from 'BBB' on Comanche County
Consolidated Hospital District, Texas' $12.3 million series 2004
general obligation bonds.  The outlook is stable.

"The rating downgrade reflects the district's constrained
financial situation, as evidenced by very limited cash and high
leverage," said Standard & Poor's credit analyst Karl Propst.
"Additionally, the district continues to face operating challenges
due to its small clinical staff, revenue cycle issues, and a
problematic new information system implementation."

While the series 2004 bonds are secured by and payable from ad
valorem taxes, which partially mitigates the preceding credit
risks, the district has very limited flexibility to endure any
volatility in its operations, which is the basis for lowering the
rating to the 'B' category.

The district's financial performance is generally weak, although
the hospital district closed fiscal 2009 with a $137,752 increase
in net assets including property tax collections.  The district
generated a net $830,000 operating loss in fiscal 2009 without the
benefit of nonoperating items, including property tax revenues.

Accounts payable and accrued expenses exceeded available cash by
roughly $2.3 million.  The district is dependent on the timely
collection of patient receivables to generate cash for operations.
As of June 30, 2009, net account receivables totaled roughly
$2.8 million.  Liquidity was poor, with about three days' cash on
hand available at fiscal year-end 2009.

Comanche County Consolidated Hospital District was incorporated in
June 2002, which consolidated the former DeLeon Hospital District
and the Comanche County Hospital District.  The consolidated
district encompasses about 90% of Comanche County's area.
Comanche County, with a population of 13,924, is a rural,
agriculture-based county located about 85 miles southwest of Fort
Worth in west-central Texas.


CREDIT SUISSE: Fitch Affirms Ratings on Series 1998-C1 Certs.
-------------------------------------------------------------
Fitch Ratings affirms Credit Suisse First Boston Mortgage
Securities Corp., series 1998-C1:

Fitch affirms and assigns Loss Severity ratings and Outlooks to
these classes:

  -- $10.3 million class D at 'AAA/LS5'; Outlook Stable;
  -- $37.3 million class E at 'AAA/LS4'; Outlook Stable.

In addition, Fitch affirms this class:

  -- $1.8 million class I at 'D/RR6'.

Fitch withdraws the rating of the interest-only class A-X.

Fitch does not rate classes F, G, H, or J.  Classes A-1A, A-1B, A-
2MF, B, and C are paid in full.

The affirmations are due to low expected losses (2.3% 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 65 of the original 326 loans remaining in the
transaction, 16 of which have defeased (13.2% of the current
transaction balance).  There is currently one loan (6.5%) in
special servicing.

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.  Nine loans did not payoff at maturity, and one loan
incurred a loss when compared to Fitch's stressed value.


CREDIT SUISSE: Moody's Affirms Ratings on Six 2007-C1 Certs.
------------------------------------------------------------
Moody's Investors Service affirmed the ratings of six classes,
confirmed one class and downgraded 19 classes of Credit Suisse
Commercial Mortgage Trust Commercial Mortgage Pass-Through
Certificates, Series 2007-C1.  The downgrades are due to higher
expected losses for the pool resulting from realized and
anticipated losses from specially serviced and poorly performing
watchlisted loans, interest shortfalls and refinance risk
associated with loans approaching maturity in an adverse
environment.  Seven loans, representing 10% of the pool, mature
within the next two years and have a Moody's stressed debt service
coverage ratio less than 1.0X.

The downgrades include Classes A-3 and A-1A which have the longest
weighted average life among the super senior Aaa classes with 30%
initial credit support.  Depending on the magnitude, severity and
timing of losses from specially serviced loans along with loan
payoffs, sequential paydowns may not reach these classes.  Losses
are likely to erode the credit enhancement cushion for the super
senior classes, creating a potential differential in expected loss
between those super senior classes benefiting first from paydowns
and those classes receiving paydowns last.  Although Moody's
believe that it is unlikely that Classes A-3 and A-1A will
actually experience losses, the expected level of credit
enhancement and their priority in the cash flow waterfall no
longer provide adequate cushion to maintain Aaa ratings.

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

Moody's placed 20 classes on review for possible downgrade on
April 16, 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 June 17, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 1.4% to
$3.3 billion from $3.4 billion at securitization.  The
Certificates are collateralized by 250 mortgage loans ranging in
size from less than 1% to 6% of the pool, with the top ten loans
representing 30% of the pool.  The pool contains no defeased loans
or loans with investment grade underlying ratings.

Eighty loans, representing 36% of the pool, are on the master
servicer's watchlist, including four of the top ten loans in the
pool.  The watchlist includes loans which meet certain portfolio
review guidelines established as part of the CRE Finance Council's
(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.

The pool has experienced a $14.5 million loss since
securitization.  Thirty-seven loans, representing 27% of the pool,
are currently in special servicing.  The largest specially
serviced loan is the CVI Multifamily Apartment Portfolio Loan
($179.8 million -- 5.4% of the pool), which is secured by 20
multifamily properties totaling 2,990 units.  The properties range
from 12 to 434 units and are located in seven markets, with the
largest concentrations in Austin, Texas and Sacramento,
California.  The loan was transferred to special servicing on
April 17, 2009, due to imminent default and is currently 90+ days
delinquent.

The second largest specially serviced loan is the Mansions
Portfolio Loan ($160 million -- 4.8%), which is secured by four
multifamily properties totaling 1,417 units located in Austin and
Round Rock, Texas.  The loan was transferred to special servicing
on March 6, 2009 for imminent default and is currently 90+ days
delinquent.  As of December 2009, the property was 91% leased
compared to 92% at last review.  The oversupply of rental units in
the market has resulted in significant rental concessions,
significantly decreasing the portfolio's net operating income.

The remaining 32 specially serviced loans are secured by a mix of
property types.  Moody's estimates an aggregate $317 million loss
(overall 35% expected loss) for all specially serviced loans.  The
servicer has recognized an aggregate $236 million appraisal
reduction for 28 of the specially serviced loans.

In addition to recognizing losses from specially serviced loans,
Moody's has assumed a high default probability on 14 loans
representing 15% of the pool and has estimated an aggregate loss
of $98.6 million (20% expected loss based on an overall 60%
default probability) from these troubled loans.  Moody's rating
action recognizes potential uncertainty around the timing and
magnitude of loss from these troubled loans.

As of the most recent remittance date, the transaction has
experienced unpaid accumulated interest shortfalls totaling
$12.8 million affecting Classes T through E.  Interest shortfalls
are caused by special servicing fees, appraisal reductions,
extraordinary trust expenses and reductions in interest payments
due to loan modifications.  Moody's expects interest shortfalls to
increase due to the pool's high exposure to specially serviced
loans.

Moody's was provided with full-year 2009 operating results for 71%
of the pool.  Excluding specially serviced and troubled loans,
Moody's weighted average LTV ratio is 121% compared to 132% at
Moody's last review.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCR are 1.27X and 0.89X, respectively, compared to
1.19X and 0.84X 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 the Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on the potential rating
volatility, including the risk of multiple-notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf score of 53 compared to 52 at last review.

The top three performing loans represent 13% of the pool.  The
largest loan is the Savoy Park Loan ($210.0 million -- 6.3%),
which is secured by seven adjacent apartment buildings totaling
1,802 units located in Harlem, New York.  The property is also
encumbered by a $157.5 million mezzanine loan.  At securitization,
the borrower's plan was to increase value through a comprehensive
renovation program and the deregulation of rent-stabilized units.
However, a slower than anticipated pace of conversion and
deterioration in market fundamentals have challenged the
borrower's original plan.  As of December 2009, 90% of the units
were rent stabilized compared to 91% at securitization.  As of
June 2010, the remaining interest reserve was approximately
$2 million, same as at last review and down from $30 million at
securitization.  The loan is on the master servicer's watchlist
due to low DSCR.  Moody's has determined that there is a high
probability that this loan may default prior to maturity.  Moody's
LTV and stressed DSCR are 155% and 0.66X, respectively, same as at
last review.

The second largest loan is the Koger Center Loan ($115.5 million -
- 3.5%), which is secured by an 850,000 square foot office complex
located in Tallahassee, Florida.  The largest tenant is the State
of Florida, which leases 69% of the net rentable area (NRA)
through October 2019.  As of March 2010, the property was 89%
leased compared to 100% at last review.  Performance has declined
since securitization due to a decline in rental income and
increased operating expenses.  The loan is on the master
servicer's watchlist due to low DSCR.  Moody's has determined that
there is a high probability that this loan may default prior to
maturity.  Moody's LTV and stressed DSCR are 145% and 0.67X,
respectively, compared to 153% and 0.67X at last review.

The third largest loan is the Trident Center Loan ($101.9 million
-- 3.1%), which is secured by a 366,123 square foot office complex
located in Los Angeles, California.  The largest tenants are the
two law firms, Manatt, Phelps and Phillips, which leases 57% of
the NRA through April 2021 and Mitchell, Silberberg and Knupp,
which leases 35% of the NRA through April 2019.  As of March 2010,
the property was 100% leased, same as at last review.  Moody's LTV
and stressed DSCR are 125% and 0.78X, respectively, compared to
123% and 0.83X at last review.

Moody's rating action is:

  -- Class A-1, $14,947,535, affirmed at Aaa; previously assigned
     Aaa on 4/3/2007

  -- Class A-2, $139,000,000, affirmed at Aaa; previously assigned
     Aaa on 4/3/2007

  -- Class A-X, Notional, affirmed at Aaa; previously assigned on
     4/3/2007

  -- Class A-SP, Notional, affirmed at Aaa; previously assigned
     Aaa on 4/3/2007

  -- Class A-AB, $98,301,000, confirmed at Aaa; previously placed
     on review for possible downgrade on 4/16/2010

  -- Class A-3, $758,000,000, downgraded to Aa3 from Aaa;
     previously placed on review for possible downgrade on
     4/16/2010

  -- Class A-1-A, $1,316,102,338, downgraded to Aa3 from Aaa;
     previously placed on review for possible downgrade on
     4/16/2010

  -- Class A-M, $212,148,000, downgraded to Baa3 from Aaa;
     previously placed on review for possible downgrade on
     4/16/2010

  -- Class A-MFL, $125,000,000, downgraded to Baa3 from Aaa;
     previously placed on review for possible downgrade on
     4/16/2010

  -- Class A-J, $286,576,000, downgraded to B3 from A3; previously
     placed on review for possible downgrade on 4/16/2010

  -- Class B, $25,286,000, downgraded to Caa3 from Baa1;
     previously placed on review for possible downgrade on
     4/16/2010

  -- Class C, $37,929,000, downgraded to Ca from Baa2; previously
     placed on review for possible downgrade on 4/16/2010

  -- Class D, $33,715,000, downgraded to C from Baa3; previously
     placed on review for possible downgrade on 4/16/2010

  -- Class E, $21,071,000, downgraded to C from Ba1; previously
     placed on review for possible downgrade on 4/16/2010

  -- Class F, $29,501,000, downgraded to C from Ba2; previously
     placed on review for possible downgrade on 4/16/2010

  -- Class G, $33,715,000, downgraded to C from B2; previously
     placed on review for possible downgrade on 4/16/2010

  -- Class H, $37,929,000, downgraded to C from Caa1; previously
     placed on review for possible downgrade on 4/16/2010

  -- Class J, $33,714,000, downgraded to C from Caa1; previously
     placed on review for possible downgrade on 4/16/2010

  -- Class K, $37,930,000, downgraded to C from Caa2; previously
     placed on review for possible downgrade on 4/16/2010

  -- Class L, $8,428,000, downgraded to C from Caa3; previously
     placed on review for possible downgrade on 4/16/2010

  -- Class M, $12,643,000, downgraded to C from Ca; previously
     placed on review for possible downgrade on 4/16/2010

  -- Class N, $8,429,000, downgraded to C from Ca; previously
     placed on review for possible downgrade on 4/16/2010

  -- Class O, $8,429,000, downgraded to C from Ca; previously
     placed on review for possible downgrade on 4/16/2010

  -- Class P, $8,428,000, downgraded to C from Ca; previously
     placed on review for possible downgrade on 4/16/2010

  -- Class Q, $8,429,000, affirmed at C; previously downgraded to
     C from Caa3 on 8/6/2009

  -- Class S, $12,643,000, affirmed at C; previously downgraded to
     C from Ca on 4/16/2010


CREST 2004-1: Fitch Downgrades Ratings on 14 Classes of Notes
-------------------------------------------------------------
Fitch Ratings has downgraded 14 classes of notes issued by Crest
2004-1, Ltd. due to negative migration of the credit quality of
the portfolio since last review.

As of the May 2010 trustee report, the current balance of the
portfolio is $392.6 million, of which $18.2 million is defaulted
securities, as defined in the transaction's governing documents.
Since the last rating action in January 2009, the credit quality
of the collateral has declined, with approximately 48.3% of the
portfolio downgraded on average 1.8 notches.  Approximately 77.7%
of the portfolio has a Fitch derived rating below investment grade
and 3.8% has a rating in the 'CCC' rating category or below, as
compared to 68.2% and 0.5%, respectively, at last review.
Currently, the portfolio comprises eight assets (8.1%) that are
experiencing interest shortfalls or deferring interest payments.

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 collateralized debt obligation under the various
default timing and interest rate stress scenarios, as described in
the report 'Global Criteria for Cash Flow Analysis in CDOs'.
Fitch also analyzed the structure's sensitivity to the assets that
are experiencing interest shortfalls.  Based on this analysis, the
breakeven rates for classes A through G-1/G-2 (class G) are
generally consistent with the ratings assigned below.

While the credit enhancement level to the class H-1 and H-2 (class
H) notes is well in excess of the percent of underlying collateral
experiencing interest shortfalls, this level is generally in line
with the expected losses of the portfolio, as projected by SF PCM.
As such, the class H notes have been downgraded to 'CCC',
indicating that default is a possibility.

The Negative Rating Outlook on classes A through G reflects
Fitch's expectation that underlying commercial mortgage backed
security loans will continue to face refinance risk at maturity.
Additionally, Fitch assigned Loss Severity ratings to the class A-
G notes.  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 'Criteria for Structured Finance Loss Severity Ratings'.  The
LS rating should always be considered in conjunction with the
probability of default for tranches.  Fitch does not assign LS
ratings and Outlooks for classes rated 'CCC' and lower.

The rating of the preferred shares addresses the likelihood that
investors will receive the ultimate return of the aggregate
outstanding rated balance by the legal final maturity date.  The
preferred shares have received distributions of approximately
$26.7 million, resulting in a rated balance of $69.8 million.  The
assigned rating for the class indicates that default is probable.

Crest 2004-1 is a static CDO that closed on Nov. 18, 2004.  The
current portfolio consists of 130 bonds from 48 obligors, of which
93.1% are CMBS from the 1999 through 2004 vintages, 50.9% are real
estate investment trust debt securities, and 1.1% are structured
finance CDOs.

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

  -- $155,062,156 class A to 'BBB/LS3' from 'A+', Outlook to
     Negative from Stable;

  -- $44,000,000 class B-1 to 'BB/LS5' from 'BBB+', Outlook to
     Negative from Stable;

  -- $8,491,250 class B-2 to 'BB/LS5' from 'BBB+', Outlook to
     Negative from Stable;

  -- $2,710,000 class C-1 to 'BB/LS5' from 'BBB', Outlook to
     Negative from Stable;

  -- $23,000,000 class C-2 to 'BB/LS5' from 'BBB', Outlook to
     Negative from Stable;

  -- $17,140,000 class D to 'BB/LS5' from 'BBB-', Outlook to
     Negative from Stable;

  -- $13,000,000 class E-1 to 'B/LS5' from 'BB+', Outlook to
     Negative from Stable;

  -- $12,710,000 class E-2 to 'B/LS5' from 'BB+', Outlook to
     Negative from Stable;

  -- $6,427,500 class F to 'B/LS5' from 'BB+', Outlook to Negative
     from Stable;

  -- $2,000,000 class G-1 to 'B/LS5' from 'BB', Outlook to
     Negative from Stable;

  -- $9,783,750 class G-2 to 'B/LS5' from 'BB', Outlook to
     Negative from Stable;

  -- $7,520,000 class H-1 to 'CCC' from 'BB-';

  -- $1,050,000 class H-2 to 'CCC' from 'BB-';

  -- $96,412,500 class preferred shares to 'CC' from 'CCC'.


CT CDO: S&P Downgrades Ratings on 15 Classes of Notes
-----------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 15
classes from CT CDO IV Ltd.'s series IV and 12 of the lowered
ratings remain on CreditWatch with negative implications.

The downgrades reflect S&P's analysis of the transaction,
including the effect of the deteriorating economy and the current
credit characteristics of the underlying collateral assets.  S&P's
analysis also considered the transaction's liability structure,
and the application of S&P's updated U.S. commercial real estate
collateralized debt obligation criteria.

The 15 ratings remaining on CreditWatch negative reflect the
transaction's exposure to collateral with ratings on CreditWatch
negative ($40.9 million, 10.7%).

According to the May 17, 2010, trustee report, the transaction's
current asset pool included these:

* 32 commercial mortgage-backed securities (CMBS) tranches
  ($241.5 million, 62.8%);

* Eight CRE CDO tranches ($113.5 million, 29.5%); and

* Two subordinated loans ($29.6 million, 7.7%).

Standard & Poor's reviewed and updated its credit estimates for
all of the nondefaulted loan assets.  S&P based the analyses on
its adjusted net cash flows, which S&P derived from the most
recent financial data provided by the collateral manager, CT
Investment Management Co. 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 16
impaired and defaulted CMBS and CRE CDO tranches ($153.3 million,
39.9%).

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 Remaining On Creditwatch Negative

                           CT CDO IV Ltd.
             Collateralized debt obligations series IV

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

      Ratings Lowered And Removed From Creditwatch Negative

                           CT CDO IV Ltd.
             Collateralized debt obligations series IV

                              Rating
                              ------
           Class     To                   From
           -----     --                   ----
           K         CCC-                 B+/Watch Neg
           L         CCC-                 B-/Watch Neg
           M         CCC-                 CCC+/Watch Neg


CWALT INC: Moody's Downgrades Ratings on 32 Tranches
----------------------------------------------------
Moody's Investors Service has downgraded the ratings of 32
tranches from 4 RMBS transactions, backed by Alt-A loans, issued
by Countrywide.

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

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

Complete rating actions are:

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2005-37T1

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

  -- Cl. A-2, Downgraded to Caa1; previously on Jan 14, 2010 A1
     Placed Under Review for Possible Downgrade

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

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

  -- Cl. A-5, Downgraded to Caa3; previously on Jan 14, 2010 B2
     Placed Under Review for Possible Downgrade

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

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2005-53T2

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

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

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

  -- Cl. 2-A-1, Downgraded to Caa3; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

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

  -- Cl. 2-A-3, Downgraded to Ca; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A-4, Downgraded to Ca; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A-5, Downgraded to Ca; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A-6, Downgraded to Caa3; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A-7, Downgraded to Caa3; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. 2-A-8, Downgraded to Ca; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2005-60T1

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

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

  -- Cl. A-3, Downgraded to Caa3; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to Caa2; previously on Jan 14, 2010 Baa3
     Placed Under Review for Possible Downgrade

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

  -- Cl. A-6, Downgraded to Caa3; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. A-8, Downgraded to Caa3; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. A-9, Downgraded to Caa2; previously on Jan 14, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-10, Downgraded to C; previously on Jan 14, 2010 Ca
     Placed Under Review for Possible Downgrade

  -- Cl. A-11, Downgraded to C; previously on Jan 14, 2010 Ca
     Placed Under Review for Possible Downgrade

  -- Cl. A-12, Downgraded to Caa3; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

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

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

  -- Cl. A-7, Downgraded to Caa3; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2005-77T1

  -- Cl. 2-A-3, Downgraded to Caa3; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade


DELPHINUS CDO: Fitch Downgrades Ratings on 13 Classes of Notes
--------------------------------------------------------------
Fitch Ratings has downgraded and subsequently withdrawn the
ratings on the 13 classes of notes issued by Delphinus CDO 2007-1,
LLC/Ltd., following the completion of the portfolio liquidation
and subsequent distribution of the proceeds on June 11, 2010.

Delphinus triggered an event of default in January 2008 and the
controlling noteholders directed the portfolio liquidation.  The
proceeds were not sufficient to make any payments to any notes.
The amount of $1.1 million was retained by the trustee to cover
any residual expenses.

The trustee last reported the drawn amount of the super senior
balance as of Jan. 10, 2010 at $192.1 million and remaining
undrawn notional of $394.8 million.  The super senior notes were
likely drawn upon further, to fund the credit default swap
termination payment.  Fitch does not have information on the
updated drawn balance of the super senior notes and the rating
actions below reflect the last referenced amount mentioned above,
including both drawn and undrawn balances.

Fitch has downgraded and withdrawn these:

  -- $586,867,482 super senior notes to 'D' from 'CC';
  -- $73,500,000 class A-1A notes to 'D' from 'CC';
  -- $86,500,000 class A-1B notes to 'D' from 'CC';
  -- $160,000,000 class A-1C notes to 'D' from 'CC';
  -- $16,583,102 class S notes to 'D' from 'CC';
  -- $144,500,000 class A-2 notes to 'D' from 'CC';
  -- $138,500,000 class A-3 notes to 'D' from 'CC';
  -- $131,000,000 class B notes to 'D' from 'CC';
  -- $86,328,967 class C notes to 'D' from 'C';
  -- $56,830,370 class D-1 notes to 'D' from 'C' ;
  -- $36,709,031 class D-2 notes to 'D' from 'C';
  -- $15,852,570 class D-3 notes to 'D' from 'C';
  -- $18,597,960 class E notes to 'D' from 'C'.

Delphinus is a hybrid structured finance collateralized debt
obligation, which closed on July 19, 2007.  The liability
structure consisted of an unfunded super senior liquidity facility
(super senior notes) above the funded notes.  The principal on the
funded notes was secured by cash asset securities and a reserve
account.  Delphinus' portfolio was comprised of primarily subprime
and Alternative-A residential mortgage backed securities of 2006
and 2007 vintages.  The portfolio was selected and monitored by
Delaware Investments, a member of Macquarie Group since January
2010.


DRYDEN V-LEVERAGED: Moody's Upgrades Ratings on Various Classes
---------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Dryden V-Leveraged Loan CDO 2003:

  -- US$253,000,000 Class A Floating Rate Senior Notes Due 2015
     (current balance of $141,563,372), Upgraded to Aaa;
     previously on June 24, 2009 Downgraded to Aa3;

  -- US$17,000,000 Class B-1 Floating Rate Senior Notes Due 2015,
     Upgraded to A2; previously on June 24, 2009 Downgraded to
     Baa2;

  -- US$10,000,000 Class B-2 Fixed Rate Senior Notes Due 2015,
     Upgraded to A2; previously on June 24, 2009 Downgraded to
     Baa2;

  -- US$9,000,000 Class C-1 Floating Rate Deferrable Notes Due
     2015, Upgraded to Baa3; previously on June 24, 2009
     Downgraded to Ba3;

  -- US$6,500,000 Class C-2 Fixed Rate Deferrable Notes Due 2015,
     Upgraded to Baa3; previously on June 24, 2009 Downgraded to
     Ba3;

  -- US$7,500,000 Class D-1 Floating Rate Deferrable Notes Due
     2015, Upgraded to Caa2; previously on June 24, 2009
     Downgraded to Caa3;

  -- US$5,000,000 Class D-2 Floating Rate Deferrable Notes Due
     2015, Upgraded to Caa2; previously on June 24, 2009
     Downgraded to Caa3;

  -- US$4,500,000 Class D-3 Fixed Rate Deferrable Notes Due 2015,
     Upgraded to Caa2; previously on June 24, 2009 Downgraded to
     Caa3;

  -- US$8,500,000 Class E Floating Rate Deferrable Notes Due 2015,
     Upgraded to Ca; previously on June 24, 2009 Downgraded to C.

According to Moody's, the upgrade rating actions taken result
primarily from substantial delevering of the Class A Notes and
stabilization in the credit quality of the collateral since the
last rating action in June 2009.

The transaction has benefited from the delevering of the Class A
notes, which have been paid down by approximately $86.7MM since
the last rating action, accounting for roughly 38% of the total
Class A notes' outstanding balance reported in May 2009.  A
substantial proportion of this paydown is attributable to
principal prepayments on the underlying loans.  As a result of the
delevering, the overcollateralization ratios have increased since
the last rating action in June 2009.  In particular, as of the
trustee report dated April 12, 2010, the Class A/B, Class C, Class
D, and Class E overcollateralization ratios are reported at
128.88%, 118.03%, 108.05%, and 103.67%, respectively, versus May
2009 levels of 113.95%, 107.43%, 101.08%, and 98.18%,
respectively, and all related overcollateralization tests are
currently in compliance.  Moody's expects delevering to continue
as a result of the end of the deal's reinvestment period in
December 2008.  Additionally, the dollar amount of defaulted
securities has decreased to about $9MM from approximately $27MM in
May 2009.

Finally, Moody's noted that the portfolio includes a number of
investments in securities that mature after the maturity date of
the notes.  Based on the trustee report dated April 12, 2010, the
current level of long-dated securities is 3.63% versus the deal's
covenant level of 2%.  In discussions with the manager, Moody's
understands that the increase in the calculated exposure to
securities that mature after the stated maturity date of the notes
is attributable to the amortization of the collateral pool, as
well as inclusion of a security received by the issuer in
connection with a bankruptcy restructuring.  These investments
potentially expose the notes to market risk in the event of
liquidation at the time of the notes' maturity.  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.

Dryden V-Leveraged Loan CDO 2003, issued in December 10, 2003, is
a collateralized loan obligation backed primarily by a portfolio
of senior secured loans.


DUKE FUNDING: Moody's Downgrades Ratings on Five Classes
--------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
ratings of five classes of notes issued by Duke Funding V, Ltd.
The notes affected by the rating action are:

  -- US$125,000,000 Class I-W Senior Secured Floating Rate
     Notes Due 2033 (current balance of $78,820,929), Downgraded
     to Ca; previously on Aug 20, 2009 Downgraded to Caa2 and
     Placed Under Review for Possible Downgrade;

  -- US$175,000,000 Class I-A1 Senior Secured Floating Rate
     Notes Due 2033 (current balance of $110,349,301), Downgraded
     to Ca; previously on Apr 22, 2009 Downgraded to Caa3;

  -- US$69,000,000 Class I-A2 Senior Secured Floating Rate
     Notes Due 2033 (current balance of $43,509,153), Downgraded
     to Ca; previously on Apr 22, 2009 Downgraded to Caa3;

  -- US$6,000,000 Class I-B Senior Secured Fixed Rate Notes Due
     2033 (current balance of $3,783,405), Downgraded to Ca;
     previously on Apr 22, 2009 Downgraded to Caa3;

  -- US$9,000,000 Class B Combination Securities Due 2038
     (current rated balance of 3,159,218.09), Downgraded to Ca;
     previously on Apr 22, 2009 Downgraded to Caa2.

Duke Funding V, Ltd., issued on August 14, 2003, is a
collateralized debt obligation issuance backed by a portfolio that
consists primarily of residential mortgage-backed securities.
RMBS comprise approximately 90% of the underlying portfolio, of
which the majority were originated in 2003.

According to Moody's, the rating downgrade actions are the result
of deterioration in the credit quality of the underlying
portfolio.  Such credit deterioration is observed through numerous
factors, including a failure of 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 is currently 2554
versus a test level of 360 as of the last trustee report, dated
April 12, 2010.  The Class I overcollateralization ratio, as
reported by the trustee, has decreased from 121.02% in April 2009
to 75.13% in April 2010.

Also, in April 2010, the ratings of approximately $26.3 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.


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

The downgrades and affirmations reflect S&P's analysis of G-Force
2006-1 following continued liquidity interruptions to the
transaction and S&P's downgrades of the commercial mortgage-backed
securities collateral.

As of the May 25, 2010, remittance report, classes C through J
experienced interest shortfalls totaling $671,439.  S&P lowered
its rating on the nondeferrable class C certificates to 'D' after
the class experienced an interest payment interruption.  S&P
previously lowered its ratings on the nondeferrable class D and E
certificates to 'D' following their interest payment
interruptions.

S&P has determined that the liquidity interruptions to G-Force
2006-1 resulted from interest shortfalls on the underlying CMBS
collateral.  The interest shortfalls primarily reflect the master
servicer's recovery of prior advances, appraisal subordinate
entitlement reductions, servicers' nonrecoverability
determinations for advances, and special servicing fees.  S&P
considered G-Force 2006-1's susceptibility to future liquidity
interruptions in its analysis for the classes S&P downgraded.

S&P's analysis of the transaction also considered the downgrade of
five certificates that collateralize G-Force 2006-1.  The
downgraded underlying certificates are from GMAC Commercial
Mortgage Securities Inc.'s series 2003-C1 ($29.1 million, 4.2% of
total asset balance).

According to the May 25, 2010, trustee report, the transaction's
current assets included 80 classes ($607.8 million, 87.7%) of CMBS
pass-through certificates from 37 distinct transactions issued
between 1997 and 2006.  The current assets also included six
classes ($68.1 million, 9.8%) from G-FORCE 2005-RR2 Trust, which
is a CMBS resecuritization, as well as two CRE loans
($16.7 million, 2.4%).  The aggregate principal balance of the
assets totaled $692.7 million.

Standard & Poor's analyzed G-Force 2006-1 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

                      G-Force CDO 2006-1 Ltd.
                 Collateralized debt obligations

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

      Ratings Affirmed And Removed From Creditwatch Negative

                     G-Force CDO 2006-1 Ltd.
                  Collateralized debt obligations

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

                         Ratings Affirmed

                     G-Force CDO 2006-1 Ltd.
                  Collateralized debt obligations

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


G-STAR 2003-3: Fitch Downgrades Ratings on Five Classes of Notes
----------------------------------------------------------------
Fitch Ratings has downgraded five classes and affirmed one class
of notes issued by G-Star 2003-3, Ltd./Corp as a result of
negative credit migration in the portfolio.

Since Fitch's last rating action in March 2009, approximately
34.6% of the portfolio has been downgraded.  Currently, 38.8% is
on Rating Watch Negative.  Approximately 42.8% of the portfolio
has a Fitch derived rating below investment grade compared to
27.9% at last review.  According to the June 15, 2010 trustee
report, defaulted assets now total $14,693,299, or 6.5% of the
portfolio.  Further, the collateralized debt obligation has paid
down $39.2 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-1 notes have been downgraded to 'B', reflecting the
sensitivity to Fitch's up interest rate stress scenario.

For classes A-2 and lower, Fitch compared the credit enhancement
level with the amount of underlying assets considered distressed
(rated 'CCC' and lower).  These assets have a high probability of
default and low expected recoveries upon default.  The class A-2
notes have credit enhancement level of 14.7% as compared to the
28.0% of the portfolio considered distressed.  Fitch believes that
default is probable at or prior to maturity and therefore the
class has been downgraded to 'CC'.  For classes A-3 and lower, the
credit enhancement is 6.8% or lower.  Given the amount of
distressed collateral (28%), Fitch views default as inevitable for
these classes and has downgraded them to 'C'.

Due to the failure of the class A coverage test, the class B-1 and
B-2 notes are receiving payment in kind interest payments, whereby
the principal balance of the notes is written up by the amount of
interest owed.

The Negative Rating Outlook on the class A-1 reflects Fitch's
expectation that underlying commercial mortgage backed security
loans will continue to face refinance risk at maturity as well as
continued pressure in the residential mortgage backed security
space.  Fitch also assigned a Loss Severity rating to the class A-
1 notes.  An LS rating indicates a 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.

G-Star 2003-3 is a cash flow CRE CDO which closed on March 13,
2003.  The collateral is composed of 40.0% RMBS, 37.7% CMBS, 10.0%
asset backed securities, 11.2% real estate investment trusts, and
1.1% real estate CDOs.

Fitch has downgraded, affirmed, or revised Outlooks, and assigned
an LS rating for these classes as indicated:

  -- $146,197,926 class A-1 notes downgraded to 'B/LS3' from 'AA',
     Outlook Negative;

  -- $48,000,000 class A-2 notes downgraded to 'CC' from 'BB';

  -- $18,000,000 class A-3 notes downgraded to 'C' from 'CCC';

  -- $5,302,271 class B-1 notes downgraded to 'C' from 'CC';

  -- $16,061,774 class B-2 notes downgraded to 'C' from 'CC';

  -- $24,000,000 preferred shares affirmed at 'C'.


GLACIER FUNDING: Moody's Downgrades Ratings on Two Classes
----------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
ratings of two classes of notes issued by Glacier Funding CDO I
Limited.  The notes affected by the rating action are:

  -- US$44,000,000 Class A-2 Second Priority Senior Floating Rate
     Notes Due 2039, Downgraded to Caa1; previously on August 21,
     2009 Downgraded to B1;

  -- US$43,500,000 Class B Third Priority Senior Floating Rate
     Notes Due 2039, Downgraded to C; previously on August 21,
     2009 Downgraded to Caa3.

Glacier Funding CDO I Limited is a collateralized debt obligation
issuance backed by a portfolio of asset-backed securities
originated between 2001 and 2004.

According to Moody's, the rating downgrade actions are the result
of deterioration in the credit quality of the underlying
portfolio.  Such credit deterioration is observed through numerous
factors, including a decline in the average credit rating of the
portfolio (as measured by an increase in the weighted average
rating factor), an increase in the dollar amount of defaulted
securities, and failure of the coverage tests.  The weighted
average rating factor, as reported by the trustee, has increased
from 1302 in August 2009 to 2200 in June 2010.  Defaulted
securities, as reported by the trustee, has also increased from
$12 million to $20 million in that period.  Additionally,
approximately $30 million of RMBS within the underlying portfolio
are currently on review for possible downgrade as a result of
Moody's updated loss projections.

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.

The actions also take into consideration the occurrence on August
10, 2009, as reported by the Trustee, of an Event of Default
described in Section 5.1(i) of the Indenture dated March 10, 2004.
As provided in Article V of the Indenture during the occurrence
and continuance of an Event of Default, certain holders of Notes
may be entitled to direct the Trustee to take particular actions
with respect to the Collateral and the Notes.  The severity of
losses of certain tranches may be different, however, depending on
the timing and outcome of a liquidation.

In addition to the quantitative factors that are explicitly
modeled, qualitative factors are part of rating committee
considerations.  These qualitative factors include the structural
protections in each transaction, the recent deal performance in
the current market environment, the legal environment, specific
documentation features, the collateral manager's track record, and
the potential for selection bias in the portfolio.  All
information available to rating committees, including
macroeconomic forecasts, input from other Moody's analytical
groups, market factors, and judgments regarding the nature and
severity of credit stress on the transactions, may influence the
final rating decision.


GLOBAL MORTGAGE: Moody's Downgrades Ratings on 10 Tranches
----------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 10
tranches from a RMBS transaction, backed by prime jumbo loans,
issued by Global Mortgage Securitization 2005-A Ltd.

The collateral backing the transaction consists primarily of
first-lien, fixed-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.

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.

Complete rating actions are:

Issuer: Global Mortgage Securitization 2005-A Ltd

  -- Cl. A1, Downgraded to Baa2; previously on Jan 14, 2010 Aaa
     Placed Under Review for Possible Downgrade

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

  -- Cl. A3, Downgraded to Baa2; previously on Jan 14, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. X-A1, Downgraded to Baa2; previously on Jan 14, 2010 Aaa
     Placed Under Review for Possible Downgrade

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

  -- Cl. B2, Downgraded to Caa2; previously on Jan 14, 2010 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. B3, Downgraded to Caa2; previously on Jan 14, 2010 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. B4, Downgraded to Caa3; previously on Jan 14, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. B5, Downgraded to C; previously on Jan 14, 2010 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. B6, Downgraded to C; previously on Jan 14, 2010 B2 Placed
     Under Review for Possible Downgrade


GMAC COMMERCIAL: Fitch Takes Rating Actions on 1998-C1 Certs.
-------------------------------------------------------------
Fitch Ratings downgrades, removes from Rating Watch Negative and
assigns Loss Severity ratings, Rating Outlooks or Recovery Ratings
to these classes of GMAC Commercial Mortgage Securities, Inc.'s
commercial mortgage pass-through certificates, series 1998-C1:

  -- $32.4 million class G to 'BB/LS5' from 'BBB'; Outlook
     Negative;

  -- $25.2 million class H to 'CCC/RR1' from 'B'.

Fitch affirms and revises the Recovery Rating of this class as
indicated:

  -- $14.4 million class J to 'CC/RR4' from 'CC/RR3'.

In addition, Fitch affirms, removes from Rating Watch Negative and
assigns LS ratings and Rating Outlooks to these classes:

  -- $42.3 million class E at 'AAA/LS4'; Outlook Stable;
  -- $43.1 million class F at 'A-/LS4'; Outlook Stable.

Fitch withdraws the rating of the interest-only class X.

Classes A-1, A-2, B, C and D have paid in full.

The $25.2 million class K, $14.4 million class L and $10.8 million
class M all remain at 'C/RR6'.  Fitch does not rate the
$5.9 million class N certificates.

The downgrades are 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 29.6% of the remaining pool balance
from the loans in special servicing and non-recoverable interest
shortfalls.  The 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 85.1% to $213.6 million from $1.44 billion
at issuance.  Three loans (7.3%) have defeased.  Fitch has
identified six Loans of Concern (64.6%), including three assets in
special servicing (57.1%), one of which transferred to the special
servicer after the May 2010 remittance cutoff date.

The largest specially serviced loan (52.5%) is the Senior Living
Properties portfolio, which is the largest loan remaining in the
pool.  The loan is performing under a loan modification with a
maturity extension through August 2010.  The portfolio census
continues to be approximately 60%.

The second largest specially serviced loan (3%) is secured by a
limited-service hotel property located in Portland, OR.  The asset
transferred to special servicing in May 2010 for imminent monetary
default and the borrower is seeking payment relief.

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 payoff
at maturity.  Under this scenario, there are no additional loans
not expected to payoff at maturity.


GMAC COMMERCIAL: Fitch Takes Rating Actions on 2002-C3 Certs.
-------------------------------------------------------------
Fitch Ratings has removed from Rating Watch Negative, downgraded,
revised and assigned Rating Outlooks, and assigned Loss Severity
ratings or Recovery Ratings to GMAC Commercial Mortgage
Securities, Inc. commercial mortgage pass-through certificates,
series 2002-C3, as indicated:

  -- $18.5 million class J to 'BBB/LS4' from 'A-'; Outlook
     Negative;

  -- $8.7 million class K to 'BB/LS5' from 'BBB'; Outlook
     Negative;

  -- $5.8 million class L to 'BB/LS5' from 'BBB-'; Outlook
     Negative;

  -- $4.9 million class M to 'B-/LS5' from 'BB+'; Outlook
     Negative;

  -- $3.9 million class N to 'CCC/RR1' from 'B+';

  -- $2.7 million class O-1 to 'CC/RR3' from 'B';

  -- $1.2 million class O-2 to 'C/RR6' from 'B-'.

In addition, Fitch has affirmed and assigned LS ratings as
indicated:

  -- $97.5 million class A-1 at 'AAA/LS1'; Outlook Stable;
  -- $406.4 million class A-2 at 'AAA/LS1'; Outlook Stable;
  -- $29.2 million class B at 'AAA/LS1'; Outlook Stable;
  -- $11.7 million class C at 'AAA/LS1'; Outlook Stable;
  -- $18.5 million class D at 'AAA/LS1'; Outlook Stable
  -- $11.7 million class E at 'AAA/LS4'; Outlook Stable;
  -- $9.7 million class F at 'AAA/LS4'; Outlook Stable;
  -- $9.7 million class G at 'AA+/LS4'; Outlook Stable;
  -- $9.7 million class H at 'AA-/LS4'; Outlook Negative.

Fitch does not rate $6.2 million class P.  Fitch has withdrawn the
rating of the interest only classes X-1 and X-2.

The downgrades are 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 2.4%
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.  Expected loss as a percentage of the
original deal balance is 3.4%.  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 20.4% to $619.1 million from $777.4 million
at issuance.  Twenty-two loans (30.5%) have defeased.

Fitch has identified 15 Loans of Concern (16.2%), including four
assets in special servicing (3.3%).  The largest (1.3%) specially
serviced asset is a collateralized by secured by a 166,435 square
foot retail property in Traverse City, MI.  The subject is
currently 83% occupied and several tenants are delinquent and/or
asking for rent reductions.

The second largest (0.8%) specially serviced loan is a 46,617 SF
office property located in Temecula, CA.  The loan transferred for
a non-monetary default due to the involuntary appointment of a
receiver while the majority owners were in divorce proceedings.
The court terminated the receiver and awarded the property to the
wife.  The loan is expected to return to the master.

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, 26 loans are not expected to
pay off at maturity with eight loans incurring a loss when
compared to Fitch's stressed value.


GMAC COMMERCIAL: S&P Downgrades Ratings on 13 2004-C2 Securities
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 13
classes of commercial mortgage-backed securities from GMAC
Commercial Mortgage Securities Inc.'s series 2004-C2 and removed
them from CreditWatch with negative implications.  S&P lowered two
of these ratings to 'D'.  In addition, S&P affirmed its ratings on
six other 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
mezzanine and subordinate classes reflect credit support erosion
that S&P anticipate will occur upon the eventual resolution of
five specially serviced assets and one asset that S&P determined
to be credit-impaired.  In addition, current and potential
interest shortfalls, primarily due to appraisal subordinate
entitlement reductions and special servicing fees, prompted us to
lower its ratings on classes N and O to 'D'.  S&P expects these
interest shortfalls to continue for the foreseeable future.

S&P's 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 of 1.71x and a loan-to-value ratio of 78.1%.  S&P further
stressed the loans' cash flows under its 'AAA' scenario to yield a
weighted average DSC of 1.35x and an LTV ratio of 100.3%.  The
implied defaults and loss severity under the 'AAA' scenario were
33.5% and 37.3%, respectively.  All of the adjusted DSC and LTV
calculations excluded five ($62.5 million, 7.9%) specially
serviced assets, one ($12.7 million, 1.6%) loan that S&P
determined to be credit-impaired, and six ($123.6 million, 15.5%)
defeased loans.  S&P separately estimated losses for the six
specially serviced and credit-impaired assets, which S&P included
in S&P's 'AAA' scenario implied default and loss figures.

The affirmations of the ratings on the principal and interest
certificates reflect subordination levels that are consistent with
the outstanding ratings.  S&P affirmed its ratings on the class X-
1 and X-2 interest-only certificates based on its current
criteria.

                      Credit Considerations

As of the June 2010 remittance report, five assets ($62.5 million,
7.9%), including the sixth- and eighth-largest exposures in the
pool, were with the special servicer, Midland Loan Services Inc.
Each of these assets is more than 90 days delinquent.  Appraisal
reduction amounts totaling $10.0 million are in effect for the
four largest assets.

The Providence Biltmore Hotel, the sixth-largest exposure in the
pool, is the largest asset with the special servicer and has a
total exposure of $23.6 million (3.0%), which consists of
$22.4 million of unpaid principal balance and $1.2 million of
advancing and interest thereon.  The loan is secured by a 290-room
full-service hotel in Providence, R.I.  The loan was transferred
to Midland on Feb. 9, 2009, due to payment default.  According to
the special servicer, a loan modification has been executed, which
entails an additional capital contribution by the borrower along
with an interest deferment.  While Midland expects this loan to be
returned to the master servicer in the near future, Standard &
Poor's anticipates a moderate loss upon the eventual resolution of
this asset.  As of the nine months ended Sept. 30, 2009, the
property had a reported DSC of 0.55x with 56.3% occupancy.

The Turnbury Park Apartments loan, the eighth-largest exposure in
the pool, has a total exposure of $15.9 million, which consists of
$15.5 million of unpaid principal balance and $0.4 million of
advancing and interest thereon.  The loan is secured by 161-unit
multifamily complex in Canton, Mich.  The loan was transferred to
Midland on July 10, 2009, due to imminent default.  The borrower
has reported that local economic conditions have negatively
affected rent amounts and occupancy levels, and expects these
conditions to continue for the foreseeable future.  As of Dec. 31,
2009, the property was 86.3% occupied.  Standard & Poor's
anticipates a significant loss upon the resolution of this asset.

The Silverado Shopping Center loan has a total exposure of
$13.9 million (1.7%), which consists of $13.5 million of unpaid
principal balance and $0.4 million of advancing and interest
thereon.  The loan is secured by a 93,700-sq.-ft. anchored retail
center in Las Vegas.  The loan was transferred to Midland on
Feb. 25, 2010, due to imminent default.  According to the special
servicer, high vacancy is negatively affecting cash flow at the
property.  As of the 12 months ended July 31, 2009, DSC for the
property was 0.83x.  As of March 31, 2010, the property was 55.0%
occupied.  Standard & Poor's anticipates a moderate loss upon the
eventual resolution of this asset.

The two remaining specially serviced loans ($11.0 million, 1.4%)
have balances of $7.6 million and $3.4 million, respectively, or
1.0% and 0.4% of the total pool balance.  S&P estimate moderate
losses for these assets upon their eventual resolution.

In addition to the specially serviced assets, S&P determined one
loan ($12.7 million, 1.6%) to be credit impaired.  The Lakeside
Office Building loan is secured by a 152,600-sq.-ft. office
complex in Phoenix.  The loan had previously been with the special
servicer due to payment default.  It was transferred back to the
master servicer this month following a loan modification.  This
modification provided for a two-year extension of the loan's
maturity date, with an interest rate reduction and an interest-
only rate structure.  According to the special servicer, the
property has experienced cash flow difficulties due to low
occupancy.  As of April 15, 2010, the property was 49.0% occupied.
As a result, S&P view this loan to be at an increased risk of
default and loss.

Three loans ($12.0 million, 1.0%) that were previously with the
special servicer have 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.

                       Transaction Summary

As of the June 2010 remittance report, the aggregate trust balance
was $795.9 million, which represents 85.2% of the aggregate pooled
trust balance at issuance.  There are 65 assets in the pool, down
from 74 at issuance.  The master servicer for the transaction is
Berkadia Commercial Mortgage LLC.  The master servicer provided
financial information for 93.7% of the loans in the pool, and
100.0% of the servicer-provided information was full-year 2008,
interim 2009, or full-year 2009 data.

S&P calculated a weighted average DSC of 1.63x for the pool based
on the reported figures.  S&P's adjusted DSC and LTV were 1.71x
and 78.1%, respectively, which exclude five ($62.5 million, 7.9%)
specially serviced assets, one ($12.7 million, 1.6%) loan that S&P
determined to be credit-impaired, and six ($123.6 million, 15.5%)
defeased loans.  S&P separately estimated losses for the five
specially serviced assets and one credit-impaired asset, five of
which had reported financial data.  Based on this information,
these five assets had a weighted average DSC of 0.59x.  If S&P
were to include these loans in S&P's calculation, its adjusted DSC
would be 1.61x.  To date, the trust has experienced principal
losses totaling $4.6 million relating to three assets.  Eleven
loans ($133.1 million, 16.7%), including the third- and ninth-
largest real estate exposures in the pool, are on the master
servicer's watchlist.  Twelve loans ($168.6 million, 21.2%) have a
reported DSC of less than 1.10x, and 10 of these loans
($158.5 million, 19.9%) have a reported DSC of less than 1.0x.

                     Summary Of Top 10 Loans

The top 10 real estate exposures have an aggregate outstanding
balance of $406.5 million (51.1%).  Using servicer-reported
numbers, S&P calculated a weighted average DSC of 1.75x for the
top 10 exposures.  S&P's adjusted DSC and LTV for these loans were
1.81x and 78.0%, respectively.  The sixth- and eight-largest
exposures in the pool, which are with the special servicer, were
excluded from S&P's calculations.  The third- and ninth-largest
real estate exposures appear on the master servicer's watchlist
and are discussed below.

The Parmatown Shopping Center loan ($64.0 million, 8.0%), the
third-largest exposure in the pool, is secured by an 861,207-sq.-
ft. regional mall in Parma, Ohio.  The loan appears on the master
servicer's watchlist due to low DSC.  As of Dec. 31, 2009, the
property had a reported DSC of 0.65x.  The reported occupancy was
81.9% as of Feb. 16, 2010.

The Shoppes at St. Lucie West loan ($15.3 million, 1.9%), the
ninth-largest exposure in the pool, is secured by a 200,457-sq.-
ft. anchored retail center in Port St.  Lucie, Fla.  The loan
appears on the master servicer's watchlist due to low DSC.  As of
Dec. 31, 2009, the property had a reported DSC of 0.99x with 94.9%
occupancy.

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

             GMAC Commercial Mortgage Securities Inc.
   Commercial mortgage pass-through certificates series 2004-C2

                 Rating
                 ------
    Class  To             From           Credit enhancement (%)
    -----  --             ----           ----------------------
    B      AA             AA+/Watch Neg                   14.49
    C      A+             AA/Watch Neg                    13.17
    D      BBB+           A/Watch Neg                     10.83
    E      BBB-           A-/Watch Neg                     9.21
    F      BB             BBB+/Watch Neg                   7.90
    G      B+             BBB/Watch Neg                    5.99
    H      B-             BBB-/Watch Neg                   4.23
    J      CCC            BB+/Watch Neg                    3.50
    K      CCC-           BB/Watch Neg                     2.76
    L      CCC-           BB-/Watch Neg                    2.18
    M      CCC-           B+/Watch Neg                     1.88
    N      D              B/Watch Neg                      1.44
    O      D              B-/Watch Neg                     1.00

                         Ratings Affirmed

             GMAC Commercial Mortgage Securities Inc.
   Commercial mortgage pass-through certificates series 2004-C2

            Class  Rating        Credit enhancement (%)
            -----  ------        ----------------------
            A-1A   AAA                            17.72
            A-2    AAA                            17.72
            A-3    AAA                            17.72
            A-4    AAA                            17.72
            X-1    AAA                              N/A
            X-2    AAA                              N/A

                      N/A -- Not applicable.


GREENWICH CAPITAL: Moody's Affirms Ratings on Eight 2005-GG5 Notes
------------------------------------------------------------------
Moody's Investors Service affirmed the ratings of eight classes
and downgraded 15 classes of Greenwich Capital Commercial Funding
Corp. Commercial Mortgage Trust, Series 2005-GG5.  The downgrades
are due to higher expected losses for the pool resulting from
anticipated losses from specially serviced loans, increased credit
quality dispersion, and concerns about refinancing risk for loans
approaching maturity in an adverse environment.  Sixteen loans,
representing 12% of the pool, mature within the next 24 months and
have a Moody's stressed debt service coverage ratio (DSCR) less
than 1.00X.  The pool has experienced higher dispersion with 23%
of the pool having a LTV over 120% compared to 13% at last review
and 3% at securitization.

The 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.

On March 25, 2010 Moody's placed 15 classes of this transaction on
review for possible downgrade.  This action concludes Moody's
review of this transaction.  The rating action is the result of
Moody's on-going surveillance of commercial mortgage backed
securities transactions.

As of the June 11, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 3% to $4.16 billion
from $4.29 billion at securitization.  The Certificates are
collateralized by 171 mortgage loans ranging in size from less
than 1% to 8% of the pool, with the top ten loans representing 42%
of the pool.  The pool includes two loans with investment grade
underlying ratings, representing 3% of the pool.  Four loans,
representing 1% of the pool, have defeased and are collateralized
by U.S. Government securities.

Sixty-three loans, representing 22% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of 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.

Two loans have been liquidated from the pool, resulting in an
aggregate $5.9 million realized loss (41% loss severity on
average).  Twenty nine loans, representing 22% of the pool, are
currently in special servicing.  The largest specially serviced
loan is the Lynnhaven Mall Loan ($232.0 million -- 5.6% of the
pool), which is secured by the borrower's interest in a
1.3 million square foot regional mall located in Virginia Beach,
Virginia.  The mall is anchored by JC Penney, Macy's and
Dillard's.  The loan sponsor is General Growth Properties.  The
loan was transferred to special servicing in April 2009 due to
GGP's bankruptcy's filing but is expected to be returned to master
servicer after the reorganization plan is completed.  The loan's
maturity has been extended to January 4, 2017.  Performance has
declined slightly since securitization but has been partially
offset by 7% amortization.  Moody's does not expect a loss from
this loan.  Moody's current LTV and stressed DSCR are 98% and
0.89X, respectively, compared to 96% and 0.9X at last review.

Of the remaining 28 specially serviced loans, 15 loans are either
90+ days delinquent, real estate owned or in the process of
foreclosure.  The servicer has recognized an aggregate
$140.4 million appraisal reduction for sixteen of the specially
serviced loans.  Moody's estimates an aggregate $195.4 million
loss for 27 of the specially serviced loans (32% expected loss on
average).

In addition to recognizing losses from specially serviced loans,
Moody's has assumed a high default probability on nine loans,
representing 3% of the pool, due to refinancing risk or
performance issue.  Moody's estimates a $28.5 million aggregate
expected loss for these troubled loans (24% expected loss on
average based on 40% loss severity and 59% probability of
default).  Moody's rating action recognizes potential uncertainty
around the timing and magnitude of loss from these troubled loans.

Moody's was provided with full-year 2008 and partial or full-year
2009 operating results for 99% and 52% of the pool, respectively.
Excluding specially serviced and troubled loans, Moody's weighted
average LTV ratio is 106% compared to 103% at Moody's prior
review.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCR are 1.35X and 0.94X, respectively, compared to
1.38X and 0.97X at last review.  Moody's actual DSCR is based on
Moody's net cash flow and the loan's actual debt service.  Moody's
stressed DSCR is based on Moody's NCF and a 9.25% stressed rate
applied to the loan balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple-notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 37, essentially the same as at last review.

The largest loan with an underlying rating is the San Francisco
Centre Loan ($60.0 million -- 1.4%), which represents a 50% pari
passu interest in a $120.0 million first mortgage loan.  The loan
is secured by the borrower's leasehold interest in a 498,100
square foot retail center located in the Union Square retail area
of San Francisco, California.  The tenancy consists of a mix of
established and trend-setting boutiques, traditional high-end mall
retailers and a flagship Nordstrom and Bloomingdale, which are not
part of the collateral.  The center was 99% leased as of December
2009, essentially the same as at last review and securitization.
Performance has been stable.  The loan sponsors are the Westfield
Group and Forest City.  Moody's current underlying rating and
stressed DSCR are Baa2 and 1.24X, respectively, the same as at
last review.

The second largest loan with an underlying rating is the Imperial
Valley Loan ($55.4 million -- 1.3%), which is secured by the
borrower's interest in an 765,000 square foot regional mall
located in El Centro, California.  The center is anchored by
Sears, Dillard's, JC Penney and Macy's.  As of March 2010, the
center was 98% leased, essentially the same as at last review.
Performance has been stable.  Moody's current underlying rating
and stressed DSCR are Baa3 and 1.30X, respectively, compared to
Baa3 and 1.25X at last review.

The top three conduit loans represent 20% of the pool.  The
largest conduit loan is the 731 Lexington Avenue Loan
($320.0 million -- 7.7%), which is secured by a 148,000 square
foot multi-level retail condominium located on Lexington Avenue
between East 58th and East 59th Street in New York City.  The
property is 100% leased, the same as last review.  Major tenants
include Home Depot, which occupies 53% of the premises through
January 2025, H&M and the Container Store.  The office component
serves as the headquarters for Bloomberg LP.  Performance has been
stable.  Moody's LTV and stressed DSCR are 99% and 0.85X,
respectively, compared to 96% and 0.87X at last review.

The second largest conduit loan is the Schron Industrial Portfolio
Loan ($317.5 million -- 7.6%), which is secured by 36
industrial/flex facilities totaling 6.2 million square feet of
space located in 14 states.  The largest state concentration is
Pennsylvania (19%).  The largest tenant exposure is Maytag
Appliances, which leases 15% of the portfolio.  Performance has
slightly declined since last review.  Moody's LTV and stressed
DSCR are 129% and 0.75X, respectively, compared to 122% and 0.80X
at last review.

The third largest conduit loan is the Maryland Multifamily
Portfolio Loan ($200.0 million -- 4.8%), which represents a 59%
pari passu interest in a $340.0 million first mortgage loan.  The
loan is secured by nine multifamily properties located mostly in
suburban Baltimore, Maryland.  The portfolio was 93% leased as of
September 2009 compared to 90% at last review.  Performance has
been stable.  Moody's LTV and stressed DSCR are 119% and 0.80X,
respectively, compared to 117% and 0.81X at last review.

Moody's rating action is:

  -- Class A-2, $892,191,152, affirmed at Aaa; previously assigned
     at Aaa on 1/17/2006

  -- Class A-3 $65,000,000, affirmed at Aaa; previously assigned
     at Aaa on 1/17/2006

  -- Class A-4-1, $307,000,000, affirmed at Aaa; previously
     assigned at Aaa on 1/17/2006

  -- Class A-4-2, $50,000,000, affirmed at Aaa; previously
     assigned at Aaa on 1/17/2006

  -- Class A-AB, $139,000,000, affirmed at Aaa; previously
     assigned at Aaa on 1/17/2006

  -- Class A-5, $1,427,604,000, affirmed at Aaa; previously
     assigned at Aaa on 1/17/2006

  -- Class XP, Notional, affirmed at Aaa; previously assigned at
     Aaa on 1/17/2006

  -- Class XC, Notional, affirmed at Aaa; previously assigned at
     Aaa on 1/17/2006

  -- Class A-M, $429,515,000, downgraded to Aa2 from Aaa;
     previously placed on review for possible downgrade on
     3/25/2010

  -- Class A-J, $300,660,000, downgraded to A3 from Aaa;
     previously placed on review for possible downgrade on
     3/25/2010

  -- Class B, $96,641,000, downgraded to Baa2 from Aa2; previously
     placed on review for possible downgrade on 3/25/2010

  -- Class C, $37,583,000, downgraded to Ba1 from Aa3; previously
     placed on review for possible downgrade on 3/25/2010

  -- Class D, $80,534,000, downgraded to B2 from A2; previously
     placed on review for possible downgrade on 3/25/2010

  -- Class E, $37,582,000, downgraded to B3 from A3; previously
     placed on review for possible downgrade on 3/25/2010

  -- Class F, $53,690,000, downgraded to Caa2 from Baa1;
     previously placed on review for possible downgrade on
     3/25/2010

  -- Class G, $42,951,000, downgraded to Ca from Baa2; previously
     placed on review for possible downgrade on 3/25/2010

  -- Class H, $48,321,000, downgraded to C from Baa3; previously
     placed on review for possible downgrade on 3/25/2010

  -- Class J, $21,476,000, downgraded to C from Ba1; previously
     placed on review for possible downgrade on 3/25/2010

  -- Class K, $21,475,000, downgraded to C from Ba2; previously
     placed on review for possible downgrade on 3/25/2010

  -- Class L, $21,476,000, downgraded to C from Ba3; previously
     placed on review for possible downgrade on 3/25/2010

  -- Class M, $5,369,000, downgraded to C from B1; previously
     placed on review for possible downgrade on 3/25/2010

  -- Class N, $16,107,000, downgraded to C from B2; previously
     placed on review for possible downgrade on 3/25/2010

  -- Class O, $10,738,000, downgraded to C from B3; previously
     placed on review for possible downgrade on 3/25/2010


GS MORTGAGE: Moody's Affirms Ratings on Ten 2005-ROCK Securities
----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of ten pooled
classes of GS Mortgage Securities Corporation II, Trust Pass-
Through Securities, Series 2005-ROCK due to the stable performance
of the real estate collateral.  The rating action is a result of
Moody's on-going surveillance of commercial mortgage backed
securities transactions.

The $1,685.0 million Rockefeller Center loan is secured by a
$1.210.0 million first lien mortgage on the borrower's fee and
leasehold interests in the property; the additional $475.0 million
in debt is secured by a pledge of 100% of the equity interest in
the borrower held by RCPI Mezz, LLC.  The sponsor of the loan is
Tishman Speyer Crown Equities.  The fixed-rate interest-only loan
has a 20-year term maturing in May 2025.

Rockefeller Center is a 12-builiding office, retail and
entertainment complex, located in midtown Manhattan, New York
City.  The landmark development consists of 6.7 million square
feet of net rentable area with approximately 5.5 million square
feet of office space, 691,563 square feet of retail and storage
space and Radio City Music Hall, containing 548,250 square feet
with a seating capacity of 6,000.  As of January 2010, the office
space was 87% leased and the retail and storage space was 88%
leased.  Including Radio City Music Hall, Rockefeller Center was
93% leased, compared to 94% at securitization.

The ten largest tenants occupy approximately 39% of total NRA and
contribute approximately 31% of total rent.  Large concentrations
of office space expiring with the next five years include Lazard
Frerer & Co., the second largest tenant after Radio City Music
Hall, leasing 376,250 square feet with lease expirations in May
2012 and March 2013.  Three office tenants, leasing a total of
694,813 square feet, have lease expirations in 2014.  These
include Chadbourne & Parke (302,263 square feet), Simon & Schuster
(292,391 square feet) and Baker & Botts, LLP (100,159 square
feet).  Significant retail tenants include Banana Republic (47,725
square feet, lease expiration in 2016), Facconable USA (21,600
square feet, lease expiration in 2018) and Kenneth Cole (17,362
square feet, lease expiration in 2015).

Moody's loan to value ratio is 78%, compared to 79% at last
review.  Moody's stressed debt service coverage ratio is 1.18X,
compared to 1.16X at last review.

Moody's rating action is:

  -- Class A, $437,316,000, affirmed at Aaa; previously on June 1,
     2005 assigned Aaa

  -- Class A-FL, $725,000,000, affirmed at Aaa; previously on June
     1, 2005 assigned Aaa

  -- Class X-1, Notional, affirmed at Aaa; previously on June 1,
     2005 assigned Aaa

  -- Class B, $474,684,000, affirmed at Aa1; previously on June 1,
     2005 assigned Aa1

  -- Class C1, $57,723,000, affirmed at A1; previously on March 4,
     2009 downgraded to A1 from Aa3

  -- Class E, $65,561,000, affirmed at A3; previously on March 4,
     2009 downgraded to A3 from A2

  -- Class F, $65,560,000, affirmed at Baa1; previously on
     March 4, 2009 downgraded to Baa1 from A3

  -- Class G, $76,595,000, affirmed at Baa2; previously on
     March 4, 2009 downgraded to Baa2 from Baa1

  -- Class H, $43,651,000, affirmed at Baa3; previously on
     March 4, 2009 downgraded to Baa3 from Baa2

  -- Class J, $56,864,000, affirmed at Ba1; previously on March 4,
     2009 downgraded to Ba1 from Baa3


GS MORTGAGE: Moody's Downgrades Ratings on 12 2006-CC1 Notes
------------------------------------------------------------
Moody's Investors Service downgraded twelve classes of Notes
issued by GS Mortgage Securities Corporation II, Series 2006-CC1
due to deterioration in the credit quality of the underlying
portfolio as measured by deterioration in the weighted average
rating factor.  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.

GS Mortgage Securities Corporation II, Series 2006-CC1 is a static
Re-Remic CRE CDO transaction backed by a portfolio of commercial
mortgage backed securities collateral.  As of May 21, 2010, the
aggregate Notes balance of the transaction, including the Income
Notes, has decreased to $393.2 million from $406.2 million at
issuance, due to approximately $13.0 million in pay-downs to the
Class A Notes.

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.

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the entire
pool and the results will be reflected in a future Trustee Report.
The bottom-dollar WARF is a measure of the default probability
within a collateral pool.  Moody's modeled a bottom-dollar WARF of
2,348 compared to 705 at last review.  The distribution of current
ratings and credit estimates is: Aaa-Aa3 (3.6% compared to 3.3% at
last review), A1-A3 (5.8% compared to 2.5% at last review), Baa1-
Baa3 (37.6% compared to 64.7% at last review), Ba1-Ba3 (22.1%
compared to 27.6% at last review), B1-B3 (14.2% compared to 1.8%
at last review), Caa1-C (16.8% compared to 0% at last review).

WAL acts to adjust the probability of default of the collateral
pool for time.  Moody's modeled to the actual WAL of 5.1 years
compared to 6.2 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 the actual
WARR of 15.7% compared to 17.9% 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 17.5% compared to 43.4% at last review.
The lower MAC is due to the increase in ratings dispersion within
the collateral pool.

Moody's review incorporated, CDOROM v2.6, one of Moody's CDO
rating models which was released on May 27, 2010.

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.

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.

The rating actions are:

  -- Class A, Downgraded to Ba3; previously on February 12, 2009
     Downgraded to Baa1

  -- Class B, Downgraded to C; previously on February 12, 2009
     Downgraded to Ba3

  -- Class C, Downgraded to C; previously on February 12, 2009
     Downgraded to B1

  -- Class D, Downgraded to C; previously on February 12, 2009
     Downgraded to B2

  -- Class E, Downgraded to C; previously on February 12, 2009
     Downgraded to B2

  -- Class F, Downgraded to C; previously on February 12, 2009
     Downgraded to B3

  -- Class G, Downgraded to C; previously on February 12, 2009
     Downgraded to B3

  -- Class H, Downgraded to C; previously on February 12, 2009
     Downgraded to Caa1

  -- Class J, Downgraded to C; previously on February 12, 2009
     Downgraded to Caa2

  -- Class K, Downgraded to C; previously on February 12, 2009
     Downgraded to Caa3

  -- Class L, Downgraded to C; previously on January 11, 2009
     Downgraded to Caa3

  -- Class M, Downgraded to C; previously on January 11, 2009
     Downgraded to Caa3

Moody's monitors transactions on both a monthly basis through a
review of the available Trustee Reports and a periodic basis
through a full review.  Moody's prior full review is summarized in
a press release dated February 12, 2009.


GS MORTGAGE: Moody's Downgrades Ratings on 17 2006-RR2 Notes
------------------------------------------------------------
Moody's Investors Service downgraded seventeen classes of Notes
issued by GS Mortgage Securities Corporation II, Series 2006-RR2
due to deterioration in the credit quality of the underlying
portfolio as measured by deterioration in the weighted average
rating factor.  Also, the magnitude of downgrade is partially
attributable to the multiple thin tranches and low current credit
enhancement levels of the deal.  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.

GS Mortgage Securities Corporation II, Series 2006-RR2 is a static
Re-Remic CRE CDO transaction backed by a portfolio of commercial
mortgage backed securities collateral.  As of May 25, 2010, the
aggregate Notes balance of the transaction, including the Income
Notes, has decreased to $760.1 million from $771.0 million at
issuance, due to approximately $8.8 million in pay-downs to the
Class A Notes as well as approximately $2.0 million of realized
losses.

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.

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the entire
pool and the results will be reflected in a future Trustee Report.
The bottom-dollar WARF is a measure of the default probability
within a collateral pool.  Moody's modeled a bottom-dollar WARF of
2,499 compared to 1,145 at last review.  Moody's rates 60.2% of
the collateral and the rest is credit estimated.  The distribution
of current ratings and credit estimates is: Aaa-Aa3 (2.6% compared
to 0.0% at last review), A1-A3 (0.9% compared to 5.5% at last
review), Baa1-Baa3 (25.9% compared to 56.6% at last review), Ba1-
Ba3 (30.5% compared to 17.5% at last review), B1-B3 (20.7%
compared to 16.7% at last review), Caa1-C (19.4% compared to 3.7%
at last review).

WAL acts to adjust the probability of default of the collateral
pool for time.  Moody's modeled to the actual WAL of 5.5 years
compared to 6.7 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 the actual
WARR of 14.1% compared to 21.6% 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 24.7% compared to 26.4% at last review.

Moody's review incorporated CDOROM v2.6, one of Moody's CDO rating
models, which was released on May 27, 2010.

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.

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.

The rating actions are:

  -- Class A-1, Downgraded to Ba2; previously on January 11, 2009
     Downgraded to Aa2

  -- Class A-2, Downgraded to Caa2; previously on January 11, 2009
     Downgraded toA3

  -- Class B, Downgraded to C; previously on March 9, 2009
     Downgraded to Baa3

  -- Class C, Downgraded to C; previously on March 9, 2009
     Downgraded to Ba1

  -- Class D, Downgraded to C; previously on March 9, 2009
     Downgraded to Ba2

  -- Class E, Downgraded to C; previously on March 9, 2009
     Downgraded to Ba3

  -- Class F, Downgraded to C; previously on March 9, 2009
     Downgraded to Ba3

  -- Class G, Downgraded to C; previously on March 9, 2009
     Downgraded to B1

  -- Class H, Downgraded to C; previously on March 9, 2009
     Downgraded to B2

  -- Class J, Downgraded to C; previously on March 9, 2009
     Downgraded to B3

  -- Class K, Downgraded to C; previously on March 9, 2009
     Downgraded to Caa1

  -- Class L, Downgraded to C; previously on March 9, 2009
     Downgraded to Caa2

  -- Class M, Downgraded to C; previously on January 11, 2009
     Downgraded to Caa2

  -- Class N, Downgraded to C; previously on January 11, 2009
     Downgraded to Caa3

  -- Class O, Downgraded to C; previously on March 9, 2009
     Downgraded to Ca

  -- Class P, Downgraded to C; previously on January 11, 2009
     Downgraded to Ca

  -- Class Q, Downgraded to C; previously on January 11, 2009
     Downgraded to Ca


GS MORTGAGE: S&P Downgrades Ratings on Nine 2006-RR2 Securities
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on nine
classes from GS Mortgage Securities Corp. II's series 2006-RR2, a
U.S. commercial mortgage-backed securities resecuritized real
estate mortgage investment conduit transaction, and removed them
from CreditWatch with negative implications.  At the same time,
S&P affirmed its 'CCC-' ratings on eight classes from the same
transaction and removed them from CreditWatch negative.

The downgrades and affirmations primarily reflect S&P's analysis
of GSMS 2006-RR2 following the transaction's exposure to three
underlying CMBS collateral that has experienced negative rating
actions ($18.3 million, 2.4%).  S&P also revised its credit
estimates on $70.6 million (9.3%) of unrated CMBS collateral
certificates.  S&P lowered the majority of these credit estimates.

S&P downgraded classes P and Q to 'D' from 'CCC-' due to
accumulated interest shortfalls.  S&P expects these classes will
continue to experience interest shortfalls for the foreseeable
future.

S&P has determined that the liquidity interruptions to GSMS 2006-
RR2 resulted from interest shortfalls on the underlying CMBS
collateral.  The interest shortfalls primarily reflect the master
servicer's recovery of prior advances, appraisal subordinate
entitlement reductions, servicers' nonrecoverability
determinations for advances, and special servicing fees.  If the
liquidity interruptions to GSMS 2006-RR2 continue, S&P will
evaluate the interruptions and may take further rating actions as
S&P determine appropriate.

According to the May 25, 2010, trustee report, GSMS 2006-RR2 was
collateralized by 78 CMBS classes ($760.1 million, 100%) from 58
distinct transactions issued between 1996 and 2006.  S&P's
analysis of GSMS 2006-RR2 reflected exposure to these CMBS
certificates that Standard & Poor's has downgraded:

* JPMorgan Chase Commercial Mortgage Securities Corp.'s series
  2005-LDP1 (class F; $9.3 million, 1.2%); and

* Credit Suisse Commercial Mortgage Trust Series 2006-C2 (class F;
  $6 million, 0.8%).

Standard & Poor's analyzed GSMS 2006-RR2 Trust 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

                 GS Mortgage Securities Corp. II
  Commercial mortgage-backed securities pass-through certificates
                         series 2006-RR2

                                Rating
                                ------
         Class            To               From
         -----            --               ----
         A-1              BB+              BBB/Watch Neg
         A-2              B                BB/Watch Neg
         B                B-               B+/Watch Neg
         C                CCC+             B/Watch Neg
         D                CCC              B-/Watch Neg
         E                CCC-             CCC+/Watch Neg
         F                CCC-             CCC/Watch Neg
         P                D                CCC-/Watch Neg
         Q                D                CCC-/Watch Neg

      Ratings Affirmed And Removed From Creditwatch Negative

                 GS Mortgage Securities Corp. II
  Commercial mortgage-backed securities pass-through certificates
                         series 2006-RR2

                                Rating
                                ------
         Class            To               From
         -----            --               ----
         G                CCC-             CCC-/Watch Neg
         H                CCC-             CCC-/Watch Neg
         J                CCC-             CCC-/Watch Neg
         K                CCC-             CCC-/Watch Neg
         L                CCC-             CCC-/Watch Neg
         M                CCC-             CCC-/Watch Neg
         N                CCC-             CCC-/Watch Neg
         O                CCC-             CCC-/Watch Neg


GS MORTGAGE: S&P Downgrades Ratings on Six 2007-GKK1 Certificates
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on six
classes of pass-through certificates from GS Mortgage Securities
Trust 2007-GKK1, a resecuritized real estate mortgage investment
conduit transaction.  S&P removed all six ratings from CreditWatch
negative.  At the same time, S&P affirmed five other 'CCC-'
ratings on the same transaction.

The downgrades and affirmations reflect S&P's analysis of the
transaction following liquidity interruption to GSMS 2007-GKK1 and
its downgrades of commercial mortgage-backed securities
collateral.

As of the May 20, 2010, remittance report, classes C through M had
accumulated interest shortfalls totaling $1.3 million.  S&P has
determined that the liquidity interruptions to GSMS 2007-GKK1
resulted from interest shortfalls on the underlying CMBS
collateral.  The interest shortfalls primarily reflect the master
servicer's recovery of prior advances, appraisal subordinate
entitlement reductions, servicers' nonrecoverability
determinations for advances, and special servicing fees.  If the
liquidity interruptions to GSMS 2007-GKK1 continue, S&P will
evaluate the interruptions and may take further rating actions as
S&P determine to be appropriate.  S&P previously lowered its
rating on class L to 'D' due to the liquidity interruptions.

The analysis of the transaction also considered the downgrades of
six CMBS certificates that serve as underlying collateral for GSMS
2007-GKK1.  The underlying certificates have a total balance of
$37.9 million (6% of the pool balance) and are from six distinct
CMBS transactions.  S&P also analyzed its credit estimates on
$92.3 million (14.6%) of unrated CMBS collateral.  S&P lowered
most of these credit estimates.  According to the May 20, 2010,
trustee report, 73 CMBS certificates ($633.7 million, 100%) from
46 distinct transactions issued between 1998 and 2007
collateralize GSMS 2007-GKK1.

Standard & Poor's analyzed GSMS 2007-GKK1 and its underlying
collateral according to its current criteria.analysis is
consistent with the lowered and affirmed ratings.

       Ratings Lowered And Removed From Creditwatch Negative

              GS Mortgage Securities Trust 2007-GKK1
Commercial mortgage-backed securities pass-through certificates

                                Rating
                                ------
         Class            To               From
         -----            --               ----
         A-1              BB               BBB/Watch Neg
         A-2              CCC+             B+/Watch Neg
         B                CCC-             B-/Watch Neg
         C                CCC-             CCC+/Watch Neg
         D                CCC-             CCC/Watch Neg
         E                CCC-             CCC/Watch Neg

                         Ratings Affirmed

              GS Mortgage Securities Trust 2007-GKK1
Commercial mortgage-backed securities pass-through certificates

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


GSMSC PASS-THROUGH: Moody's Downgrades Rating to 2009-5R Certs.
---------------------------------------------------------------
Moody's Investors Service has downgraded the rating of class Cl.
3A-1 issued by GSMSC Pass-Through Trust 2009-5R to A1 from Aaa, as
the result of a revised loss expectation on the pool of mortgages
backing the underlying certificate.  The asset of the
resecuritized transaction consists of the Class 4-A-2
certificates, issued by Banc of America Alternative Loan Trust
2005-9.  The Underlying Certificate is backed primarily by first-
lien, Alt-A 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 Banc of America Alternative Loan
       Trust 2005-9 is 15.16% expressed as a percentage of
       outstanding pool balance.  The current rating on the 4-A-2
       bond is Caa2.

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

(iii) The structure of the resecuritization transaction.  The
       resecuritization transaction group issued two bonds, 3A1
       (senior class) and 3A2 (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
loss on the underlying certificate was ascribed to the
resecuritized classes, 3A1 and 3A2, according to the structure of
the resecuritized transaction.  The losses on the resecuritized
certificates is allocated "bottom up" with Class 3A2 taking losses
ahead of Class 3A1.  Principal payments to the certificate are
allocated sequentially, with Class 3A1 being paid ahead of Class
3A2.

Issuer: GSMSC Pass-Through Trust 2009-5R

  -- Cl. 3A-1, Downgraded to A1; previously on Jul 31, 2009
     Assigned Aaa


GSR MORTGAGE: Moody's Downgrades Rating on 2006-1F Tranches
-----------------------------------------------------------
Moody's Investors Service has downgraded the rating of a single
tranche issued by GSR Mortgage Loan Trust 2006-1F.

The collateral backing this transaction consists primarily of
first-lien, fixed-rate, residential mortgage loans.  The action is
a result of the deteriorating performance of underlying pools in
conjunction with macroeconomic conditions that remain under
duress.  The action reflects Moody's updated loss expectations on
Alt-A pools issued from 2005 to 2007.

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

Complete rating actions are:

Issuer: GSR Mortgage Loan Trust 2006-1F

  -- Cl. 2A-7, Downgraded to Caa1; previously on Jan 14, 2010 B3
     Placed Under Review for Possible Downgrade


HALCYON 2005-1: Fitch Cuts Rating on EUR51,875,000 Notes to B/LS3
-----------------------------------------------------------------
Fitch Ratings has downgraded and removed from Rating Watch
Negative three classes issued by Halcyon 2005-1, Ltd., as a result
of negative credit migration of the commercial mortgage-backed
securities in the reference portfolio.

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 reference portfolio.  The degree of correlated default
risk of the reference collateral is high given the single sector
and vintage concentration.  Based on this analysis and given the
scant credit enhancement available to classes A through C, the
credit characteristics of the bonds are consistent with the 'B'
category.  Since Fitch's last rating action in February 2009,
approximately 36.7% of the portfolio has been downgraded.
Approximately 96.7% of assets are rated investment grade with the
lowest rated asset in the portfolio carrying a Fitch derived
rating of 'B'.

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

Halcyon 2005-1 is a static synthetic collateralized debt
obligation and closed on July 25, 2005.  The note proceeds
collateralize a credit default swap that references a $1.5 billion
portfolio of 30 CMBS assets with DEPFA Bank plc, the swap
counterparty.  DEPFA buys protection from the issuer on
US$96 million of realized losses in the portfolio; the U.S. dollar
losses are converted into Euros at a fixed exchange rate of
US$1.20 to EUR1 to the extent such losses are applied to the euro-
denominated class A and class B notes.  The issuer has entered
into an investment contract with Pallas Capital Corp. ('AAA/F1+')
to mitigate the collateral market value risk associated with the
U.S. denominated collateral.

Currently, the proceeds of the euro notes are invested in short-
term money market investments rated 'F1+' by Fitch.

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

  -- EUR51,875,000 class A notes downgraded to 'B/LS3' from
     'BBB+'; Outlook Negative;

  -- EUR15,000,000 class B notes downgraded to 'B/LS5' from 'BBB';
     Outlook Negative;

  -- $15,750,000 class C notes downgraded to 'B/LS5' from 'BBB-';
     Outlook Negative.

In addition, all classes have been removed from Rating Watch
Negative.


HALCYON 2005-2: Fitch Cuts Rating on Class A Secs. to B/LS3
-----------------------------------------------------------
Fitch Ratings has downgraded and removed from Rating Watch
Negative three classes issued by Halcyon 2005-2, Ltd., as a result
of negative credit migration of the commercial mortgage-backed
securities in the reference portfolio.

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 reference portfolio.  The degree of correlated default
risk of the reference collateral is high given the single sector
and vintage concentration.  Fitch also analyzed the structure's
sensitivity to potential downgrades to the higher rated collateral
in the reference portfolio.  Based on this analysis and given the
scant credit enhancement available to classes A through C, the
credit characteristics of the bonds are consistent with the 'B'
category.  Since Fitch's last rating action in February 2009,
approximately 80% of the portfolio has been downgraded.
Approximately 96.7% of assets are rated investment grade with the
lowest rated asset in the portfolio carrying a Fitch derived
rating of 'BB'.

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

Halcyon 2005-2 is a synthetic collateralized debt obligation and
closed on Oct. 7, 2005.  The note proceeds collateralize a credit
default swap that references a $1.5 billion portfolio of 30 CMBS
assets with DEPFA Bank plc., the swap counterparty.  DEPFA buys
protection from the issuer on US$96 million of realized losses in
the portfolio; the U.S. dollar losses are converted into Euros at
a fixed exchange rate of US$1.25 to EUR1 to the extent such losses
are applied to the euro-denominated class A and class B notes.
DEPFA has also entered into a credit support annex to provide
additional collateral to mitigate market value risk of liquidation
due to an early redemption of the notes in an event of default by
the swap counterparty.  Currently, the proceeds of the notes are
invested in U.S. dollar and Euro denominated, short-term eligible
securities rated 'F1+'.

Fitch has downgraded, assigned Loss Severity ratings, and Outlooks
for these classes:

  -- EUR38,400,000 Class A to 'B/LS3' from 'BBB+'; Outlook
     Negative;

  -- EUR25,800,000 Class B to 'B/'LS3' from 'BBB'; Outlook
     Negative;

  -- US$15,750,000 Class C Notes to 'B/LS3' from 'BBB-'; Outlook
     Negative.

In addition, all classes have been removed from Rating Watch
Negative.


HALCYON 2005-2: Fitch Cuts Rating on EUR38,400,000 Notes to B/LS3
-----------------------------------------------------------------
Fitch Ratings has downgraded and removed from Rating Watch
Negative three classes issued by Halcyon 2005-2, Ltd., as a result
of negative credit migration of the commercial mortgage-backed
securities in the reference portfolio.

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 reference portfolio.  The degree of correlated default
risk of the reference collateral is high given the single sector
and vintage concentration.  Fitch also analyzed the structure's
sensitivity to potential downgrades to the higher rated collateral
in the reference portfolio.  Based on this analysis and given the
scant credit enhancement available to classes A through C, the
credit characteristics of the bonds are consistent with the 'B'
category.  Since Fitch's last rating action in February 2009,
approximately 80% of the portfolio has been downgraded.
Approximately 96.7% of assets are rated investment grade with the
lowest rated asset in the portfolio carrying a Fitch derived
rating of 'BB'.

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

Halcyon 2005-2 is a synthetic collateralized debt obligation and
closed on Oct. 7, 2005.  The note proceeds collateralize a credit
default swap that references a $1.5 billion portfolio of 30 CMBS
assets with DEPFA Bank plc., the swap counterparty.  DEPFA buys
protection from the issuer on US$96 million of realized losses in
the portfolio; the U.S. dollar losses are converted into Euros at
a fixed exchange rate of US$1.25 to EUR1 to the extent such losses
are applied to the euro-denominated class A and class B notes.
DEPFA has also entered into a credit support annex to provide
additional collateral to mitigate market value risk of liquidation
due to an early redemption of the notes in an event of default by
the swap counterparty.  Currently, the proceeds of the notes are
invested in U.S. dollar and Euro denominated, short-term eligible
securities rated 'F1+'.

Fitch has downgraded, assigned Loss Severity ratings, and Outlooks
for these classes:

  -- EUR38,400,000 Class A to 'B/LS3' from 'BBB+'; Outlook
     Negative;

  -- EUR25,800,000 Class B to 'B/'LS3' from 'BBB'; Outlook
     Negative;

  -- US$15,750,000 Class C Notes to 'B/LS3' from 'BBB-'; Outlook
     Negative.

In addition, all classes have been removed from Rating Watch
Negative.


HIGH GRADE: Moody's Downgrades Ratings on Two Classes of Notes
--------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
ratings of two classes of notes issued by High Grade Structured
Credit CDO 2005-1 Limited.  The notes affected by the rating
action are:

  -- US$674,000,000 Class A-1 First Priority Senior Secured
     Floating Rate Notes Due 2040 (current balance of
     $495,470,948), Downgraded to Ca; previously on February 4,
     2009 Downgraded to Ba3;

  -- US$50,000,000 Class A-2 Second Priority Senior Secured
     Floating Rate Notes Due 2040, Downgraded to C; previously on
     February 4, 2009 Downgraded to Caa1.

High Grade Structured Credit CDO 2005-1 Limited is a
collateralized debt obligation issuance backed by a portfolio of
asset-backed securities originated between 2002 and 2008.

According to Moody's, the rating downgrade actions are the result
of deterioration in the credit quality of the underlying
portfolio.  Such credit deterioration is observed through numerous
factors, including a decline in the average credit rating of the
portfolio (as measured by an increase in the weighted average
rating factor), an increase in the dollar amount of defaulted
securities, and failure of the coverage tests.  The weighted
average rating factor, as reported by the trustee, has increased
from 469 in February 2009 to 1369 in May 2010.  The defaulted
securities, as reported by the trustee, have also increased from
$54 million to $174 million in that period.  Additionally,
approximately $245 million of RMBS within the underlying portfolio
are currently on review for possible downgrade as a result of
Moody's updated loss projections.

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
such 2005-2007 vintage RMBS, Moody's used certain projections of
the lifetime average cumulative losses as set forth in Moody's
press releases dated January 13th for subprime, January 14th for
Alt-A, and January 27th for Option-ARM.  Based on the anticipated
ratings impact of the updated cumulative loss numbers, the stress
varied based on vintage, current rating, and RMBS asset type.

For 2005 Alt-A and Option-ARM securities, securities that are
currently rated Aaa or Aa were stressed by eleven notches, and
securities currently rated A or Baa were stressed by eight
notches.  Those securities currently rated in the Ba or B range
were stressed to Caa3, while current Caa securities were treated
as Ca.  For 2006 and 2007 Alt-A and Option-ARM securities,
currently Aaa or Aa rated securities were stressed by eight
notches, and securities currently rated A, Baa or Ba were stressed
by five notches.  Those securities currently rated in the B range
were stressed to Caa3, while current Caa securities were treated
as Ca.

For 2005 subprime RMBS, those currently rated Aa, A or Baa were
stressed by five notches, Ba rated securities were stressed to
Caa3, and B or Caa securities were treated as Ca.  For subprime
RMBS originated in the first half of 2006, those currently rated
Aaa were stressed by four notches, while Aa, A and Baa rated
securities were stressed by eight notches.  Those securities
currently rated in the Ba range were stressed to Caa3, while
current B and Caa securities were treated as Ca.  For subprime
RMBS originated in the second half of 2006, those currently rated
Aa, A, Baa or Ba were stressed by four notches, currently B rated
securities were treated as Caa3, and currently Caa rated
securities were treated as Ca.  For 2007 subprime RMBS, currently
Ba rated securities were stressed by four notches, currently B
rated securities were treated as Caa3, and currently Caa rated
securities were treated as Ca.

Moody's noted that the stresses applicable to categories of 2005-
2007 subprime RMBS that are not listed above will be two notches
if the RMBS ratings are on review for possible downgrade.

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.

In addition to the quantitative factors that are explicitly
modeled, qualitative factors are part of rating committee
considerations.  These qualitative factors include the structural
protections in each transaction, the recent deal performance in
the current market environment, the legal environment, specific
documentation features, the collateral manager's track record, and
the potential for selection bias in the portfolio.  All
information available to rating committees, including
macroeconomic forecasts, input from other Moody's analytical
groups, market factors, and judgments regarding the nature and
severity of credit stress on the transactions, may influence the
final rating decision.


HOUSE OF EUROPE: Moody's Downgrades Rating on Class A Notes
-----------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
rating of one class of notes issued by House of Europe III PLC.
The notes affected by the rating action are these:

  -- EUR870,000,000 Class A House of Europe Funding III Floating
     Rate Notes due 2090 (current balance of EUR629,370,732),
     Downgraded to B2; previously on March 12, 2009 Downgraded to
     B1

TIAA Structured Finance CDO II, Limited is a collateralized debt
obligation issuance backed primarily by a portfolio of Residential
Mortgage-Backed Securities and Commercial Mortgage-Backed
Securities of which the majority is from 2005-2007 vintages.

The rating downgrade action reflects deterioration in the credit
quality of the underlying portfolio.  Credit deterioration of the
collateral pool is observed through several factors, including a
decline in the portfolio's performing par and a failure of
principal and interest coverage tests.  The trustee reports that
the performing par collateral has decreased from EUR770 in March
2009 to EUR593 in May 2010 of which only a portion is attributed
to the amortization to the Class A notes.  In addition, the
trustee reports that all Overcollateralization and Interest Ratio
Tests are currently failing.

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.


ILLINOIS EDUCATIONAL: S&P Corrects Rating on 2000A Bonds to 'BB+'
-----------------------------------------------------------------
Standard & Poor's Ratings Services corrected its rating on
Illinois Educational Facilities Authority's series 2000A revenue
bonds (Adventist Health System/Sunbelt Obligated Group, Fla.) by
lowering it to 'BB+' from 'AA'.  The outlook is negative.

The bonds are guaranteed by a bond insurance policy from MBIA
Insurance Corp. (BB+/Negative).

On Feb. 18, 2009, S&P lowered the rating on MBIA to 'BBB+' from
'AA', but due to an error did not contemporaneously lower the
rating on the series 2000A bonds.  S&P subsequently lowered MBIA's
rating to 'BBB' on June 5, 2009, and again to 'BB+' on Sept. 28,
2009.


JPMORGAN CHASE: Moody's Reviews Ratings on Subordinate Tranches
---------------------------------------------------------------
Moody's Investors Service has placed on review for possible
upgrade the subordinate tranches from two auto loan
securitizations sponsored by JPMorgan Chase Bank during 2006 and
2007.  Credit enhancement relative to remaining losses has built
up as a significant portion of the expected lifetime losses have
already been incurred, and the subordinate tranches have paid off
concurrently with the senior tranches, while a maintaining target
level of enhancement.

Moody's current lifetime CNL projections for the 2006-A and 2007-A
transactions range between 3.25% to 3.50% and 1.15% to 1.25% of
the original pool balance respectively.  These are up from the
original ranges (at the time of closing) of 1.50% to 2.0% for the
2006 transaction, and 0.50% to 1.00% for the 2007 transaction.
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)
for Class B and Class C tranches ranges from approximately 8% to
9% and 6 % to 7% of the outstanding collateral pool balances
respectively.  Hard credit enhancement for the Certificates from
2007-A tranche is approximately 4%.  In addition, the transactions
benefit from excess spread which is approximately 2-3% per annum.
A unique feature in these transactions is that the servicing fee,
as long as JPMorgan Chase Bank, N.A., is the servicer, is
subordinated to principal and interest payments in the
transaction's cash flow waterfall.  Typically servicing fee in
other auto ABS transactions is paid before principal and interest
and reserve account payments, if any.  The excess spread within
the transaction is therefore enhanced by the subordination of the
servicing fee.  Yet, if JPMorgan Chase Bank, N.A., is replaced as
primary servicer, the 0.62% servicing fee will move to the top of
the payment priority list.  A transfer of servicing is normally
caused by a servicer default.  Moody's views the risk of default
by JPMorgan Chase Bank, N.A., which has a senior unsecured debt
rating is Aa1 (negative outlook), during the expected term of the
transaction to be low.

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, in which
unemployment continues to rise, 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; Moody's 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: JPMorgan Auto Receivables Trust 2006-A

  -- Cl. B, Aa3 Placed Under Review for Possible Upgrade;
     previously on July 17, 2009 confirmed at Aa3

  -- Cl. C, Baa3 Placed Under Review for Possible Upgrade;
     previously on April July 17, 2009 confirmed at Baa3

Issuer: JPMorgan Auto Receivables Trust 2007-A

  -- Cl. B, Aa3 Placed Under Review for Possible Upgrade;
     previously on February 16, 2007 Definitive Rating Assigned
     Aa3

  -- Cl. C, Baa1 Placed Under Review for Possible Upgrade;
     previously on February 16, 2007 Definitive Rating Assigned
     Baa1

  -- Cl. Certificate, Ba2 Placed Under Review for Possible
     Upgrade; previously on February 16, 2007 Definitive Rating
     Assigned Ba2


JPMORGAN CHASE: S&P Downgrades Rating on 2003-CIBC7 Certificates
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
P commercial mortgage pass-through certificates from JPMorgan
Chase Commercial Mortgage Securities Corp.'s series 2003-CIBC7, a
U.S. commercial mortgage-backed securities transaction, to 'D'
from 'CCC-'.

The downgrade follows principal losses sustained by the class,
which were detailed in the June 14, 2010, remittance report.  The
class P certificate experienced reported losses amounting to 27.5%
of its opening certificate balance ($3.5 million).  To date, the
class NR certificate, which Standard & Poor's does not rate, has
lost 100% of its $10.7 million opening balance.

The principal losses resulted from the liquidation of two assets
that were with the special servicer, Midland Loan Services Inc.
The Rainier Office Portfolio asset is composed of four office
properties totaling 479,717 sq. ft. in Texas and had a total
exposure of $19.3 million.  The asset was transferred to Midland
on Oct. 23, 2008, due to payment default.  The trust incurred an
$8.9 million realized loss when the asset was liquidated on
June 1, 2010.  Based on the June 2010 remittance report data, the
loss severity for this loan was 47%.

The North Gratiot Crossing asset is a 52,310-sq.-ft. retail strip
center property in Chesterfield Township, Mich., which had a total
exposure of $5.2 million.  The asset was transferred to Midland on
Oct. 1, 2008, due to payment default.  The trust incurred a
$2.8 million realized loss when the asset was liquidated on May
11, 2010.  Based on the June 2010 remittance report data, the loss
severity for this loan was 61%.

As of the June 10, 2010, remittance report, the collateral pool
consisted of 162 assets with an aggregate trust balance of
$958.3 million, down from 184 assets totaling $1.47 billion at
issuance.  Five assets, totaling $33.3 million (3.5%), are with
the special servicer.  To date, the trust has experienced losses
on six loans totaling $21.3 million.  Based on the June 2010
remittance report, the weighted average loss severity for these
loans was approximately 53.2%.


JPMORGAN CHASE: S&P Downgrades Ratings on Class P Certs. to 'D'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating to 'D' from
'CCC-' on the class P commercial mortgage pass-through
certificates from JPMorgan Chase Commercial Mortgage Securities
Corp.'s series 2004-CIBC9, a U.S. commercial mortgage-backed
securities transaction.

The downgrade of the class P certificate follows a $144,990
principal loss sustained by the class, which was detailed in the
May 12, 2010, remittance report.  To date, the class P certificate
has experienced reported losses amounting to $226,016 (8.2%) of
its original certificate balance ($2.755 million).  The class NR
certificate, which Standard & Poor's does not rate, has lost 100%
of its $13.8 million opening balance to date.

The principal losses reported in the May 2010 remittance report
totaling $8.1 million resulted from the liquidation of two assets
that were with the special servicer, C-III Asset Management LLC
(C-III).  The Portage Commerce Park Portfolio comprised two
industrial properties totaling 119,211 sq. ft. in Portage, Mi.,
and had a total exposure prior to liquidation of $7.6 million.
The asset was transferred to C-III on April 3, 2006, due to
payment default.  The trust incurred a $6.3 million realized loss
when the asset was liquidated on April 19, 2010.  Based on the May
2010 remittance report data, the principal balance at the time of
liquidation was $5.5 million.

The LL Bean Outlet Center asset consisted of a 61,745-sq.-ft.
retail property in North Conway, N.H., and had a total exposure of
$5.3 million prior to liquidation.  The asset was transferred to
C-III on May 6, 2009, due to payment default.  The trust incurred
a $2.5 million realized loss when the asset was liquidated on
April 19, 2010.  Based on the June 2010 remittance report data,
the loss severity for this loan was 58%.

As of the June 14, 2010, remittance report, the collateral pool
consisted of 91 assets with an aggregate trust balance of
$988.1 million, down from 98 assets totaling $1.10 billion at
issuance.  Seven assets, totaling $89.6 million (9.1%), are with
the special servicer.  To date, the trust has experienced losses
on three loans totaling $14.7 million.  Based on the June 14,
2010, remittance report, the weighted average loss severity for
these loans was approximately 84.8%.


LAKE OF THE OZARKS: Fitch Affirms 'BB+' Rating on $39 Mil. Bonds
----------------------------------------------------------------
Fitch Ratings has affirmed the $39 million outstanding Lake of the
Ozarks Community Bridge Corporation's bridge system refunding
revenue bonds, series 1998 at 'BB+'.  The Rating Outlook remains
Negative.  The bonds mature in December 2026 and are secured by
the net revenues of a toll bridge over the Lake of the Ozarks in
central Missouri.

The 'BB+' rating reflects ratemaking flexibility due to a captive
service area and time savings of up to one hour compared with
alternative routes.  Outstanding liquidity provides near-term
financial flexibility and current assets are approximately
$11 million.  Scheduled debt service is level at $3.6 million
annually through maturity.  The bridge company anticipates no
additional borrowing and has minimal future capital expenditure
requirements.  The rating also reflects management's reluctance to
raise tolls even as pledged revenues are currently insufficient to
pay scheduled principal and interest.  The bridge company has
entered a cash burn that will persist until either traffic begins
growing or management raises tolls, the latter of which Fitch
views as unlikely in the near term.

The Negative Outlook reflects uncertainty as to the future
direction of traffic growth heading into the prime summer vacation
months.  Traffic is highly seasonal, with May-August typically
generating half of annual toll revenue.  If traffic remains
depressed and there is no plan for toll increases, further rating
action is likely.

Camden County, Missouri, which contains a large part of the bridge
service area, contains more than 70,000 vacation homes.  The
preponderance of second homes and partial-year residents in the
area may cause traffic declines on the bridge to be more severe
and persistent than traffic declines on toll facilities elsewhere
in the nation.  Traffic for the fiscal year ended April 30, 2010,
was 1.3 million vehicles, 19% less than the peak level of
1.6 million vehicles in 2008.  Trailing 12 months traffic is down
6% from 2009 levels.

Management has historically been unwilling to raise toll rates to
a level consistent with bond covenants and investment grade
comparables.  Instead management has used a defeasance program to
apply balance sheet cash in order to artificially meet its 1.2
times rate covenant.  The company's general fund balance is
currently about $5 million and total current assets are
approximately $11 million, meaning that management could continue
its strategy for several years even in a scenario where traffic
declines continue.

Lake of the Ozarks, a man-made lake created by the damming of the
Osage River, is a popular recreational destination for residents
of the St. Louis and Kansas City metropolitan areas.  The Lake of
the Ozarks Community Bridge Corporation is a not-for-profit
corporation governed by a seven-member board of directors.  The
corporation oversaw construction and financing of the bridge and
manages its ongoing operations.  It was the first of its type to
be created under the Missouri Transportation Corporation Act of
1990, which allowed private non-profit corporations to develop
projects as an alternative to normal bridge and highway funding
methods.  The bridge, located in Lake Ozark, MO, is the
corporation's only facility.


LASALLE COMMERCIAL: S&P Cuts Ratings on Seven 2005-MF1 Certs.
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on seven
classes of commercial mortgage pass-through certificates from
LaSalle Commercial Mortgage Securities Inc.'s series 2005-MF1 and
removed them from CreditWatch with negative implications.

S&P lowered four of its ratings on LaSalle 2005-MF1 to 'D' due to
recurring interest shortfalls.  As of the May 20, 2010, remittance
report, 32 appraisal reduction amounts totaling $22.0 million were
in effect on specially serviced assets.  Appraisal subordinated
entitlement reductions related to the ARAs caused $55,566 in
interest shortfalls as of the May 20, 2010, distribution date.  In
addition, the master servicer has determined future advances to be
nonrecoverable on nine assets totaling $65,922.  The shortfalls
relating to the nonrecoverable advance declaration and ASERs are
causing ongoing shortfalls to classes B, C, D, E, F, G, and H.
Classes D, E, F, and G have experienced interest shortfalls for
five months or more and S&P expects these shortfalls to continue
in the foreseeable future.  Consequently, S&P downgraded these
classes to 'D'.

The downgrades on the three remaining classes reflect poor
collateral performance that has resulted in interest shortfalls to
classes B and C.  Classes B and C have experienced interest
shortfalls for one and four months, respectively, and in S&P's
opinion, are at an increased risk of experiencing future liquidity
interruptions and possible principal losses in the foreseeable
future.  If these shortfalls continue, S&P will likely downgrade
the classes to 'D'.

LaSalle 2005-MF1's collateral pool consisted of 250 assets with an
aggregate trust balance of $250.4 million as of the May 20, 2010,
remittance report, down from 338 loans totaling $389.0 million at
issuance.  Thirty-four assets totaling $45.6 million (18.2% of the
trust balance), including five of the top 10 exposures, are with
the special servicer, Berkadia Commercial Mortgage LLC.  The
payment status of these assets is: seven (REO; $13.4 million,
5.5%) are classified as 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-plus days
delinquent; three ($3.8 million, 1.5%) are 30-plus days
delinquent; and one ($1.0 million, 0.4%) is current.

In estimating losses for these assets, S&P considered appraisal
values, Broker's Opinion of Value, and historical losses.  The
loss severities for the specially serviced loans ranged from 5% to
90%, with a weighted average loss severity of 56%.

In addition to the specially serviced assets, S&P determined five
loans ($2.3 million, 1%) to be credit impaired and at an increased
risk of default.  Three of the five loans ($804,147, 0.3%) are 30-
plus days delinquent, and the remaining two are in their grace
period.  Standard & Poor's analysis assumes the losses on these
loans will be consistent with the historical losses in the pool.

According to the trustee remittance report dated May 20, 2010, the
trust has experienced 23 losses totaling $12.1 million, with an
average loss severity of 50%.  Standard & Poor's previously
lowered the ratings on classes H through M to 'D'.

      Ratings Lowered And Removed From Creditwatch Negative

              LaSalle Commercial Mortgage Securities
   Commercial mortgage pass-through certificates series 2005-MF1

                 Rating
                 ------
     Class     To      From            Credit enhancement (%)
     -----     --      ----            ----------------------
     A         B-      AAA/Watch Neg                    14.30
     B         CCC     AA/Watch Neg                     11.39
     C         CCC-    BBB/Watch Neg                     7.33
     D         D       BB+/Watch Neg                     4.63
     E         D       BB-/Watch Neg                     3.47
     F         D       B/Watch Neg                       2.30
     G         D       CCC/Watch Neg                     0.37


LEHMAN ABS: S&P Corrects Rating on Class A-1 Certificates to 'D'
---------------------------------------------------------------
Standard & Poor's Ratings Services corrected its rating on the
class A-1 certificates issued from Lehman ABS Manufactured Housing
Contract Trust 2001-B by reinstating its 'BBB+' rating and then
lowering it to 'D'.

The rating actions reflect the nonpayment of the full principal
balance on the class' legal final maturity date of March 15, 2010.

S&P withdrew its 'BBB+' rating on the class A-1 certificates on
March 15, 2010, due to an error.  Since the certificates were not
paid principal in full on the legal final maturity date, S&P
should have lowered its rating to 'D'.

                         Rating Corrected

      Lehman ABS Manufactured Housing Contract Trust 2001-B

                                Rating
                                ------
                 Class   To  Pre-March 15   From
                 -----   --  ------------   ----
                 A-1     D   BBB+           NR


LNR CDO: Fitch Downgrades Ratings on 13 Classes of Notes
--------------------------------------------------------
Fitch Ratings has downgraded 13 classes of notes issued by LNR CDO
2003-1, Ltd. due to negative credit migration in the underlying
portfolio.

Since the last rating action in February 2009, the credit quality
of the portfolio has declined with approximately 32.7% of the
portfolio downgraded a weighted average of 3.8 notches.  Fitch
considers 86.6% of the portfolio to be rated below investment
grade, with 34.8% in the 'CCC' rating category or below, compared
to 78.5% and 23.7%, respectively, at the last review.  Included in
the 'CCC' or lower percentage are 10 securities, comprising 16.5%
of the portfolio, that are unrated first-loss bonds.
Approximately 30.5% of the portfolio is experiencing interest
shortfalls or deferring interest payments and is considered
distressed.

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'.  Fitch also analyzed the
structure's sensitivity to the assets that are experiencing
interest shortfalls.  Based on this analysis, the breakeven rates
for the class A through class F-FL and F-FX notes are generally
consistent with the ratings assigned below.

The Negative Rating Outlook on the class A through class E-FL and
E-FX 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 of
'LS5' to the class A through class E 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.

The cash flow model breakeven rates for the class G, class H and
class J notes were below the 'CCC' rating hurdle.  Therefore, for
these classes, Fitch compared their respective credit enhancement
levels to the distressed portion of the portfolio to determine
their likelihood of default, and downgraded the classes as
indicated below.

LNR 2003-1 is a static collateralized debt obligation that closed
on July 2, 2003.  According to the May 20, 2010 trustee report,
the portfolio consists of 138 bonds from 34 obligors, all of which
are commercial mortgage-backed securities from 1999 through 2003
vintage transactions.

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

  -- $92,962,592 class A notes to 'AA/LS5' from 'AAA', Outlook to
     Negative from Stable;

  -- $78,184,000 class B notes to 'A/LS5' from 'AA-', Outlook to
     Negative from Stable;

  -- $34,000,000 class C-FL notes to 'BBB/LS5' from 'A', Outlook
     to Negative from Stable;

  -- $9,860,000 class C-FX notes to 'BBB/LS5' from 'A', Outlook to
     Negative from Stable;

  -- $5,000,000 class D-FL notes to 'BB/LS5' from 'BBB+', Outlook
     to Negative from Stable;

  -- $40,766,000 class D-FX notes to 'BB/LS5' from 'BBB+', Outlook
     to Negative from Stable;

  -- $48,000,000 class E-FL notes to 'B/LS5' from 'BB+', Outlook
     to Negative from Stable;

  -- $41,626,000 class E-FX notes to 'B/LS5' from 'BB+', Outlook
     to Negative from Stable;

  -- $6,000,000 class F-FL notes to 'CCC' from 'BB';

  -- $44,724,000 class F-FX notes to 'CCC' from 'BB';

  -- $12,204,000 class G notes to 'CCC' from 'B+';

  -- $30,511,000 class H notes to 'CC' from 'B+';

  -- $43,478,000 class J notes to 'C' from 'B-'.


LNR CDO: S&P Downgrades Ratings on Nine Classes of Notes
--------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on nine
classes from LNR CDO III Ltd. and removed them from CreditWatch
with negative implications.  At the same time, S&P affirmed its
'CCC-' ratings on three other classes from the same transaction
and removed them from CreditWatch negative.

The downgrades and affirmations reflect S&P's analysis of the
transaction, including the effect of the deteriorating economy and
the current credit characteristics of the underlying collateral
assets.  S&P's analysis also considered the transaction's
liability structure, and the application of its updated U.S.
commercial real estate collateralized debt obligation criteria.

According to the May 25, 2010, trustee report, 197 CMBS
certificates ($869.7 million, 98.9%) from 52 distinct transactions
issued between 1999 and 2004 collateralized the LNR CDO III Ltd
transaction.  The deal has significant exposure to these CMBS
certificates that Standard and Poor's has downgraded:

* GS Mortgage Securities Corp. II 2004-GG2 ($42.6 million, 4.9%);

* Citigroup Commercial Mortgage Trust 2004-C2 ($30.9 million,
  3.5%);

* LB-UBS Commercial Mortgage Trust 2004-C8 ($24.6 million, 2.8%);

* JPMorgan Chase Commercial Mortgage Securities Corp. 2004-CIBC 10
  ($20.0 million, 2.3%); and

* CS First Boston Mortgage Securities Corp. 2002-CKS4
  ($18.8 million, 2.1%).

The current assets also included one commercial real estate
mezzanine loan ($9.7 million, 1.1%).  Standard & Poor's reviewed
and updated its credit estimate on the CRE loan asset based on
S&P's adjusted net cash flow, which S&P derived from servicer
provided data for the related senior note held in a CMBS
transaction, as well as market or valuation data from third-party
providers.

According to the trustee report, the transaction includes 139
impaired CMBS tranches ($583.1 million, 66.3%).

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

      Ratings Lowered And Removed From Creditwatch Negative

                          LNR CDO III Ltd.
                  Collateralized debt obligations

                            Rating
                            ------
          Class     To                   From
          -----     --                   ----
          A         BBB+                 AA-/Watch Neg
          B         BB+                  BBB+/Watch Neg
          C         BB-                  BBB-/Watch Neg
          D         B+                   BB+/Watch Neg
          E-FL      B                    BB+/Watch Neg
          E-FX      B                    BB+/Watch Neg
          F-FL      B-                   BB/Watch Neg
          F-FX      B-                   BB/Watch Neg
          G         CCC+                 B+/Watch Neg

     Ratings Affirmed And Removed From Creditwatch Negative

                          LNR CDO III Ltd.
                  Collateralized debt obligations

                            Rating
                            ------
          Class     To                   From
          -----     --                   ----
          H         CCC-                 CCC-/Watch Neg
          J         CCC-                 CCC-/Watch Neg
          K         CCC-                 CCC-/Watch Neg


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

  -- US$21,000,000 Class B Floating Rate Notes due 2036,
     Downgraded to Ca; previously on December 24, 2009 Confirmed
     at Caa3.

Madison Avenue Structured Finance CDO I, Limited, issued on
December 5, 2001, is a collateralized debt obligation issuance
backed by a portfolio that consists primarily of residential
mortgage-backed securities and commercial mortgage-backed
securities.  RMBS comprise approximately 21% of the underlying
portfolio, of which the majority are from pre-2005 vintage.

According to Moody's, the rating downgrade action is the result of
deterioration in the credit quality of the underlying portfolio.
Such credit deterioration is observed through numerous factors,
including an increase in the dollar amount of defaulted
securities, failure of the coverage tests, and number of assets
that are currently on review for possible downgrade..  In
particular, the dollar amount of defaulted securities, as reported
by the trustee, increased from $10.8 million in November 2009 to
$13.3 million in May 2010.  During the same time, the Class B
overcollateralization ratio decreased from 96.31% to 93.63%, and
the coverage test is failing.  Also, in April 2010, the ratings of
approximately $8.5 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.


MCG COMMERCIAL: Moody's Downgrades Ratings on Various Classes
-------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
ratings of these notes issued by MCG Commercial Loan Trust 2006-1:

  -- US$106,250,000 Class A-1 First Priority Senior Notes due
     2018, Downgraded to A1; previously on March 26, 2010
     Downgraded to Aa3 and Remained on Review for Possible
     Downgrade;

  -- US$50,000,000 Class A-2 First Priority Senior Notes due 2018
     (currently unfunded), Downgraded to A1; previously on March
     26, 2010 Downgraded to Aa3 and Remained on Review for
     Possible Downgrade;

  -- US$85,000,000 Class A-3 First Priority Senior Delayed Draw
     Notes due 2018, Downgraded to A1; previously on March 26,
     2010 Downgraded to Aa3 and Remained on Review for Possible
     Downgrade;

  -- US$58,750,000 Class B Second Priority Senior Notes due 2018,
     Downgraded to Baa2; previously on March 26, 2010 Downgraded
     to Baa1 and Remained on Review for Possible Downgrade;

  -- US$45,000,000 Class C Third Priority Senior Subordinate
     Deferrable Notes due 2018, Downgraded to Ba3; previously on
     March 26, 2010 Downgraded to Ba2 and Remained on Review for
     Possible Downgrade;

  -- US$47,500,000 Class D Fourth Priority Junior Subordinate
     Deferrable Notes due 2018, Downgraded to B3; previously on
     March 26, 2010 Downgraded to B2 and Remained on Review for
     Possible Downgrade.

The rating action concludes the review of the notes issued by MCG
Commercial Loan Trust 2006-1.  On March 26, 2010, Moody's
downgraded and left under review for possible downgrade all of the
above notes issued by MCG Commercial Loan Trust 2006-1 as a result
of the deterioration in the credit quality of the transaction's
underlying portfolio, and the significant exposure to securities
whose default probabilities were assessed through Moody's Credit
Estimates more than twelve months ago.  Moody's notes that 97% of
the collateral pool includes debt obligations whose credit quality
has been assessed through CEs.  In concluding its review, Moody's
applied additional default probability stresses by assuming an
equivalent of Caa3 for CEs that were not updated within the last
15 months, which currently account for approximately 22% of the
collateral balance.  In addition, Moody's applied a 1.5 notch-
equivalent assumed downgrade for CEs last updated between 12-15
months ago, and a 0.5 notch-equivalent assumed downgrade for CEs
last updated between 6-12 months ago.  Moody's also conducted
stress tests to assess the collateral pool's concentration risk in
a small number of obligors that constitute more than 3% of the
collateral pool.  Due to the impact of revised and updated key
assumptions referenced in "Moody's Approach to Rating
Collateralized Loan Obligations" and in "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 servicer's reported numbers.

Moody's also notes that the transaction is exposed to a
significant concentration of second lien and mezzanine loans which
make up approximately 46.5% of the underlying portfolio as of the
latest May 2010 servicer report.  Moody's analysis reflects the
expectation that recoveries for second lien and mezzanine loans
will be below their historical averages, consistent with Moody's
research.

MCG Commercial Loan Trust 2006-1, issued on April 18, 2006, is a
collateralized loan obligation backed primarily by a portfolio of
middle market issuers.


MERRILL LYNCH: S&P Downgrades Ratings on Two 2002-MW1 Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered two ratings, raised two
ratings, and affirmed nine ratings on classes of commercial
mortgage-backed securities from Merrill Lynch Mortgage Trust's
series 2002-MW1.  Concurrently, S&P removed six of these ratings
from CreditWatch with negative implications.

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 classes reflect credit support erosion that S&P
anticipates will occur upon the eventual resolution of two of the
four specially serviced assets.  The upgrades and affirmations of
the ratings on the principal and interest certificates reflect
subordination levels that are consistent with the raised and
affirmed ratings.  S&P affirmed its ratings on the class XC
interest-only certificates based on its current criteria.

S&P's 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 of 1.45x and a loan-to-value ratio of 78.5%.  S&P further
stressed the loans' cash flows under its 'AAA' scenario to yield a
weighted average DSC of 1.24x and an LTV ratio of 99.5%.  The
implied defaults and loss severity under the 'AAA' scenario were
26.1% and 31.9%, respectively.  All of the adjusted DSC and LTV
calculations excluded two of the five ($10.6 million, 1.3%)
specially serviced assets and 19 ($268.7 million, 32.1%) defeased
loans.  S&P separately estimated losses for the two specially
serviced assets, which S&P included in its 'AAA' scenario implied
default and loss figures.

                      Credit Considerations

As of the June 2010 remittance report, four assets ($46.3 million,
5.5%), including the fourth-largest exposure in the pool, were
with the special servicer, Berkadia Commercial Mortgage LLC.  The
payment status of these assets is: one ($8.2 million, 1.0%) is
real estate owned by the trust, one ($2.3 million, 0.3%) is in
foreclosure, and two ($35.7 million, 4.3 %) are within their
respective grace periods.  Appraisal reduction amounts totaling
$7.1 million are in effect for two of the specially serviced
assets.

The Bear Run Village Apartments loan, the fourth-largest exposure
in the pool, is the largest asset with the special servicer.  It
has a total exposure of $23.5 million (2.8%), which consists of
$23.3 million of unpaid principal balance and $0.2 million of
advancing and interest thereon.  The loan is secured by a 438-unit
multifamily complex in Pittsburgh.  The Dorchester Tower
Apartments loan, which has a related borrower, is the second-
largest asset with the special servicer.  It has a total exposure
of $12.5 million (1.5%), which consists of $12.4 million of unpaid
principal balance and $0.1 million of advancing and interest
thereon.  The loan is secured by a 319-unit multifamily complex in
Pittsburgh.  Both of these loans were transferred to Berkadia on
Jan. 24, 2008, due to litigation between the borrower and the
master servicer, which is still ongoing.  Each loan has remained
current during the litigation proceedings.

The two remaining specially serviced loans ($10.6 million, 1.3%)
have balances of $8.2 million and $2.4 million, respectively, or
1.0% and 0.3% of the total pool balance.  S&P estimated
significant losses upon their eventual resolution.

Two loans ($7.5 million, 0.7%) that were previously with the
special servicer have 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 that the
loans continue to perform and remain with the master servicer,
Wells Fargo Commercial Mortgage Servicing.

                        Transaction Summary

As of the June 2010 remittance report, the aggregate trust balance
was $836.7 million, which represents 77.3% of the aggregate pooled
trust balance at issuance.  There are 79 assets in the pool, down
from 101 at issuance.  Wells Fargo provided financial information
for 91.6% of the loans in the pool, and 100.0% of the servicer-
provided information was full-year 2008, interim 2009, or full-
year 2009 data.

S&P calculated a weighted average DSC of 1.45x for the pool
based on the reported figures.  S&P's adjusted DSC and LTV
were 1.45x and 78.5%, respectively, which exclude two of the
four ($10.6 million, 1.3%) specially serviced assets and 19
($268.7 million, 32.1%) defeased loans.  Seventeen loans
($156.3 million, 18.7%) are on the master servicer's watchlist,
including the third-, fifth-, eighth-, and 10th-largest real
estate exposures in the pool.  Twelve loans ($121.6 million,
14.5%) have a reported DSC of less than 1.10x, and 10 of these
loans ($106.0 million, 12.7%) have a reported DSC of less than
1.0x.  To date, the trust has experienced principal losses
totaling $9.0 million on four assets.

                     Summary of Top 10 Loans

The top 10 real estate exposures have an aggregate outstanding
balance of $287.6 million (34.4%).  Using servicer-reported
numbers, S&P calculated a weighted average DSC of 1.56x for the
top 10 exposures.  S&P's adjusted DSC and LTV for these loans were
1.53x and 80.8%, respectively.  The third-, fifth-, eighth, and
10th-largest real estate exposures appear on the master servicer's
watchlist.

The Seven Mile Crossing loan ($32.8 million, 3.9%), the third-
largest exposure in the pool, is secured by a 346,265-sq.-ft.
office complex in Livonia, Mich.  The loan appears on the master
servicer's watchlist due to low DSC.  As of Dec. 31, 2009, the
reported DSC was 0.47x with 64.4% occupancy; however, the loan has
remained current.  The master servicer reports that these low
occupancy figures owe to adverse local economic conditions.

The Keystone Technology VII, VII & IX loan ($20.9 million, 2.5%),
the fifth-largest exposure in the pool, is secured by a 257,264-
sq.-ft. office complex in Durham, N.C.  The loan appears on the
master servicer's watchlist due to low DSC.  As of Dec. 31, 2009,
the reported DSC was 0.60x, down from 1.17x as of Dec. 31, 2008.
According to the master servicer, the drop in DSC resulted from a
loss of tenants in 2009, which brought occupancy to 60.0% as of
Sept. 30, 2009.  Occupancy had improved to 94.4% as of March 2,
2010.  Consequently, S&P anticipate that the property's DSC will
similarly improve.

The Glens of Mill Creek Village loan ($20.0 million, 2.4%), the
eighth-largest exposure in the pool, is secured by a 259-unit
multifamily complex in Buford, Ga.  The loan appears on the master
servicer's watchlist due to low DSC.  As of Dec. 31, 2009, the
reported DSC was 0.98x with 94.2% occupancy.  The master servicer
reports that concessions are currently being offered on the
property to stimulate demand.

The Lake Meridian Marketplace loan ($16.4 million, 2.0%), the
10th-largest exposure in the pool, is secured by a 165,210-sq.-ft.
anchored retail center in Kent, Wash.  The loan appears on the
master servicer's watchlist because occupancy declined to less
than 80% of its originally underwritten level.  As of Dec. 31,
2009, the reported DSC was 1.62x with 73.5% occupancy.

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, raised, and affirmed ratings.

      Ratings Lowered And Removed From Creditwatch Negative

                   Merrill Lynch Mortgage Trust
   Commercial mortgage pass-through certificates series 2002-MW1

                 Rating
                 ------
    Class  To             From           Credit enhancement (%)
    -----  --             ----           ----------------------
    K      B+             BB-/Watch Neg                    4.09
    L      B              B+/Watch Neg                     3.12

       Ratings Raised And Removed From Creditwatch Negative

                   Merrill Lynch Mortgage Trust
   Commercial mortgage pass-through certificates series 2002-MW1

                 Rating
                 ------
    Class  To             From           Credit enhancement (%)
    -----  --             ----           ----------------------
    F      A              A-/Watch Neg                    11.04
    G      BBB+           BBB/Watch Neg                    8.94

      Ratings Affirmed And Removed From Creditwatch Negative

                   Merrill Lynch Mortgage Trust
   Commercial mortgage pass-through certificates series 2002-MW1

                 Rating
                 ------
    Class  To             From           Credit enhancement (%)
    -----  --             ----           ----------------------
    H      BBB-           BBB-/Watch Neg                   6.67
    J      BB             BB/Watch Neg                     4.73

                         Ratings Affirmed

                   Merrill Lynch Mortgage Trust
   Commercial mortgage pass-through certificates series 2002-MW1

           Class  Rating        Credit enhancement (%)
           -----  ------        ----------------------
           A-3    AAA                            27.22
           A-4    AAA                            27.22
           B      AAA                            22.20
           C      AAA                            16.70
           D      AA+                            15.41
           E      AA-                            13.14
           XC     AAA                              N/A

                      N/A -- Not applicable.


MORGAN STANLEY: Fitch Affirms Ratings on Series 1998-WF2 Certs.
---------------------------------------------------------------
Fitch Ratings affirms and assigns Loss Severity ratings to Morgan
Stanley Capital I Trust, series 1998-WF2:

  -- $8.9 million class D at 'AAA/LS3'; Outlook Stable;
  -- $21.2 million class E at 'AAA/LS3'; Outlook Stable;
  -- $21.2 million class F at 'AAA/LS3'; Outlook Stable;
  -- $23.9 million class G at 'AAA/LS3'; Outlook Stable;
  -- $10.6 million class H at 'AA/LS4'; Outlook Stable;
  -- $8 million class J at 'A/LS5'; Outlook Stable;
  -- $8 million class K at 'BB+/LS5'; Outlook Stable.

In addition, Fitch affirms, assigns LS rating, and revises the
Outlook of this class:

  -- $15.9 million class L at 'B-/LS4'; Outlook to Negative from
     Stable.

In addition, Fitch affirms and revises the Recovery Rating of this
class:

  -- $5.3 million class M at 'CCC/RR1'.

Fitch withdraws the rating of the interest-only class X.

Fitch does not rate class N.  Classes A-1, A-2, B, and C are paid
in full.

The affirmations are due to low expected losses (1.7% 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 30 of the original 219 loans remaining in the
transaction, six of which have defeased (8.9% of the current
transaction balance).  There are currently no loans in special
servicing.

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 pay off
at maturity.  Two loans did not pay off at maturity and the same
two loans incurred a loss when compared to Fitch's stressed value.


MORGAN STANLEY: Fitch Downgrades Ratings on Eight 2001-TOP 1 Notes
------------------------------------------------------------------
Fitch Ratings has downgraded eight classes, withdrawn the rating
for one class and assigned Rating Outlooks and Loss Severity
ratings to Morgan Stanley Dean Witter Capital I Trust, 2001-TOP 1.

The downgrades are due to 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
6.4% of the remaining pooled balance, approximately $39.2 million,
from the loans in special servicing and the loans that are not
expected to refinance at maturity based on Fitch's refinance test.
In addition the downgrades are due to the small class size and low
initial credit enhancement combined with worse than expected asset
performance.

As of the May distribution date, the pool had paid down 46.7% to
$616.6 million from $1.15 billion at issuance, and 19 loans
(12.8%) have defeased.  The top 10 non-defeased loans represent
40.2% of the pool.

There are currently nine assets (12.3%) in special servicing.  Two
assets are current (2%) and will likely be returned to the master
servicer in the next few months, one (1.8%) is 90-days delinquent,
two (4%) are in foreclosure and three (4.3%) are real estate owned
(REO).

The largest specially serviced (4.3%) assets consist of three
formerly cross-collateralized and cross-defaulted industrial
buildings located in suburban Detroit, MI.  The properties have
generally suffered from declining rents and vacancies as a result
of the economic climate.  The properties are REO and being
marketed for sale.  Recent appraised values indicate significant
losses.

The next largest specially serviced asset (3.7%) was transferred
in July 2009 due to monetary default.  The collateral is a
278,620-square foot 12-story office building in downtown Hartford,
CT.  The borrower renegotiated lease terms allowing for reduced
rent and a reset of base-year reimbursements.  This combined with
increased real estate taxes led to cash-flow shortfall.  The
special servicer is pursuing foreclosure and a recent appraisal
indicates significant losses.

The remaining specially serviced loans are secured by office
properties (2.4%), which were transferred due to monetary or
imminent default as a result of declining performance and
occupancies.  Two of the loans have been modified (2%) and are
pending return to the master servicer.

The largest loan in the pool, the Santa Monica Place loan (12.3%),
located in Santa Monica, CA, has been closed for a major
redevelopment since 2008.  The sponsor, the Macerich Company, is
converting the formerly enclosed mall into an open-air lifestyle
center.  The property is scheduled to reopen in August 2010 and
will be anchored by Nordstrom and Bloomingdales.

Fitch stressed the cash flow of the remaining non-defeased, non-
specially serviced 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, 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 ration of 1.25 times or
higher were considered to pay off at maturity.  Thirteen loans did
not pay off at maturity and five incurred a loss when compared to
Fitch's stressed value.

Fitch has downgraded, assigned Rating Outlooks, Recovery Ratings
and LS ratings to these classes as indicated:

  -- $31.8 million class C to 'A/LS5' from 'AA'; Outlook Negative;

  -- $11.6 million class D to 'BBB-/LS5' from 'AA-'; Outlook
     Negative;

  -- $27.5 million class E to 'B-/LS5' from 'BBB+'; Outlook
     Negative;

  -- $10.1 million class F to 'CCC/RR1' from 'BBB';

  -- $18.8 million class G to 'CC/RR5' from 'BB';

  -- $8.7 million class H to 'CC/RR6' from 'B+';

  -- $5.8 million class J to 'CC/RR6' from 'B-';

  -- $5.8 million class K to 'C/RR6' from 'CCC/RR1'.

Fitch has revised the RR rating on this class:

  -- $4.5 million class L to 'D/RR6' from 'D/RR4'.

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

  -- $457.4 million class A-4 at 'AAA/LS2'; Outlook Stable;
  -- $34.7 million class B at 'AAA/LS5'; Outlook Negative.

Fitch withdraws the rating of the interest only class X-1.


MORGAN STANLEY: Moody's Affirms Ratings on Six 2000-LIFE2 Certs.
----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of six classes,
upgraded one class and downgraded six classes of Morgan Stanley
Dean Witter Capital I Trust 2000-LIFE2, Commercial Mortgage Pass-
Through Certificates, Series 2000-LIFE2.  The upgrade is due to
increased credit support resulting from paydowns, amortization and
defeasance.  The downgrades are due to higher losses for the pool
resulting from anticipated losses from specially serviced and
highly leveraged watchlisted loans and refinance risk associated
with loans approaching maturity.  Thirty four loans, representing
70% of the pool, are maturing during the next six months.

The affirmations are due to key rating parameters, including
Moody's loan to value ratio and Moody's debt service coverage
remaining within acceptable ranges.  The decline in loan
concentration, as measured by the Herfindahl (Index), has been
mitigated by increased credit support due to loan payoffs and
amortization.  The pool's balance has declined by 42% since last
review.

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

As of the June 15, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 68% to
$241.6 million from $765.3 million at securitization.  The
Certificates are collateralized by 45 mortgage loans ranging in
size from less than 1% to 7% of the pool, with the top ten loans
representing 42% of the pool.  Eleven loans, representing 20% of
the pool, have defeased and are secured by U.S. Government
securities.  The pool contains one loan, representing 6% of the
pool, which has an investment grade underlying rating.  At last
review, four other loans, representing 18% of the pool, also had
investment grade underlying ratings.  These loans have paid off.

Ten loans, representing 25% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the 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.

Two loans have been liquidated from the pool, resulting in a
$224,700 loss (4% loss severity on average).  There are 13 loans,
representing 21% of the pool, currently in special servicing.  The
largest specially serviced loan is the Crossroads I Office
Building Loan ($12.2 million -- 3.9% of the pool), which is
secured by a 118,000 square foot Class A office property located
in Englewood, Colorado.  The loan transferred to special servicing
in June 2009 due to payment default and is in the process of
foreclosure.  The property's performance declined after a tenant
which leased 51% of the net rentable area (NRA) vacated after its
lease expired in December 2004.

The second largest specially serviced loan is the Quail Creek and
Quail Ridge Apartments Loan ($5.6 million -- 1.8% of the pool),
which is secured by a 202 unit apartment complex located in Rock
Hills, South Carolina.  The loan was transferred to special
servicing in September 2009 due to payment default and is
currently 90+ days delinquent.

The remaining 11 specially serviced loans are secured by a mix of
office, industrial, retail, and multifamily properties.  Moody's
estimates a $27.0 million aggregate loss for all the specially
serviced loans (48% expected loss on average).  The special
servicer has recognized an aggregate $8.5 million appraisal
reduction for five of the specially serviced loans.

Moody's has assumed a high default probability on one loan
representing approximately 2% of the pool.  This loan is on the
watchlist due to declines in performance and matures within the
next six months.  Moody's has estimated a $1.1 million loss from
this loan (30% expected loss based on a 40% default probability).

Moody's was provided with full and partial-year 2009 operating
results for 57% of the pool.  Excluding specially serviced and
troubled loans, Moody's weighted average LTV is 66% compared to
77% at last review.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.52X and 1.71X, respectively, compared to
1.40X and 1.52X.  Moody's actual DSCR is based on Moody's net cash
flow and the loan's actual debt service.  Moody's stressed DSCR is
based on Moody's NCF and a 9.25% stressed rate applied to the loan
balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple-notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 19, compared to 43 at last review.  The decline
in Herf has been mitigated by increased credit support.

The loan with an underlying rating is Tasman Corporate Center
Loan ($19.3 million -- 6.2% of the pool), which is secured by a
141,000 square foot office building located in Santa Clara,
California.  The property is situated in a corporate park
containing 6.0 million square feet of office space.  The property
was 100% leased to Brio Technology through June 2010.  Brio
vacated at the end of its lease term but the building has been
100% leased to Citrix for a seven-year term.  The loan matures in
August 2010.  Moody's current underlying rating and stressed DSCR
are Baa2 and 1.76X, respectively, compared to Baa2 and 1.63X at
last review.

The three largest conduit loans represent 18% of the pool.  The
largest conduit loan is the 825 Seventh Avenue Loan ($20.8 million
-- 6.6% of the pool), which is secured by a 165,000 square foot
office condominium located in midtown Manhattan.  The property was
100% leased as of March 2010, the same as at last review.  The
largest tenant is Young and Rubicam Inc., which leases 82% of the
NRA through April 2015.  Moody's LTV and stressed DSCR are 77% and
1.33X, respectively, essentially the same as at last review.

The second largest loan is the Sugarhouse Center Loan
($13.3 million -- 4.3% of the pool), which is secured by a 207,000
square foot retail center located in Salt Lake City, Utah.  Major
tenants include Cinemark, Nordtsrom Rack and Michael's.  The
property was 96% leased as of December 2009.  The loan matures in
August 2010.  Moody's LTV and stressed DSCR are 46% and 2.22X,
respectively, compared to 53% and 1.94X at last review.

The third largest loan is Covina Marketplace Loan ($8.8 million --
3.3% of the pool), which is secured by an 105,000 square foot
retail property located in Covina, California.  The property was
85% leased as of December 2009.  The loan matures in September
2010.  Moody's LTV and stressed DSCR are 72% and 1.43X,
respectively, compared to 70% and 1.47X at last review.

Moody's rating action is:

  -- Class A-2, $115,521,533, affirmed at Aaa; previously assigned
     Aaa on 10/31/2000

  -- Class X, Notional, affirmed at Aaa; previously assigned Aaa
     on 10/31/2000

  -- Class B, $22,961,000, affirmed at Aaa; previously upgraded to
     Aaa from Aa1 on 8/2/2006

  -- Class C, $24,874,000, affirmed at Aaa; previously upgraded to
     Aaa from Aa2 on 9/25/2008

  -- Class D, $6,888,000, upgraded to Aaa from Aa2; previously
     upgraded to Aa2 from A1 on 9/25/2008

  -- Class E, $18,751,000, affirmed at A3; previously upgraded to
     A3 from Baa1 on 9/25/2008

  -- Class F, $7,653,000, affirmed at Baa2; previously upgraded to
     Baa2 from Baa3 on 9/25/2008

  -- Class J, $9,184,000, downgraded to Caa2 from Ba2; previously
     assigned Ba2 on 10/31/2000

  -- Class K, $3,061,000, downgraded to Ca from Ba3; previously
     assigned Ba3 on 10/31/2000

  -- Class L, $4,018,000, downgraded to C from B1; previously
     assigned B1 on 10/31/2000

  -- Class M, $6,697,000, downgraded to C from B2; previously
     assigned B2 on 10/31/2000

  -- Class N, $2,870,000, downgraded to C from B3; previously
     assigned B3 on 10/31/2000

  -- Class O, $957,000, downgraded to C from Caa2; previously
     assigned Caa2 on 10/31/2000


MORGAN STANLEY: S&P Downgrades Ratings on Various Classes to 'CC'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class IIA, IIB, and IIA notes from Morgan Stanley Managed ACES
SPC's series 2007-1, 2007-6, and 2007-10, respectively, to 'CC'
from 'CCC-'.

The downgrades follow a number of credit events within the
underlying portfolios, which have caused the notes to incur
principal losses.

                         Ratings Lowered

                 Morgan Stanley Managed ACES SPC
                          Series 2007-1

                                   Rating
                                   ------
                    Class        To      From
                    -----        --      ----
                    IIA          CC      CCC-

                 Morgan Stanley Managed ACES SPC
                          Series 2007-6

                                   Rating
                                   ------
                    Class        To      From
                    -----        --      ----
                    IIB Float    CC      CCC-

                 Morgan Stanley Managed ACES SPC
                         Series 2007-10

                                   Rating
                                   ------
                    Class        To      From
                    -----        --      ----
                    IIA          CC      CCC-


N-STAR REAL: S&P Downgrades Ratings on 12 Classes of Notes
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 12
classes from N-Star Real Estate CDO IX Ltd.  The lowered ratings
remain on CreditWatch with negative implications.

The downgrades reflect S&P's analysis of the transaction,
including the effect of the deteriorating economic conditions
and current credit characteristics of the underlying collateral
assets.  S&P's analysis also considered its estimated asset-
specific recovery rates for two underlying loan assets
($28.1 million, 2.9%) reported as defaulted in the June 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.

The ratings remain on CreditWatch negative due to the
transaction's exposure to collateral with ratings on CreditWatch
negative ($154.1 million, 16.4%).

According to the June 1, 2010, trustee report, the transaction's
current asset pool included these:

* 140 commercial mortgage-backed securities (CMBS) tranches
  ($696.7 million, 72.0%);

* 14 CRE CDO tranches ($139.4 million, 14.4%);

* Five whole loans and senior interest loans ($51.5 million,
  5.3%);

* Three subordinated loans ($51.0 million, 5.3%);

* Two commercial real estate debt securities ($16.2 million,
  1.7%); and

* Five real estate investment debt securities ($12.5 million,
  1.3%).

Standard & Poor's reviewed and updated its credit estimates for
all of the nondefaulted loan assets.  S&P based the analyses on
its adjusted net cash flows, which S&P derived from the most
recent financial data provided by the collateral manager, NS
Advisors 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 ($28.1 million, 2.9%) and 27 credit risk and
defaulted CMBS and CRE CDO tranches ($194.6 million, 20.1%).
Standard & Poor's has estimated asset-specific recovery rates of
16.7% and 76.9% for the loan assets reported as defaulted.  S&P
based S&P's recovery rates on the information from the collateral
manager, special servicer, and third-party data providers.  The
defaulted loan assets are:

* The Crescent Resources LLC senior-interest loan ($15.6 million,
  1.6%); and

* The Memorial Mall senior-interest loan ($12.5 million, 1.3%).

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 Remaining On Creditwatch Negative

                  N-Star Real Estate CDO IX Ltd.
                       Floating-rate notes

                            Rating
                            ------
          Class     To                   From
          -----     --                   ----
          A-1       AA/Watch Neg         AAA/Watch Neg
          A-2       A/Watch Neg          AA+/Watch Neg
          A-3       BBB+/Watch Neg       AA-/Watch Neg
          B         BBB/Watch Neg        A+/Watch Neg
          C         BBB/Watch Neg        A+/Watch Neg
          D         BB+/Watch Neg        BBB/Watch Neg
          E         BB+/Watch Neg        BBB/Watch Neg
          F         BB+/Watch Neg        BBB/Watch Neg
          G         BB/Watch Neg         BB+/Watch Neg
          H         BB/Watch Neg         BB+/Watch Neg
          J         BB/Watch Neg         BB+/Watch Neg
          K         BB-/Watch Neg        BB/Watch Neg


PROTECTIVE FINANCE: Moody's Affirms Ratings on 20 2007-PL Certs.
----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 20 classes and
downgraded three classes of Protective Finance Corporation REMIC
Commercial Mortgage Pass-Through Certificates Series 2007-PL.  The
downgrades are due to higher expected losses for the pool due to
increased credit dispersion.

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

As of the May 14, 2010 statement date, the transaction's aggregate
certificate balance has decreased 13% to $883 million from
$1.0 billion at securitization.  The certificates are
collateralized by 187 mortgage loans ranging in size from less
than 1% to 3% of the pool, with the top ten loans representing 23%
of the pool.  There are no defeased loans or loans with underlying
ratings.

There are currently no loans on the master servicer's watchlist
and the pool has not experienced any losses since securitization.
Three loans, representing 4% of the pool, are currently in special
servicing.  The largest specially serviced loan exposure consists
of two cross collateralized loans, Pavilions at North Shore
Apartments and North Shore Landing Apartments ($19.5 million --
2.2% of the pool), which are secured by two multifamily properties
located in Portland, Texas.  Financial performance has been
negatively impacted due to the closure of a nearby naval base and
the stressed economy.  A loan modification was recently completed
and the loans are currently in the first month of compliance.  The
loans are expected to be transferred to the master servicer in
September as corrected.  The remaining specially serviced loan is
secured by a retail property which also completed a loan
modification and is expected to return to the master servicer in
August.

Moody's was provided full-year 2008 and 2009 operating results for
52% and 48% of the pool, respectively.  Moody's weighted average
LTV is 79% compared to 82% at Moody's prior review.  Although the
overall leverage of the pool has declined since securitization,
credit quality dispersion as increased.  Based on Moody's
analysis, 12% of the pool has a LTV greater than 100% compared to
9% at securitization and 3% of the pool has a LTV greater than
120% compared to 1% at securitization.

Moody's actual and stressed DSCRs are 1.26X and 1.40X,
respectively, compared to 1.25X and 1.30X 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 is 40.  The pool
has a Herf of 92 compared to 102 at securitization.

The top three exposures represent 9% of the pool.  The largest
exposure consists of two cross collateralized loans, the Lowe's
Home Center Loan and Cranberry Creek Plaza Phase III & IV Loan
($30.2 million -- 3.4% of the pool), which are secured by adjacent
shopping centers located in Beckley, West Virginia.  Lowe's Home
Center is anchored by Lowe's and is 86% leased compared to 100% at
securitization.  Cranberry Creek Plaza Phase III & IV is anchored
by Kohl's and Marquee Cinemas and is 99% leased compared to 100%
at securitization.  Overall performance has declined as a result
of increased vacancy and operating expenses.  The decline in
performance has been partially offset by amortization.  The loans
have amortized 8% since securitization.  Moody's LTV and stressed
DSCR are 92% and 1.12X, respectively, compared to 87% and 1.24X at
securitization.

The second largest loan is the First Commercial Bank Building Loan
($25.1 million -- 2.8% of the pool), which is secured by a multi-
tenanted office building located in Birmingham, Alabama.  The
building is 100% leased, the same as at securitization.  The
largest tenant is First Commercial Bank which leases 28% of the
net rentable area (NRA) through August 2017.  The loan has
amortized 4% since securitization.  Moody's LTV and stressed DSCR
are 73% and 1.37X, respectively, compared to 88% and 1.21X at
securitization.

The third largest loan is the Poplin Place Loan ($24.4 million --
2.8% of the pool), which is secured by a community shopping center
located in Monroe, North Carolina.  As of December 2009, the
property was 83% leased compared to 100% at securitization.  The
property is anchored by Target and TJ Maxx.  The loan has
amortized 6% since securitization.  Moody's LTV and stressed DSCR
are 93% and 1.05X, respectively, compared to 99% and 1.02X at
securitization.

Moody's rating action is:

  -- Class A-1, $74,142,820, affirmed at Aaa; previously on
     4/4/2008 assigned Aaa

  -- Class A-2, $152,306,000, affirmed at Aaa; previously on
     4/4/2008 assigned Aaa

  -- Class A-3, $113,129,000, affirmed at Aaa; previously on
     4/4/2008 assigned Aaa

  -- Class A-4, $132,870,000, affirmed at Aaa; previously on
     4/4/2008 assigned Aaa

  -- Class A-1A, $94,557,000, affirmed at Aaa; previously on
     4/4/2008 assigned Aaa

  -- Class IO, notional, affirmed at Aaa; previously on 4/4/2008
     assigned Aaa

  -- Class A-M, $101,600,000, affirmed at Aaa; previously on
     4/4/2008 assigned Aaa

  -- Class A-J, $102,870,000, affirmed at Aaa; previously on
     4/4/2008 assigned Aaa

  -- Class B, $5,080,000, affirmed at Aa1; previously on 4/4/2008
     assigned Aa1

  -- Class C, $8,890,000, affirmed at Aa2; previously on 4/4/2008
     assigned Aa2

  -- Class D, $6,350,000, affirmed at Aa3; previously on 4/4/2008
     assigned Aa3

  -- Class E, $7,620,000, affirmed at A1; previously on 4/4/2008
     assigned A1

  -- Class F, $6,350,000, affirmed at A2; previously on 4/4/2008
     assigned A2

  -- Class G, $8,890,000, affirmed at A3; previously on 4/4/2008
     assigned A3

  -- Class H, $7,620,000, affirmed at Baa1; previously on 4/4/2008
     assigned Baa1

  -- Class J, $7,620,000, affirmed at Baa2; previously on 4/4/2008
     assigned Baa2

  -- Class K, $8,890,000, affirmed at Baa3; previously on 4/4/2008
     assigned Baa3

  -- Class L, $5,080,000, affirmed at Ba1; previously on 4/4/2008
     assigned Ba1

  -- Class M, $2,540,000, affirmed at Ba2; previously on 4/4/2008
     assigned Ba2

  -- Class N, $2,540,000, affirmed at Ba3; previously on 4/4/2008
     assigned Ba3

  -- Class O, $2,540,000, downgraded to B2 from B1; previously on
     4/4/2008 assigned B1

  -- Class P, $3,810,000, downgraded to B3 from B2; previously on
     4/4/2008 assigned B2

  -- Class Q, $2,540,000, downgraded to Caa2 from B3; previously
     on 4/4/2008 assigned B3


RASC SERIES: Moody's Downgrades Ratings on Two 2003-KS3 Notes
-------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of two
tranches issued by RASC Series 2003-KS3 Trust.  One of the
downgraded tranches has been placed on review for further possible
downgrade, while two other tranches have been placed on review for
possible downgrade.  The collateral backing the transaction
consists primarily of first-lien adjustable-rate Subprime mortgage
loans.

The downgrades are a result of write downs on the Class M-2, and
the balance of loans delinquent 60 days or more, including loans
in foreclosure and real estate owned, compared to the credit
enhancement provided by subordination and excess spread.

Issuer: RASC Series 2003-KS3 Trust

  -- Cl. A-I, Aaa Placed Under Review for Possible Downgrade;
     previously on May 19, 2003 Assigned Aaa

  -- Cl. A-II, Aaa Placed Under Review for Possible Downgrade;
     previously on May 19, 2003 Assigned Aaa

  -- Cl. M-1, Downgraded to Caa1 and Placed Under Review for
     Possible Downgrade; previously on Jan 3, 2008 Downgraded to
     Baa3

  -- Cl. M-2, Downgraded to C; previously on Jan 3, 2008
     Downgraded to Ba2


RBSSP RESECURITIZATION: Moody's Downgrades Rating on 2009-8 Notes
-----------------------------------------------------------------
Moody's Investors Service has downgraded the rating of class Cl.
4-A1 issued by RBSSP Resecuritization Trust 2009-8 to Aa3 from
Aa1, as a result of revised loss expectation on the pool of
mortgages backing the underlying certificate.

The asset of the resecuritized transaction consists of Class A-1
issued by ABFC 2007-NC1 Trust.  The Underlying Certificate is
backed primarily by first-lien, subprime residential mortgage
loans.

The ratings on the certificates in the resecuritization 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 ABFC 2007-NC1 Trust is 61%
       expressed as a percentage of outstanding pool balance.  The
       current rating on the Underlying Certificate is B3.

  (ii) The available credit enhancement available to the
       underlying certificate, and

(iii) The structure of the resecuritization transaction.  The
       resecuritization transaction group issued two bonds, 4-A1
       (senior class) and 4-A2 (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
loss on the underlying certificate was ascribed to the
resecuritized classes,4-A1 and 4-A2, according to the structure of
the resecuritized transaction.  The losses on the resecuritized
certificates is allocated "bottom up" with the Class 4-A2 taking
losses ahead of the 4-A1 class.  Principal payments to the
certificate are allocated sequentially, with the Class 4-A1 being
paid ahead of the Class 4-A2.

Issuer: RBSSP Resecuritization Trust 2009-8

  -- Cl. 4-A1, Downgraded to Aa3; previously on Jun 4, 2010 Aa1
     Placed Under Review for Possible Downgrade


REVE SPC: Moody's Downgrades Ratings on Series 2007-3F1 Notes
-------------------------------------------------------------
Moody's Investors Service announced that it has downgraded its
ratings of REVE SPC Dryden XVII Rated Equity Notes Series 2007-3F1
(Segregated Portfolio Series 31) and REVE SPC Dryden XVII Rated
Equity Notes Series 2007-3F2 (Segregated Portfolio Series 32), CSO
notes referencing a managed portfolio of corporate entities.

The rating action is:

Issuer: REVE SPC Dryden XVII Rated Equity Notes Series 2007-3F1
(Segregated Portfolio Series 31)

  -- US$8,000,000 Dryden XVII Rated Equity Notes, Series 2007-3F1
     due 2017, Downgraded to C; previously on Mar 13, 2009
     Downgraded to Ca

Issuer: REVE SPC Dryden XVII Rated Equity Notes Series 2007-3F2
(Segregated Portfolio Series 32)

  -- EUR10,000,000 Dryden XVII Rated Equity Notes, Series 2007-
     3F2 due 2017, Downgraded to C; previously on Oct 23, 2008
     Downgraded to Ca

Moody's explained that the rating action taken is the result of
the tranches sustaining realized losses of over 50%, with an
additional 20% likely to be realized soon.  Since the last rating
action on the transaction, on October 16, 2009, the portfolio has
experienced credit events on CIT Group Inc. and Ambac Assurance
Corporation.  The credit event on CIT Group caused a loss of 0.40%
of the portfolio.  As the tranches have a subordination of 0% and
a thickness of 4%, this caused a loss of 10%.  The settlement
price for Ambac for this transaction has not yet been reported,
but it is expected to be near the ISDA auction price of 20%.  A
recovery of 20% on Ambac would lead to a further 20% loss on the
tranches.


REVE SPC: S&P Raises Ratings on Two 2006-MB1 Notes From 'BB+'
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on REVE
SPC's series 2006-MB1 $2.062 million class A and B notes to 'BBB-'
from 'BB+' and removed them from CreditWatch, where they were
placed with positive implications on April 21, 2010.

S&P's ratings on the class A and B notes are dependent on its
'BBB-' rating on the underlying security, ELM B.V.'s class A
floating-rate notes due June 20, 2013.

The rating actions follow S&P's upgrade of the underlying
security, ELM B.V., on June 17, 2010.  S&P raised the rating to
'BBB-' from 'BB+' and removed it from CreditWatch positive.  S&P
may take subsequent rating actions on the class A and B notes due
to changes in its rating assigned to the underlying security.


SAINTS MEDICAL: Moody's Cuts Rating on $51 Mil. Bonds to 'Ba3'
--------------------------------------------------------------
Moody's Investors Service has downgraded to Ba3 from Ba2 the long-
term bond rating assigned to Saints Medical Center's $51 million
of outstanding bonds issued by the Massachusetts Health &
Educational Facilities Authority.  The downgrade is a result of
multi-year operating losses and rapid decline in liquidity
balances.  The outlook is negative at the lower rating level,
reflecting the uncertainty surrounding a potential Stark Law
violation which may result in a payment to the federal government
and has postponed SMC's affiliation with Covenant Health Systems.

Legal Security: Lien on gross receipts of Saints Memorial Medical
Center; 1.10 times rate covenant; debt service reserve fund.

Interest Rate Derivatives: None.

                            Challenges

* FY 2009 marked third consecutive year of operating losses for
  the system; losses amounted to $3.5 million in both FY 2009 and
  FY 2008 (-2.4% and -2.5% margins, respectively) due primarily to
  declining utilization trends

* Decline of unrestricted cash and investments to $23.1 million
  (61 days cash on hand) as of FYE 2009, down from $27.3 million
  (74 days cash on hand) as of FYE 2008 - a significant decline
  when compared to the historically higher liquidity levels of
  over 120 days cash on hand reported during FY 2000 through FY
  2007; days cash on hand fell to just 44 days as of March 31,
  2010

* The hospital is highly leveraged with declining liquidity
  measures.  Cash-to-debt declined to 42.4% at FYE 2009 while
  debt-to-cash flow rose unfavorably to approximately 16.2 times.

* Potential Stark Law violation which was self-reported by SMC and
  could total up to $14.5 million in potential liabilities
  (according to SMC management's initial estimates), has delayed
  SMC's strategic alliance with Covenant Health Systems;
  definitive agreement between the two parties is currently
  extended through June 30, 2010, but SMC will be posed with
  tremendous challenges if the strategic alliance does not occur

* Very competitive market with Lowell General Hospital (rated
  A3/stable); LGH and Saints offer a similar service array and
  most specialists admit to both hospitals

                            Strengths

* Successful recruitment of additional primary care physicians and
  specialists to the hospital's network of primary care practices

* Recently completed North Andover Women's Center presents a
  strategic opportunity for SMC to improve its utilizations trends

* Conservative, fixed-rate only debt structure without any
  existing swaps

                    Recent Developments/Results

FY 2009 marked yet another challenging year for SMC, and the
downgrade is a result of SMC's third consecutive year of operating
losses and declining liquidity balances.  The system's operating
performance in FY 2009 generated a loss of $3.4 million (-2.4%
margin), which was consistent with the $3.4 million loss (-2.5%
margin) also reported in FY 2008.  Operating cash flow declined to
$5.3 million (3.8% margin) in FY 2009, down from $5.5 million
(4.0% margin) reported in FY 2008, and debt to cash flow grew
unfavorably to 16.2 times, up from 15.8 times in FY 2008.  Peak
annual debt service coverage fell to just 0.89 times in FY 2009,
down from 0.96 times reported the prior year.

The weak performance was a direct result of SMC's third year of
declining utilization trends.  Inpatient volumes declined by
10.1%, which followed a 5.9% decline in FY 2008 from FY 2007
levels.  Moody's note that observation stays increased by 18.4% in
FY 2009, so the decline in utilization was less severe when
combining inpatient admissions and observation stays (-3.1%).  In
recent years, several physicians in different specialties,
including obstetrics, were recruited away from SMC by its local
competitor, Lowell General Hospital (rated A3/stable) which has
resulted in negative utilization trends for SMC.  Saints is
pursuing a strategy to capture a larger share of the out-migration
market that currently goes to regional community hospitals.  A
segment of the market travels to Boston (about 40 minutes away) to
access services not available in the area, or for clinical
reputation reasons, but there is a significant portion of the
market that utilizes regional community hospitals that Saints is
competing for.  To build referrals from this market, Saints has
expanded its employed physician base, concentrating on placing
primary care physicians in offices in areas in which it seeks to
grow market share.  The employed physician group has grown to 36
from only four in 2005 and includes 14 primary care physicians
(the balance includes nurse practitioners, surgeons, hospitalists
and medical oncologists).  As a result, utilization volumes have
improved through the first six months of FY 2010, with inpatient
admissions growing by 4.2% over the prior year same period.  The
improved utilization trends can be in part explained by SMC's
physician strategy, but is also attributable to SMC's focused
efforts at making sure inpatient stays and observation stays are
coded appropriately.  SMC hired an independent physician group to
examine its admission status classification, and observation stays
through six months of FY 2010 decreased by 5.5%.

An additional significant credit concern is SMC's rapidly
declining liquidity balance.  Unrestricted cash and investments
fell to $23.1 million (61 days cash on hand) as of FYE 2009, a
15.4% decline from the prior year amount of $27.3 million (74 days
cash on hand).  As of March 31, 2010 (6 months of FY 2010), SMC
had approximately 44 days cash on hand.  (SMC's unrestricted cash
and investments can all be liquidated in one month or less, and
53% is held as cash or fixed income securities and 47% as
international and domestic equities.) Liquidity declined due to
the decline in cash flow generation, as well as capital
expenditures associated with a new women's center in North Andover
and necessary upgrades to SMC's main campus.  Strategic capital
spending is vital for SMC's ability to compete with Lowell General
Hospital (LGH), a larger hospital (214 beds to SMC's 108 beds)
with more services.  LGH captures the leading market share at
32.5% to SMC's 22.2% and has grown market share over the past year
by successfully recruiting physicians that previously practiced at
SMC.

The ability to continue making strategic investments is a key
factor of Moody's rating analysis.  In FY 2009, SMC executed a
definitive affiliation agreement with Covenant Health Systems
(headquartered in Lexington, MA) with the expectation that SMC
would transfer sponsorship to Covenant in FY 2010.  As part of the
initial sponsorship, Covenant is expected to provide $25 million
for approved capital spending over up to five years.  To date, the
transfer of sponsorship has not yet occurred, and capital dollars
have not been received, although the definitive agreement has been
extended through June 30, 2010.  During the Covenant due diligence
process, SMC self-reported potential technical violations with
respect to the Stark Law -- a federal law relating to arrangements
with physicians.  SMC is currently working with the Centers for
Medicare and Medicaid Services to resolve the potential Stark Law
violation, which could result in a payment up to $14.5 million to
the federal government (according to SMC management's initial
estimates).  In FY 2009, SMC included a charge of $785,000 on its
income statement (included in supplies and other expenses), which
represents the low end of the range of the potential settlement
amount according to its auditors' estimates.  It is not clear at
this time what the final settlement amount will be and over what
length of time SMC will have to pay the settlement to the
government.  SMC continues to work with CMS to seek a timely,
affordable settlement.  The strategic alliance with Covenant has
been put on hold until the CMS issue has been satisfactorily
resolved and the remaining closing conditions met.

If the sponsorship process with Covenant does not proceed, SMC
faces significant challenges in terms of access to capital.  SMC
is highly leveraged, as evidenced by 42.4% cash to debt, 97.4%
debt to capitalization, 16.2 times debt to cash flow, and peak
annual debt service coverage of 0.89 times, so a debt financing to
fund capital projects is unlikely, and management has no plans to
issue additional debt in the near future.  In addition, SMC's
defined benefit pension plan was underfunded (62% funding level)
with a balance sheet liability of $16.8 million as of FYE 2009.
Although SMC's pension plan is a Church Plan and not subject to
ERISA funding requirements, management anticipates making annual
contributions of $750,000 for the next several years in order to
bring the plan back to a more adequately funded level.

                             Outlook

The negative outlook at the lower rating level is a result of the
uncertainty surrounding the potential Stark Law violation
settlement and the repercussions for the affiliation with Covenant
Health Systems, as well as Moody's expectation that liquidity
balances will remain weak during the outlook horizon

                What could change the rating -- UP

Rebound of utilization volumes and operating cash flow; growth of
unrestricted cash to historical levels allowing the hospital to
pursue additional strategic investment

               What could change the rating -- DOWN

Further decline of unrestricted cash and investments; loss of
additional physicians or market share; further decline in
utilization or financial performance

                          Key Indicators

Assumptions & Adjustments:

-- Based on financial statements for Saints Health System, Inc.

-- First number reflects audit year ended September 30, 2008

-- Second number reflects draft audit year ended September 30,
    2009

- Investment returns normalized at 6% unless otherwise noted

* Inpatient admissions: 6,995; 6,290

* Total operating revenues: $136.6 million; $140.2 million

* Moody's-adjusted net revenue available for debt service:
  $7.1 million; $6.7 million

* Total debt outstanding: $57.6 million; $54.5 million

* Maximum annual debt service (MADS): $7.5 million; $7.5 million

* MADS Coverage with reported investment income: 0.97 times; 0.73
  times

* Moody's-adjusted MADS Coverage with normalized investment
  income: 0.96 times; 0.89 times

* Debt-to-cash flow: 15.8 times; 16.2 times

* Days cash on hand: 74.0 days; 61.0 days

* Cash-to-debt: 47.4%; 42.4%

* Operating margin: -2.5%; -2.4%

* Operating cash flow margin: 4.0%; 3.8%

Rated Debt (debt outstanding as of September 30, 2009):

-- Series 1993A; Fixed Rate ($51.0 million outstanding) rated Ba3

The last rating action with respect to the Saints Medical Center
was on November 18, 2008, when a municipal finance scale rating of
Ba2/stable was assigned to Saints Medical Center.  That rating was
subsequently recalibrated to Ba2/stable on May 7, 2010.


SALOMON BROTHERS: Moody's Reviews Ratings on Six 2000-C2 Certs.
---------------------------------------------------------------
Moody's Investors Service placed six CMBS classes of Salomon
Brothers Mortgage Securities VII, Inc., Commercial Mortgage Pass-
Through Certificates, Series 2000-C2 on review for possible
downgrade due to higher expected losses for the pool resulting
from anticipated losses from specially serviced and highly
leveraged watchlisted loans, interest shortfalls and refinance
risk for loans approaching maturity in an adverse environment.
Twenty-six loans, representing 69% of the pool, mature within the
next six months.

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

As of the May 18, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 77% to
$1.79 million from $781.52 million at securitization.  The
Certificates are collateralized by 45 mortgage loans ranging in
size from less than 1% to 15% of the pool, with the top ten loans
representing 55% of the pool.  Seven loans, representing 25% of
the pool, have defeased and are collateralized by U.S. Government
securities.

Nine loans, representing 17% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the 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.

Thirteen loans have been liquidated from the trust, resulting in
an aggregate $30.7 million loss (41% overall loss severity).
Classes M, N and P have been eliminated entirely due to losses and
Class L has experienced a 14% principal loss.  Currently 16 loans,
representing 52% of the pool, are in special servicing.  The
largest specially serviced loan is the 1615 Poydras Street Loan
($26.4 million -- 14.7% of the pool), which is secured by an
502,000 square foot office property located in New Orleans,
Louisiana.  The loan was transferred to special servicing in April
2010 when the borrower requested a forbearance in order to fund
necessary capital expenditures.

Based on the most recent remittance statement, Classes H through
L have experienced cumulative interest shortfalls totaling
$3.4 million.  Moody's anticipates that the pool will continue to
experience interest shortfalls because of the 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 review will focus on potential losses from specially
serviced and watchlisted loans and the performance of the overall
pool.

Moody's rating action is:

  -- Class D, $7,815,000, currently rated Aa2, on review for
     possible downgrade; previously upgraded to Aa2 from A2 on
     1/16/2008

  -- Class E, $11,723,000, currently rated A1, on review for
     possible downgrade; previously upgraded to A1 from Baa1on
     1/16/2008

  -- Class F, $13,677,000, currently rated Baa1, on review for
     possible downgrade; previously updated to Baa1 from Baa2 on
     1/16/2008

  -- Class G, $9,769,000, currently rated Baa3, on review for
     possible downgrade; previously assigned Baa3 on 8/23/2000

  -- Class J, $13,677,000, currently rated Caa1, on review for
     possible downgrade; previously downgraded to Caa1 from B3 on
     1/16/2008

  -- Class K, $5,861,000, currently rated Caa3, on review for
     possible downgrade; previously downgraded to Caa3 from Caa2
     on 1/16/2008


SBMS VII: Moody's Downgrades Ratings on Two 1997-HUD1 Tranches
--------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of two
tranches issued by SBMS VII 1997-HUD1.  The collateral supporting
the certificates consists of reperforming mortgage loans related
to insurance programs of the United States Department of Housing
and Urban Development.  The borrowers in these loans had at least
one serious delinquency but qualified for, and completed, a HUD
forbearance plan prior to deal origination.  The loans generally
represent low balance, high loan-to-value financings of owner-
occupied, residential properties.

The actions are a result of write downs on the most junior
tranches in the deal.

Complete rating actions are:

Issuer: Salomon Brothers Mortgage Securities VII, Inc., Series
1997-HUD1

  -- B-3, Downgraded to Caa1 and Placed Under Review for Possible
     Downgrade; previously on Jan 31, 2006 Downgraded to Baa3

  -- B-4, Downgraded to C; previously on Jan 31, 2006 Downgraded
     to Caa2


SLATE CDO: Moody's Downgrades Ratings on Four Classes of Notes
--------------------------------------------------------------
Moody's Investors Service downgraded four classes of Notes issued
by Slate CDO 2007-1, Ltd., 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.

Slate CDO 2007-1, Ltd. is a hybrid CRE CDO transaction backed by a
portfolio of cash collateral (46.3% of the pool balance) and
credit default swaps (53.7% of the pool balance) referencing
commercial mortgage backed securities and CRE CDOs.  As of the
April 28, 2010 Trustee report, the Notes are collateralized by 48
classes of CMBS cash collateral and reference obligations (61.4%
of the pool), 30 classes of CRE CDO cash collateral and reference
obligations (37.2%) of the deal and 4 classes of asset backed
securities (ABS) cash collateral (1.4% of the pool balance).  The
aggregate Note balance of the transaction has decreased to
$594.1 million from $600.0 million at issuance, with the paydown
directed to the Class A1SA and Class A1SB Notes.

Thirty-five cash collateral and reference obligations totaling
$251.8 million of (41.6% of the pool) were reported as defaulted
securities or deferred interest PIK bonds.  Moody's currently
estimates a low recovery rate for these assets.

Slate CDO 2007-1, Ltd., entered into an Event of Default on March
31, 2009.  This EOD was due to the Senior Test (Senior Test
Adjusted Credit Ratio) breaching its trigger, as set forth in the
indenture.  Pursuant to the EOD, Moody's downgraded the
transaction on October 1, 2009.

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 6,243 compared to 4,075 at
last review.  The distribution of current ratings and credit
estimates is: Baa1-Baa3 (3.3% compared to 5.9% at last review),
Ba1-Ba3 (9.3% compared to 14.0% at last review), B1-B3 (32.3%
compared to 44.8% at last review), and Caa1-C (55.1% compared to
35.3% at last review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time.  Moody's modeled to the actual
WAL of 6.3 years compared to 6.7 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 4.1% compared to 6.1% 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 99.9% compared to 42.5% at last review.
The higher MAC is due to the greater concentration of high risk
collateral concentrated within a small number of collateral names.

Moody's review incorporated CDOROM v2.6, one of Moody's CDO rating
models, which was released on May 27, 2010.

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 A1SA, Downgraded to Ca; previously on October 1, 2009
     Downgraded to B1

  -- Class AlSB, Downgraded to Ca; previously on October 1, 2009
     Downgraded to B1

  -- Class A1J, Downgraded to C; previously on October 1, 2009
     Downgraded to Caa2

  -- Class A2, Downgraded to C; previously on October 1, 2009
     Downgraded to Ca

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 October 1, 2009.


SORIN REAL: Fitch Downgrades Ratings on Six Classes of Notes
------------------------------------------------------------
Fitch Ratings has downgraded six classes and affirmed one class of
Sorin Real Estate CDO I Ltd. as a result of negative credit
migration on the underlying portfolio.

Since Fitch's last rating action in January 2009, the credit
quality of the portfolio has declined to a current weighted
average Fitch derived rating of 'B-', down from 'BB+' at last
review.  Further, 72.9% of the portfolio now has a Fitch derived
rating below investment grade; 42.6% has a rating in the 'CCC'
category and below.  Further, 33.4% of the portfolio is currently
on Rating Watch Negative.  Due to the failure of all three
overcollateralization tests, all proceeds beyond the payment of
class B interest are being reallocated to redeem class A-1
principal.

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 resulting rating loss rates for
the model's lowest stress scenario, the 'CCC' scenario, were
higher than all classes' credit enhancement levels.  Therefore,
the analysis included a comparison of the classes' respective
credit enhancement levels to the percent of portfolio rating
concentrations, and cash flow modeling was not considered.

Based on this analysis, classes A-1 through B have been downgraded
to 'CC' as their respective credit enhancement levels are lower
than the 'CCC' scenario PCM output, but exceed the concentration
of assets with Fitch derived ratings below 'CC'.  Additionally,
these classes are currently receiving full interest proceeds.
Classes C through E have been downgraded to 'C' and class F has
been affirmed at 'C' because Fitch believes that default appears
inevitable given that the total percentage of assets with Fitch
derived ratings in the 'C' or 'D' categories either exceeds or is
proximate to these classes' respective credit enhancement levels.
Further, these classes are capitalizing interest as a result of
the OC test failures, making the possibility of full principal
recoveries more unlikely on an ongoing basis.

Sorin I is backed by 71 tranches from 56 obligors, the largest
concentration of which is commercial mortgage-backed securities
(CMBS, 39.7%).  The remainder of the pool consists of commercial
real estate loans or CMBS rake bonds (34.4%), and residential
mortgage-backed securities (25.9%).  The transaction closed in
July 2005, and its revolving period ends in September 2010.

Fitch has downgraded or affirmed these classes as indicated:

  -- $288,978,320 class A-1 to 'CC' from 'BB+';
  -- $27,600,000 class A-2 to 'CC' from 'BB';
  -- $20,000,000 class B to 'CC' from 'B+';
  -- $12,419,323 class C to 'C' from 'B';
  -- $14,231,746 class D to 'C' from 'CC;
  -- $4,065,837 class E to 'C' from 'CC';
  -- $4,685,131 class F at 'C'.

The Rating Outlooks for A-1 through C were Negative prior to the
downgrades.  Fitch does not assign Rating Outlooks to classes
rated 'CCC' or lower.


SOUNDVIEW HOME: Moody's Downgrades Ratings on 111 Tranches
----------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 111
tranches from 27 RMBS transactions issued by Soundview Home Loan
Trust.  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: Soundview Home Loan Trust 2005-1

  -- Cl. M-2, Confirmed at Aa2; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to Ba2; previously on Jan 13, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. M-4, Downgraded to Caa3; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-5, Downgraded to C; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

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

Issuer: Soundview Home Loan Trust 2005-2

  -- Cl. M-2, Confirmed at Aa3; previously on Jan 13, 2010 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to Baa2; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. M-4, Downgraded to B3; previously on Jan 13, 2010 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-5, Downgraded to C; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

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

  -- Cl. M-7, Downgraded to C; previously on Jan 13, 2010 Caa2
     Placed Under Review for Possible Downgrade

Issuer: Soundview Home Loan Trust 2005-3

  -- Cl. M-2, Downgraded to A3; previously on Jan 13, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to Caa3; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. M-4, Downgraded to C; previously on Jan 13, 2010 Caa1
     Placed Under Review for Possible Downgrade

Issuer: Soundview Home Loan Trust 2005-4

  -- Cl. I-A1, Downgraded to A2; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. II-A4, Downgraded to Aa1; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. M-1A, Downgraded to B2; previously on Jan 13, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. M-1B, Downgraded to Caa1; previously on Jan 13, 2010 A1
     Placed Under Review for Possible Downgrade

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

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

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

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

Issuer: Soundview Home Loan Trust 2005-CTX1

  -- Cl. A-5, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. A-6, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to Baa2; previously on Jan 13, 2010 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to Caa1; 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 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

Issuer: Soundview Home Loan Trust 2005-OPT1

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

  -- Cl. II-A4, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

Issuer: Soundview Home Loan Trust 2005-OPT2

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

  -- Cl. A-5, Confirmed at Aaa; previously on Jan 13, 2010 Aaa
     Placed Under Review for Possible Downgrade

Issuer: Soundview Home Loan Trust 2006-1

  -- Cl. A-3, Confirmed at Baa2; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to Caa3; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

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

  -- Cl. M-2, Downgraded to C; previously on Jan 13, 2010 B2
     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: Soundview Home Loan Trust 2006-2

  -- Cl. A-3, Downgraded to Baa2; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to Ba2; previously on Jan 13, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to Caa2; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

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

  -- Cl. M-3, Downgraded to C; previously on Jan 13, 2010 B3
     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: Soundview Home Loan Trust 2006-3

  -- 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

Issuer: Soundview Home Loan Trust 2006-EQ1

  -- Cl. A-2, Confirmed at Baa2; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

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

  -- Cl. A-4, Downgraded to Ca; 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: Soundview Home Loan Trust 2006-EQ2

  -- Cl. A-2, Confirmed at B2; previously on Jan 13, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Cl. A-3, Confirmed at B3; previously on Jan 13, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Confirmed at Caa2; previously on Jan 13, 2010 Caa2
     Placed Under Review for Possible Downgrade

Issuer: Soundview Home Loan Trust 2006-NLC1

  -- Cl. A-1, Downgraded to Caa3; previously on Jan 13, 2010 Caa2
     Placed Under Review for Possible Downgrade

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

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

  -- Cl. A-4, Confirmed at Ca; previously on Jan 13, 2010 Ca
     Placed Under Review for Possible Downgrade

Issuer: Soundview Home Loan Trust 2006-OPT1

  -- Cl. I-A-1, Downgraded to B1; previously on Jan 13, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-3, Downgraded to Ba3; previously on Jan 13, 2010
     Baa1 Placed Under Review for Possible Downgrade

  -- Cl. II-A-4, Downgraded to Caa2; previously on Jan 13, 2010
     Baa2 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: Soundview Home Loan Trust 2006-OPT2

  -- Cl. A-3, Downgraded to Ba3; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to Caa2; previously on Jan 13, 2010 Ba1
     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: Soundview Home Loan Trust 2006-OPT3

  -- Cl. I-A-1, Downgraded to Ba3; previously on Jan 13, 2010 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Confirmed at Aa2; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-3, Downgraded to B1; previously on Jan 13, 2010 A3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-4, Downgraded to Caa2; previously on Jan 13, 2010
     Baa1 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: Soundview Home Loan Trust 2006-OPT4

  -- Cl. I-A-1, Downgraded to B2; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Confirmed at Aa2; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

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

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

Issuer: Soundview Home Loan Trust 2006-OPT5

  -- Cl. I-A-1, Downgraded to Caa1; previously on Jan 13, 2010
     Baa3 Placed Under Review for Possible Downgrade

  -- Cl. II-A-3, Downgraded to B3; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-4, Downgraded to Caa3; previously on Jan 13, 2010 B1
     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: Soundview Home Loan Trust 2006-WF2

  -- Cl. A-1, Downgraded to B1; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. A-2B, Confirmed at Aa2; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-2C, Downgraded to Ba3; previously on Jan 13, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. A-2D, Downgraded to B2; previously on Jan 13, 2010 A3
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to Ca; previously on Jan 13, 2010 Ba3
     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: Soundview Home Loan Trust 2007-1

  -- Cl. I-A-1, Confirmed at B2; previously on Jan 13, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-1, Confirmed at B2; previously on Jan 13, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Confirmed at B3; previously on Jan 13, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-3, Confirmed at Caa2; previously on Jan 13, 2010
     Caa2 Placed Under Review for Possible Downgrade

  -- Cl. II-A-4, Confirmed at Caa3; previously on Jan 13, 2010
     Caa3 Placed Under Review for Possible Downgrade

Issuer: Soundview Home Loan Trust 2007-NS1, Asset-Backed
Certificates, Series 2007-NS1

  -- Cl. A-1, Downgraded to Baa3; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to Caa1; 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. 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 Caa2
     Placed Under Review for Possible Downgrade

Issuer: Soundview Home Loan Trust 2007-OPT1

  -- Cl. I-A-1, Downgraded to Caa2; previously on Jan 13, 2010 B2
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-1, Confirmed at Baa2; previously on Jan 13, 2010
     Baa2 Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Downgraded to Caa1; previously on Jan 13, 2010 B3
     Placed Under Review for Possible Downgrade

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

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

  -- Cl. X, Confirmed at Baa2; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

Issuer: Soundview Home Loan Trust 2007-OPT2

  -- Cl. I-A-1, Downgraded to Caa3; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-1, Downgraded to A1; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Downgraded to Caa2; previously on Jan 13, 2010
     Ba2 Placed Under Review for Possible Downgrade

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

  -- Cl. II-A-4, Downgraded to Ca; previously on Jan 13, 2010 B1
     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: Soundview Home Loan Trust 2007-OPT3

  -- Cl. I-A-1, Downgraded to Caa3; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-1, Confirmed at A2; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Downgraded to Caa1; previously on Jan 13, 2010
     Ba2 Placed Under Review for Possible Downgrade

  -- Cl. II-A-3, Downgraded to Caa3; previously on Jan 13, 2010
     Ba3 Placed Under Review for Possible Downgrade

  -- Cl. II-A-4, Downgraded to Caa3; previously on Jan 13, 2010 B1
     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: Soundview Home Loan Trust 2007-OPT4

  -- Cl. I-A-1, Downgraded to Caa3; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Downgraded to Caa2; previously on Jan 13, 2010
     Ba2 Placed Under Review for Possible Downgrade

  -- Cl. II-A-3, Downgraded to Caa3; previously on Jan 13, 2010
     Ba3 Placed Under Review for Possible Downgrade

  -- Cl. X-1, Downgraded to Caa3; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

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

  -- Cl. M-1, Downgraded to C; previously on Jan 13, 2010 B1
     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: Soundview Home Loan Trust 2007-OPT5

  -- Cl. I-A-1, Downgraded to Caa3; previously on Jan 13, 2010
     Baa2 Placed Under Review for Possible Downgrade

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

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

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

  -- Cl. X-1, Downgraded to Caa3; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

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

  -- Cl. X-3, Downgraded to C; previously on Jan 13, 2010 Ba3
     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-1B, 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-2B, 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: Soundview Home Loan Trust 2007-WMC1

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

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

  -- Cl. III-A-1, Downgraded to Caa3; previously on Jan 13, 2010
     Caa2 Placed Under Review for Possible Downgrade

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

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

  -- Cl. III-A-4, Confirmed at Ca; previously on Jan 13, 2010 Ca
     Placed Under Review for Possible Downgrade


SPECIALITY UNDERWRITING: Moody's Cuts Ratings on 54 Tranches
------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 54
tranches from 18 RMBS transactions issued by SURF.  Additionally,
Moody's has confirmed the ratings of 16 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: Speciality Underwriting and Residential Finance 2005-AB3

  -- Cl. A-1A, Downgraded to Caa2; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. A-2B, Downgraded to Ba3; previously on Jan 13, 2010 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. A-2C, Downgraded to Caa3; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

Issuer: Speciality Underwriting and Residential Finance 2006-AB3

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

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

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

Issuer: Speciality Underwriting and Residential Finance 2006-BC2

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

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

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

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

Issuer: Speciality Underwriting and Residential Finance Trust,
Series 2007-AB1

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

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

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

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

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

Issuer: Specialty Underwriting and Residential Finance Series
2005-AB1

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

  -- Cl. M-1, Downgraded to B3; previously on Jan 13, 2010 A1
     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: Specialty Underwriting and Residential Finance Series
2005-AB2

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

  -- Cl. A-1C, Downgraded to Baa2; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. A-1D, Downgraded to Ba1; previously on Jan 13, 2010 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to B3; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to Ca; previously on Jan 13, 2010 B2
     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: Specialty Underwriting and Residential Finance Series
2005-BC3

  -- Cl. A-1A, 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

Issuer: Specialty Underwriting and Residential Finance Series
2005-BC4

  -- Cl. A-1A, Downgraded to Baa3; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-2B, Downgraded to A3; previously on Jan 13, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. A-2C, Downgraded to B1; previously on Jan 13, 2010 A3
     Placed Under Review for Possible Downgrade

Issuer: Specialty Underwriting and Residential Finance Series
2006-AB1

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

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

Issuer: Specialty Underwriting and Residential Finance Series
2006-AB2

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

  -- Cl. A-2C, Downgraded to Caa3; previously on Jan 13, 2010 B3
     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: Specialty Underwriting and Residential Finance Series
2006-BC1

  -- Cl. A-1, Downgraded to Ba1; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-2C, Downgraded to Ba3; previously on Jan 13, 2010 Baa1
     Placed Under Review for Possible Downgrade

  -- Cl. A-2D, Downgraded to Caa1; previously on Jan 13, 2010 Baa2
     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 Caa3
     Placed Under Review for Possible Downgrade

Issuer: Specialty Underwriting and Residential Finance Series
2006-BC3

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

  -- Cl. A-2B, Downgraded to B1; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

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

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

Issuer: Specialty Underwriting and Residential Finance Series
2006-BC4

  -- Cl. A-1, Downgraded to Caa3; previously on Jan 13, 2010 Caa1
     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 C; previously on Jan 13, 2010 Ca
     Placed Under Review for Possible Downgrade

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

Issuer: Specialty Underwriting and Residential Finance Series
2006-BC5

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

  -- Cl. A-2A, Downgraded to Caa2; previously on Jan 13, 2010 B3
     Placed Under Review for Possible Downgrade

  -- Cl. A-2C, Downgraded to Caa2; previously on Jan 13, 2010 B3
     Placed Under Review for Possible Downgrade

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

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

Issuer: Specialty Underwriting and Residential Finance Series
2007-BC1

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

  -- Cl. A-2A, Downgraded to Caa1; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

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

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

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

Issuer: Specialty Underwriting and Residential Finance Trust,
Series 2005-BC1

  -- Cl. M-2, Upgraded to Aa2; previously on Jan 13, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to Caa2; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

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

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

Issuer: Specialty Underwriting and Residential Finance Trust,
Series 2005-BC2

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

  -- Cl. M-2, Downgraded to A3; previously on Jan 13, 2010 Aa2
     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 B3
     Placed Under Review for Possible Downgrade

Issuer: Specialty Underwriting and Residential Finance Trust,
Series 2007-BC2

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

  -- Cl. A-2A, Downgraded to Caa2; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

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

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

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


SWIFT MASTER: S&P Affirms Ratings on Four Classes of Notes
----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on four
classes from SWIFT Master Auto Receivables Trust's series 2007-2
and removed them from CreditWatch with negative implications,
where S&P had placed them on May 21, 2009.  SMART series 2007-2 is
an asset-backed securities transaction backed by dealer floorplan
receivables originated by Ally Financial Inc. (formerly
General Motors Acceptance Corp.).

The affirmations reflect S&P's assessment of the recent
accumulation of cash in an account dedicated to hold funds for
principal payments and the relatively short amount of time
remaining before this transaction's expected maturity.

On May 21, 2009, S&P placed the ratings on CreditWatch, reflecting
its view that a General Motors Corp. Chapter 11 bankruptcy filing
could deplete the transaction's credit support as non-essential
dealers are eliminated and residual values of vehicles come under
pressure to the extent the vehicles are not disposed of in an
orderly manner.  However, SMART 2007-2 was structured without a GM
Chapter 11 bankruptcy trigger.  Therefore, the bankruptcy filing
did not result in an early amortization event, which limited any
cash accumulation and credit support build up that would typically
occur in dealer floorplan transactions with bankruptcy triggers
tied to the manufacturer insolvency.  GM filed for Chapter 11
bankruptcy protection on June 1, 2009, and emerged 40 days later
on July 10, 2009, with a deal that sold key operations and core
brands, including Chevrolet and Cadillac, to a new company that is
majority-owned by the U.S. Treasury.

Soon after GM emerged from bankruptcy, Standard & Poor's released
criteria that generally limit ABS dealer floorplan transactions to
a six-to-nine notch elevation above the corporate credit rating of
the servicer or manufacturer unless a formal backup servicer
agreement is in place.  In S&P's view, ABS dealer floorplan
transactions face unique risks because the market value of the
collateral backing the rated securities and the intensive
servicing of the dealer loans, including repossession of vehicles
upon a dealer default, are highly dependent on the financial
viability of the manufacturer and the servicer (Ally Financial
Inc.).  SMART 2007-2 was not structured with a backup servicer in
place, and thus, the ratings remained on CreditWatch with negative
implications to reflect these additional risks.

In April 2010, the scheduled accumulation period for SMART
2007-2 began.  Principal receivables are currently being
collected in a trust account dedicated to repay the outstanding
notes for the series, and S&P expects repayment to be in October
2010.  As of the June 2010 distribution date, $657.9 million had
been collected in the account, which is over 57% of the
outstanding $1.144 billion in rated notes.  S&P believes that the
accumulation of cash in a dedicated account, combined with the
relatively short tenure to the transaction's expected maturity,
mitigate the risks that the securitization faces without the
benefit of a backup servicer in place.

Standard & Poor's will continue to monitor the cash accumulation,
as well as the expected debt payments in October 2010, and take
rating actions, including CreditWatch placements, in accordance
with S&P's criteria.

           Ratings Affirmed And Removed From Creditwatch

                SWIFT Master Auto Receivables Trust

                                   Rating
                                   ------
         Series     Class      To         From
         ------     -----      --         ----
         2007-2     A          AA+        AA+/Watch Neg
         2007-2     B          A-         A-/Watch Neg
         2007-2     C          BBB-       BBB-/Watch Neg
         2007-2     D          BB         BB/Watch Neg


TIAA REAL: Fitch Affirms Ratings on Five Classes of Notes
---------------------------------------------------------
Fitch Ratings has affirmed five classes of notes issued by TIAA
Real Estate CDO 2002-1 Ltd.

Since the last rating action in March 2009, the credit quality of
the collateral has declined with approximately 12.6% of the
portfolio downgraded on average 3.6 notches, while only 4% was
upgraded on average four notches.  Approximately 19.2% of the
portfolio has a Fitch derived rating below investment grade and
10.5% has a rating in the 'CCC' rating category or below, as
compared to 18% and 3%, respectively, at last review.

The effect of the decline in credit quality has been offset by
increased credit enhancement levels for all classes of notes due
to the deleveraging of the transaction.  As of the May 2010
distribution date, approximately 77.4% of the class I notes'
original principal balance has amortized down with 15.6% paid down
since the last review.  As a result, the credit enhancement
available to the class I notes increased from 46.9%, at last
review, to 59.9%.  Similarly, the credit enhancement for the class
II-FX and II-FL (class II) notes increased from 34.4% to 43.9%,
for the class III notes from 17.3% to 22%, and for the class IV
notes from 10.8% to 13.8%.

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 al classes of notes are consistent with the
ratings assigned below.

The Negative Rating Outlook for all classes of notes 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.

TIAA 2002-1 is a static collateralized debt obligation that closed
on May 22, 2002.  The current portfolio consists of 34 bonds from
28 obligors, of which 14.7% are real estate investment trust debt
securities, 2.8% are structured finance CDOs, and 82.5% are
commercial mortgage backed securities from the 1997 through 2001
vintages.

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

  -- $85,205,414 class I notes at 'AAA/LS2': Outlook to Negative
     from Stable;

  -- $17,000,000 class II-FL notes at 'AA/LS3'; Outlook to
     Negative from Stable;

  -- $17,000,000 class II-FX notes at 'AA/LS3'; Outlook to
     Negative from Stable;

  -- $46,500,000 class III notes at 'BBB+/LS3'; Outlook to
     Negative from Stable;

  -- $17,500,000 class IV notes at 'BB/LS4'; Outlook to Negative
     from Stable.


TW HOTEL: Moody's Affirms Ratings on Series 2005-LUX Certificates
-----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of fourteen pooled
classes of TW Hotel Funding 2005, LLC, Commercial Mortgage Pass-
Through Certificates, Series 2005-LUX.  The affirmations reflect
the positive impact of lower leverage due to loan modification,
the inherent value of the asset, strong sponsorship, improving
market fundamentals for luxury lodging properties and the
offsetting negative impact of the deteriorating performance of the
underlying collateral.  The rating action is a result of Moody's
on-going surveillance of commercial mortgage backed securities
transactions.

As of the June 15, 2010 distribution date, the transaction's
aggregate certificate balance has decreased to $320 million from
$345 million at last review.  The loan was transferred to special
servicing on October 28, 2009 due to imminent default (final
maturity date in January 2010).  A forbearance agreement was in
place till May 2010, when the loan modification was completed.
The terms of the modification and extension agreement included the
pay down of the trust debt by $25 million, pledge of additional
collateral (Montecito Country Club located in Santa Barbara, CA)
and a new loan maturity date of January 9, 2011, with a one year
extension option.  The principal repayment was made on pro rata
basis within the trust.  The transaction has a modified pro rata
structure where payments are made on pro rata basis until the loan
balance is reduced to 35% of the initial balance.  There is a
mezzanine loan of $155 million outside the trust.

The Ty Warner Portfolio Loan ($320 million -- 100% of pooled
balance) is secured by four luxury hotel properties totaling 686
guest rooms located in New York, California and Los Cabos, Mexico.
They are Four Seasons Hotel, New York, Four Seasons Resort, The
Biltmore, Santa Barbara, Las Ventanas Al Paraiso, A Rosewood
Resort, Los Cabos, Mexico and San Ysidro Ranch, A Rosewood Resort,
Santa Barbara, A Ty Warner Property.  The property's operating
performance has deteriorated significantly sine 2008 due to their
focus on luxury price segment of the market.  But each of the
properties are market leaders in respective submarkets, and are
considered irreplaceable.

The lodging sector experienced unprecedented levels of stress
during the last 19 month-period.  However, March 2010 was the
first month since 4Q 2008, where US lodging segment as a whole,
achieved positive RevPAR growth compared to the same period from
the prior year.  Moody's believe the lodging sector has bottomed
out and is on its way to recovery.  Moody's anticipate a much
stronger rebound to occur in 2011 and 2012.

The upper-end of the lodging properties experienced the most
declines since 4Q 2008 but is showing the greatest improvement in
demand as Moody's rebound from this cycle.  Although, the pool's
2009 year-end performance was significantly lower than historical
levels, Moody's do not believe that it is representative of the
subject pool's stabilized performance.  Furthermore, given the
high quality of these assets as well as its strong brand
affiliation and consumer recognition, Moody's believe the pool
warrants an affirmation at this time.

Moody's weighted average pooled loan to value ratio remains at
90%, virtually unchanged from last review of 91%.  Moody's
stressed debt service coverage ratio for the loan is at 0.58X
compared to 1.24X at last review.  However, due to low interest
rate environment the actual DSCR is very strong, and is in excess
of 2.0X.  The pool has not experienced any losses since
securitization.

Moody's rating action is:

  -- Class A1, $100,292,927, affirmed at Aaa; previously on
     January 12, 2006 assigned Aaa

  -- Class A2, $33,430,976, affirmed at Aaa; previously on
     January 12, 2006 assigned Aaa

  -- Class B, $16,696,685, affirmed at Aa1; previously on
     March 19, 2009 downgraded to Aa1 from Aaa

  -- Class C, $19,479,466, affirmed at Aa2; previously on
     March 19, 2009 downgraded to Aa2 from Aaa

  -- Class D, $9,551,707, affirmed at Aa3; previously on March 19,
     2009 downgraded to Aa3 from Aa1

  -- Class E, $12,785,750, affirmed at A1; previously on March 19,
     2009 downgraded to A1 from Aa2

  -- Class F, $13,011,381, affirmed at A2; previously on March 19,
     2009 downgraded to A2 from Aa3

  -- Class G, $9,551,707, affirmed at A3; previously on March 19,
     2009 downgraded to A3 from A1

  -- Class H, $18,802,573, affirmed at Baa1; previously on
     March 19, 2009 downgraded to Baa1 from A2

  -- Class J, $14,590,797, affirmed at Baa2; previously on
     March 19, 2009 downgraded to Baa2 from A3

  -- Class K, $20,306,779, affirmed at Baa3; previously on
     March 19, 2009 downgraded to Baa3 from Baa1

  -- Class L, $13,537,853, affirmed at Ba1; previously on
     March 19, 2009 downgraded to Ba1 from Baa2

  -- Class M, $22,412,668, affirmed at Ba3; previously on
     March 19, 2009 downgraded to Ba3 from Baa3

  -- Class N, $15,192,479, affirmed at B1; previously on March 19,
     2009 downgraded to B1 from Ba1


UBS COMMERCIAL: Fitch Downgrades Ratings on 12 2007-FL1 Certs.
--------------------------------------------------------------
Fitch Ratings has downgraded 12 classes from the pooled portion of
UBS Commercial Mortgage Trust 2007-FL1 reflecting Fitch's base
case loss expectation of 14.1%.  Five of the non-pooled junior
component certificates were also downgraded to reflect Fitch's
significant loss expectations on these assets.  One of the non-
pooled classes was upgraded reflecting the improved performance of
this asset.  The rating for the interest-only class X was
withdrawn.  Fitch's performance expectation incorporates
prospective views regarding commercial real estate values 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 93.9% of the pooled
loans, and five of the seven 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 12.2% from generally third- and fourth-quarter 2009 servicer-
reported financial data.  In its review, Fitch analyzed servicer
reported operating statements and rent rolls, updated property
valuations, and recent lease and sales comparisons.

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 107.1%), Fitch estimates
that average recoveries on the pooled loans will be approximately
80.3% in the base case, whereas the more highly leveraged non-
pooled component notes (average base case LTV of 110.8%) have a
lower modeled recovery of 4.2%.

The transaction is collateralized by 27 loans, of which seven are
secured by hotels (44.7%), six by office (23.5%), four by land
(13.9%), and one by healthcare (2.1%).  All of the final extension
options on the loans are within the next five years and are: 4.1%
in 2010, 7.8% in 2011, 74.8% in 2012, 7% in 2013 and 4.9% in 2014.

Fitch identified 20 Loans of Concern (72.1%) within the pool,
seven of which are specially serviced (23%).  Fitch's analysis
resulted in loss expectations for 20 of the pooled components, and
each of the associated non-pooled components for the Loans of
Concern in the 'B' stress scenario.  The three largest pooled
contributors to losses (by unpaid principal balance) in the 'B'
stress scenario are: Maui Prince Resort (10.7%), Reston Office
Portfolio (4.6%), and Paramount Hotel (7%).

The Maui Prince loan is secured by a 310-room full service hotel,
two 18-hole golf courses and 1,194 acres of undeveloped land
located in Maui Hawaii.  The loan was transferred to special
servicing on June 12, 2009 due to imminent default at its maturity
date.  Hotel performance has been impacted by lower rates,
increased expenses and a decline in tourism in the area.  The
original plans to develop the vacant land parcel into luxury
residential housing have become unfeasible due to the current
economic climate.

The special servicer filed for foreclosure, appointed a receiver,
and hired a new management company in September 2009.  The manager
is re-branding the property and restaurants and has put its
reservation system in place, and submitted a 2010 budget and
capital plan for the hotel which is now known as the Makena Beach
and Golf Resort.  The DSCR and occupancy as of June 30, 2009
Dec. 31, 2008 and at issuance were (1.92)times and 53.2%, (0.71)x
and 59.9% and 0.23x and 84%, respectively.

The Reston Office Portfolio loan is collateralized by a portfolio
four office properties totaling 513,300 sf in Reston, VA.  The
properties were built between 1982 and 1999.  The loan transferred
to the special servicer in June 2010 due to imminent default.  At
issuance the loan was underwritten to a stabilized cash flow
anticipating that vacant space at the property would be leased up
at market rates.  The projected increases have not occurred and
occupancy has declined from 79.4% at issuance to 45% as of
March 31, 2010.  There is significant lease rollover with 24% of
the NRA having expired in 2010, 6% in 2011 and 15% in 2012.
Expiring leases generally have above market rental rates.  Neither
a leasing update nor a workout plan was immediately available due
to the recent transfer.

The Paramount Hotel loan is collateralized by a 600-room full-
service hotel located in the Times Square area of Manhattan.  The
property was built in 1926 and remodeled in stages between 2002
and 2007.  At issuance the property was underwritten to a
stabilized cash flow based on the anticipated benefit from a
$40 million renovation.  Property performance has declined since
issuance and projected increases have not been achieved.  As of YE
2010 occupancy, ADR and RevPAR were to 79.1%, $168.78 and $133.49
respectively compared to 87.8%, $204.97 and $180.02 in-place at
issuance.  The loan matured on July 9, 2009 and was extended for
one year.  There are two remaining one-year extensions.

Fitch removes these classes from Rating Watch Negative and has
downgraded and assigned Rating Outlooks and Loss Severity Ratings
to these pooled classes:

  -- $890.8 million class A-1 to 'AA/LS2' from 'AAA'; Outlook
     Negative;

  -- $309.5 million class A-2 to 'BB/LS3' from 'AA'; Outlook
     Negative;
  -- $57.3 million class B to 'B/LS5' from 'A+'; Outlook Negative;

  -- $31 million class C to 'B/LS5' from 'A'; Outlook Negative;

Fitch downgraded, removed from Rating Watch Negative and assigned
Recovery Ratings to these pooled certificates:

  -- $27.2 million class D to 'CCC/RR4' from 'A-';
  -- $27.2 million class E to 'CCC/RR4' from 'BBB';
  -- $27.2 million class F to 'CC/RR6' from 'BB+';
  -- $27.2 million class G to 'CC/RR6' from 'BB-';
  -- $29.1 million class H to 'C/RR6' from 'B+';
  -- $27.1 million class J to 'C/RR6' from 'B';
  -- $27.1 million class K to 'C/RR6' from 'B-'
  -- $35 million class L to 'C/RR6' from 'CCC/RR1'.

Additionally, Fitch has downgraded, removed from Rating Watch
Negative and assigned RRs to these non-pooled component
certificates:

  -- $6.7 million class M-MP to 'C/RR6' from 'B-';
  -- $7 million class N-MP to 'C/RR6' from 'B-';
  -- $16.3 million class O-MP to 'C/RR6' from 'B-';
  -- $5 million class O-HW to 'CCC/RR6' from 'BBB-';
  -- $4.5 million class O-WC to 'CCC/RR6' from 'BB-'.

Fitch has upgraded, removed from Rating Watch Negative and
assigned Outlooks to this non-pooled component certificate:

  -- $3 million class O-BH to 'BBB-' from 'BB-'; Outlook Stable.

Fitch has affirmed, removed from Rating Watch Negative and
assigned an Outlook to this non-pooled component certificate:

  -- $1.9 million class O-MD at 'BBB-'; Outlook Negative.

Fitch withdraws the rating of the interest only class X.

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 LS 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 Rating Outlooks or LS ratings to
classes rated 'CCC' and lower.

Rating 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 Rating
Outlook scenario would imply a lower rating, then the class was
assigned a Negative Outlook.

The ratings for bonds rated 'CCC' or lower, are based on a
deterministic analysis.  Bonds are rated 'C' when the expected
losses on currently defaulted loans exceed a classes' respective
credit enhancement level.  Bonds are rated 'CC' when the combined
base case expected losses on the currently defaulted loans and
loans likely to default exceed a classes' respective credit
enhancement level.  Bonds are rated 'CCC' when the base case
expected loss exceeds a classes' respective credit enhancement
level.

Bonds rated 'CCC' and below were assigned RRs in order to provide
a forward-looking estimate of recoveries on currently distressed
or defaulted structured finance securities.  RRs 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 RRs on
the bonds.

The assignment of 'RR4' to class D reflects modeled recoveries of
44% of its outstanding balance.  The expected recovery proceeds
are broken down:

  -- Present value of expected principal recoveries
     ($11.9 million);

  -- Present value of expected interest payments ($65,294);

  -- Total present value of recoveries ($8.4 million);

  -- Sum of undiscounted recoveries ($11.7 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.


WACHOVIA BANK: Moody's Affirms Ratings on Four 2007-C32 Certs.
--------------------------------------------------------------
Moody's Investors Service affirmed the ratings of four classes and
downgraded 20 classes of Wachovia Bank Commercial Mortgage Trust
Commercial Securities Pass-Through Certificates, Series 2007-C32.
The downgrades due to higher expected losses for the pool
resulting from anticipated losses from specially serviced and
highly leveraged watchlisted loans and refinance risk associated
with loans approaching maturity in an adverse environment.
Fifteen loans, representing 27% of the pool, mature within the
next two years and a Moody's stressed debt service coverage ratio
less than 1.0X.

The downgrades include Classes A-3, A-4FL and A-1A, which have the
longest weighted average life among the super senior Aaa classes
with 30% initial credit support.  Depending on the magnitude,
severity and timing of losses from specially serviced loans and
the balance of the pool, along with any loan payoffs, sequential
paydowns may not reach these classes.  Losses are likely to erode
the credit enhancement cushion for the super senior classes
creating a potential differential in expected loss between those
super senior classes benefiting first from paydowns and those
classes receiving paydowns last.  Although Moody's believe that it
is unlikely that Classes A-3, A-4FL and A-1A will actually
experience losses, the expected level of credit enhancement and
their priority in the cash flow waterfall no longer provide an
adequate cushion to maintain Aaa ratings.

The 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 24 classes of this transaction on review for
possible downgrade on June 9, 2010.  Moody's is withdrawing the
ratings of Classes A-4M, A-4MS, A-MM and A-MMS.  These were
derivative classes associated with Classes A-4FL and A-MFL which
have been terminated at the request of the issuer.  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 June 17, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 0.3% to $3.81
billion from $3.82 billion at securitization.  The Certificates
are collateralized by 143 mortgage loans ranging in size from less
than 1% to 11% of the pool, with the top ten loans representing
46% of the pool.  The pool contains no defeased loans or loans
with investment grade underlying ratings.

Fifty-one loans, representing 41% 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 has been liquidated from the pool since securitization,
resulting in an $1.0 million realized loss (53% loss severity).
Ten loans, representing 19% of the pool, are currently in special
servicing.  The largest specially serviced loan is the Beacon D.C.
& Seattle Pool ($414.0 million - 10.9%), which represents a pari
passu interest in a $2.7 billion first mortgage loan.  There is an
additional $205 million mezzanine loan secured by a pledge of the
equity interests of the borrower.  The loan is collateralized by
17 office properties located in Washington, Virginia and
Washington, D.C.  The properties range from 103,000 to 1.1 million
square feet and total 9.8 million square feet.  The portfolio was
88% occupied as of December 2009 compared to 93% at last review
and 97% at securitization.  The loan was transferred to special
servicing in April 2010 due to imminent default.  The loan is
current and the borrower is seeking a loan modification.  The loan
lacks the benefit of amortization as it is interest-only
throughout its entire five year term.  The loan matures in May
2012.

The second largest specially serviced loan is the Westin Casuarina
Resort & Spa - Cayman Islands Loan ($137.7 million - 3.6%), which
is secured by a 343-room full service hotel located in the heart
of the primary tourist area on Grand Cayman Island.  Property
performance has declined as the hotel has been impacted by the a
downturn in the tourism industry.  Occupancy and revenue per
available room for year-to-date ending September 2009 were 52% and
$124, respectively, compared to 58% and $162 at securitization.
The loan was transferred to special servicing in February 2010 due
to imminent default and is current.  The borrower is seeking a
loan modification as it cannot continue to cover debt service
shortfalls.  The loan had an 18 month interest-only period and is
currently amortizing on a 360 month schedule.

The remaining eight specially serviced loans are secured by a mix
of hospitality, multifamily, office, retail and industrial
properties.  Moody's estimates an aggregate $229.8 million loss
for all specially serviced loans (32% expected loss on average).
The servicer has recognized an aggregate $122.2 million appraisal
reduction for eight of the specially serviced loans.

In addition to recognizing losses from specially serviced loans,
Moody's has assumed a high default probability on 17 loans
representing 17% of the pool and has estimated an aggregate
$152.1 million loss (overall 23% expected loss based on an overall
47% probability of default) from these troubled loans.  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 91% of the performing pool.  Moody's weighted average
LTV ratio, excluding the specially serviced and troubled loans, is
131% compared to 144% at Moody's prior review.

Moody's actual and stressed DSCR are 1.27X and 0.81X,
respectively, compared to 1.19X and 0.77X 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 the Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple-notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 23 compared to 30 at last review.

The three largest performing loans represent 19% of the
outstanding pool balance.  The largest performing loan is the ING
Hospitality Pool ($283.9 million -- 7.4%), which represents a pari
passu interest in a $567.7 million first mortgage.  The loan is
secured by 46 hotels located in 18 states.  Performance has
declined since last review due to a drop in tourist and business
travel.  The portfolio's occupancy and RevPAR for the trailing 12-
month period ending December 31, 2009 were 67% and $70,
respectively, compared to 73% and $85 for the same period in 2008.
The loan is interest only for its entire five year term.  Moody's
LTV and stressed DSCR are 140% and 0.90X, respectively, compared
to 122% and 1.03X at last review.

The second largest performing loan is the DDR Southeast Pool
($221.3 million -- 5.8%), which represents a pari passu interest
in an $885 million first mortgage.  The loan is secured by 52
anchored retail properties located in ten states.  The portfolio
was 91% leased as of October 2009 compared to 89% at last review.
Despite stable occupancy, performance has declined due to a drop
in rental revenues.  The loan is interest only for its entire 10
year term.  Moody's LTV is and stressed DSCR are 119% and 0.82X,
respectively, compared to 114% and 0.85X at last review.

The third largest performing loan is the Two Herald Square Loan
($200.0 million -- 5.2%), which is secured by a 359,248 square
foot Class B office and retail building located in the Penn
Station submarket of New York City.  The property is also
encumbered with a $50.0 million subordinate note.  The largest
tenants include Publicis USA Holdings (34% of the net rentable
area (NRA); lease expiration August 2016), H&M (20% of the NRA;
lease expiration January 2017) and ASA Institute (16% of the NRA;
lease expiration February 2025).  As of April, 2010 the property
was 99% leased compared to 85% at year end 2008.  The increase in
occupancy is primarily the result of the recent signing of a large
tenant.  The loan is interest only for its entire 10 year term.
Moody's LTV and stressed DSCR are 159% and 0.59X, respectively,
compared to 172% and 0.57X at last review.

Moody's rating action is:

  -- Class A-1, $14,345,057, affirmed at Aaa; previously assigned
     Aaa on 7/19/2007

  -- Class A-2, $946,379,000, affirmed at Aaa; previously assigned
     Aaa on 7/19/2007

  -- Class A-PB, $62,827,000, affirmed at Aaa; previously assigned
     Aaa on 7/19/2007

  -- Class IO, notional, affirmed at Aaa; previously assigned Aaa
     on 7/19/2007

  -- Class A-3, $948,589,000, downgraded to Aa3 from Aaa;
     previously placed on review for possible downgrade on 6/09/10

  -- Class A-4FL, $250,000,000, downgraded to Aa3 from Aaa;
     previously placed on review for possible downgrade on 6/09/10

  -- Class A-1A, $442,373,912, downgraded to Aa3 from Aaa;
     previously placed on review for possible downgrade on 6/09/10

  -- Class A-MFL, $382,385,000, downgraded to Baa1 from Aaa;
     previously placed on review for possible downgrade on 6/09/10

  -- Class A-J, $253,330,000, downgraded to B2 from A2; previously
     placed on review for possible downgrade on 6/09/10

  -- Class B, $43,019,000, downgraded to B3 from A3; previously
     placed on review for possible downgrade on 6/09/10

  -- Class C, $47,798,000, downgraded to Caa2 from Baa1;
     previously placed on review for possible downgrade on 6/09/10

  -- Class D, $28,679,000, downgraded to Caa3 from Baa2;
     previously placed on review for possible downgrade on 6/09/10

  -- Class E, $28,679,000, downgraded to Ca from Baa3; previously
     placed on review for possible downgrade on 6/09/10

  -- Class F, $38,238,000, downgraded to Ca from Ba1; previously
     placed on review for possible downgrade on 6/09/10

  -- Class G, $43,018,000, downgraded to Ca from Ba2; previously
     placed on review for possible downgrade on 6/09/10

  -- Class H, $47,799,000, downgraded to C from Ba3; previously
     placed on review for possible downgrade on 6/09/10

  -- Class J, $52,578,000, downgraded to C from B1; previously
     placed on review for possible downgrade on 6/09/10

  -- Class K, $33,458,000, downgraded to C from B3; previously
     placed on review for possible downgrade on 6/09/10

  -- Class L, $19,120,000, downgraded to C from Caa1; previously
     placed on review for possible downgrade on 6/09/10

  -- Class M, $9,559,000, downgraded to C from Caa1; previously
     placed on review for possible downgrade on 6/09/10

  -- Class N, $14,340,000, downgraded to C from Caa2; previously
     placed on review for possible downgrade on 6/09/10

  -- Class O, $9,559,000, downgraded to C from Caa2; previously
     placed on review for possible downgrade on 6/09/10

  -- Class P, $9,560,000, downgraded to C from Caa3; previously
     placed on review for possible downgrade on 6/09/10

  -- Class Q, $9,560,000, downgraded to C from Caa3; previously
     placed on review for possible downgrade on 6/09/10


WACHOVIA BANK: Moody's Reviews Ratings on Nine 2004-C15 Certs.
--------------------------------------------------------------
Moody's Investors Service placed nine CMBS classes of Wachovia
Bank Commercial Mortgage Securities, Inc., Commercial Mortgage
Pass-Through Certificates, Series 2004-C15 on review for possible
downgrade due to higher expected losses for the pool resulting
from actual 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 15, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 22% to $1.0 billion
from $1.2 billion at securitization.  The Certificates are
collateralized by 84 mortgage loans ranging in size from less than
1% to 10% of the pool, with the top ten loans representing 48% of
the pool.  Four loans, representing 5% of the pool, have defeased
and are collateralized by U.S. Government securities.

Twenty-two loans, representing 17% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the 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.

Two loans have been liquidated from the pool, resulting in a
$6.5 million aggregate loss (28% loss severity on average).
Currently three loans, representing 7% of the pool, are in special
servicing.  The largest specially serviced loan is the IRS
Building Loan ($45.8 million -- 4.1% of the pool), which is
secured by a 180,000 square foot office building located in
Fresno, California.  The property is 100% leased to the U.S.
Government through 2018.  The loan was transferred to special
servicing in January 2010 due to the borrower and indemnitor's
bankruptcy filing The loan has passed its November 2009
anticipated repayment date.  Property performance has been stable.
The remaining two loans are secured by a retail center and a
multifamily property.

Moody's review will focus on potential losses from specially
serviced and watchlisted loans and the performance of the overall
pool.

Moody's rating action is:

  -- Class F, $14,438,000, currently rated Baa1, on review for
     possible downgrade; previously assigned Baa2 on 12/21/2004

  -- Class G, $12,993,000, currently rated Baa2, on review for
     possible downgrade; previously assigned Baa2 on 12/21/2004

  -- Class H, $15,881,000, currently rated Baa3, on review for
     possible downgrade; previously assigned Baa3 on 12/21/2004

  -- Class J, $7,219,000, currently rated Ba1, on review for
     possible downgrade; previously assigned Ba1 on 12/21/2004

  -- Class K, $4,331,000, currently rated Ba2, on review for
     possible downgrade; previously assigned Ba2 on 12/21/2004

  -- Class L, $4,331,000, currently rated Ba3, on review for
     possible downgrade; previously assigned Ba3 on 12/21/2004

  -- Class M, $2,888,000, currently rated B1, on review for
     possible downgrade; previously assigned B1 on 12/21/2004

  -- Class N, $2,887,000, currently rated B2, on review for
     possible downgrade; previously assigned B2 on 12/21/2004

  -- Class O, $2,887,000, currently rated B3, on review for
     possible downgrade; previously assigned B3 on 12/21/2004


* Fitch Affirms Ratings on Two RMBS Resecuritization Trusts
-----------------------------------------------------------
Fitch Ratings affirms two U.S. residential mortgage backed
security resecuritization trusts, as a part of Fitch's continued
surveillance.  The affected trusts represent a beneficial
ownership interest in separate trust funds.

The Re-REMIC transactions were originally rated prior to 2005 and
are securitized by Prime and Subprime RMBS from Pre-2005 vintages.
Fitch's rating actions are:

DLJ Mortgage Acceptance Corp.  2000-B

  -- Class A1 (23321P6K9) affirmed at 'AAA';
  -- Class A2 (23321P6L7) affirmed at 'AAA'.

Arc Net Interest Margin Trust 2003-BC2

  -- Class B (80382SAK4) affirmed at 'C/RR2'.

The rating actions on the Re-REMIC transactions reflect the most
recent rating actions Fitch took in the Pre-2005 Prime and Pre-
2005 Subprime market sectors, in the fourth quarter of 2009 and
the second quarter of 2010 respectively.

The ratings on the Re-REMIC classes directly reflect the ratings
on the underlying classes.  The Re-REMICs are direct pass-through
structures and do not provide additional enhancement to the Re-
REMIC classes.


* Moody's Downgrades Ratings on 136 Tranches From 32 RMBS Deals
---------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 136
tranches from 32 RMBS transactions issued by GSAMP Trust and GSAA
Home Equity Trust.  The collateral backing these deal primarily
consists of first-lien, fixed and/or 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.

The above mentioned approach "Subprime RMBS Loss Projection
Update: February 2010" is adjusted slightly when estimating losses
on pools left with a small number of loans.  To project losses on
pools with fewer than 100 loans, Moody's first estimates a
"baseline" average rate of new delinquencies for the pool
(typically 20% for subprime pools).

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 20.20%.

If current delinquency levels in a small pool is low, future
delinquencies are expected to reflect this trend.  To account for
that, the rate calculated above is multiplied by a factor ranging
from 0.2 to 2.0 for current delinquencies ranging from less than
2.5% to greater than 50% respectively.  Delinquencies for
subsequent years and ultimate expected losses are projected using
the approach described in the methodology publication.

Complete rating actions are:

Issuer: GSAA Home Equity Trust 2005-10

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

  -- Cl. M-2, Downgraded to A1; previously on Jan 13, 2010 Aa3
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to Ba2; previously on Jan 13, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. M-4, Downgraded to Caa2; previously on Jan 13, 2010 Baa2
     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 B1
     Placed Under Review for Possible Downgrade

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

Issuer: GSAA Home Equity Trust 2005-2

  -- Cl. B-1, Confirmed at Baa1; previously on Jan 13, 2010 Baa1
     Placed Under Review for Possible Downgrade

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

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

Issuer: GSAA Home Equity Trust 2006-2

  -- Cl. 1A1, Downgraded to Caa2; previously on Jan 13, 2010 A3
     Placed Under Review for Possible Downgrade

  -- Cl. 1A2, Downgraded to C; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. 2A3, Downgraded to Ba2; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. 2A4, Downgraded to Ca; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. 2A5, Downgraded to C; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. 2A2, Confirmed at Baa2; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

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

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

Issuer: GSAMP Trust 2005-AHL

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

  -- Cl. M-1, Downgraded to Baa2; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to Ca; 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

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

Issuer: GSAMP Trust 2005-AHL2

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

  -- Cl. A-1B, Confirmed at A3; previously on Jan 13, 2010 A3
     Placed Under Review for Possible Downgrade

  -- Cl. A-2C, Confirmed at Ba1; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. A-2D, Confirmed at Ba2; previously on Jan 13, 2010 Ba2
     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: GSAMP Trust 2005-HE1

  -- Cl. M-1, Downgraded to Ba2; previously on Jan 13, 2010 A3
     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: GSAMP Trust 2005-HE2

  -- Cl. M-1, Confirmed at A2; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

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

Issuer: GSAMP Trust 2005-HE3

  -- Cl. M-1, Upgraded to Aa1; previously on Jan 13, 2010 A1
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to Ba3; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to Caa3; previously on Jan 13, 2010 B1
     Placed Under Review for Possible Downgrade

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

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

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

Issuer: GSAMP Trust 2005-HE4

  -- 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 A1; previously on Jan 13, 2010 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to B2; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

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

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

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

Issuer: GSAMP Trust 2005-HE5

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

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

  -- Cl. M-1, Downgraded to Ba2; previously on Jan 13, 2010 Aa3
     Placed Under Review for Possible Downgrade

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

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

  -- Cl. M-4, Downgraded to C; previously on Jan 13, 2010 Ba3
     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: GSAMP Trust 2005-HE6

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

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

  -- Cl. A-2C, Confirmed at Aa2; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Confirmed at A2; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to B1; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to Caa3; previously on Jan 13, 2010 B3
     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: GSAMP Trust 2005-NC1

  -- Cl. M-1, Downgraded to B1; previously on Jan 13, 2010 A2
     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: GSAMP Trust 2005-WMC1

  -- Cl. A-4, Confirmed at Aa1; previously on Jan 13, 2010 Aa1
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to Caa3; 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: GSAMP Trust 2005-WMC2

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

  -- Cl. A-1B, Downgraded to B2; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-2C, Downgraded to B1; previously on Jan 13, 2010 Baa3
     Placed Under Review for Possible Downgrade

  -- Cl. A-2B, Confirmed at Aa2; previously on Jan 13, 2010 Aa2
     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: GSAMP Trust 2005-WMC3

  -- Cl. A-1A, Downgraded to B3; previously on Jan 13, 2010 A1
     Placed Under Review for Possible Downgrade

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

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

  -- Cl. A-2C, Downgraded to C; previously on Jan 13, 2010 Ba3
     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: GSAMP Trust 2006-FM1

  -- Cl. A-1, Downgraded to Caa3; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

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

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

Issuer: GSAMP Trust 2006-FM2

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

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

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

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

Issuer: GSAMP Trust 2006-FM3

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

  -- Cl. A-2A, Downgraded to B3; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

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

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

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

Issuer: GSAMP Trust 2006-HE2

  -- Cl. A-2, Downgraded to B1; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

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

  -- Cl. M-1, Downgraded to C; previously on Jan 13, 2010 Ba2
     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: GSAMP Trust 2006-HE3

  -- Cl. A-1, Downgraded to Caa1; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. A-2C, Downgraded to Caa3; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

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

  -- Cl. A-2B, Confirmed at Aa2; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

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

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

Issuer: GSAMP Trust 2006-HE4

  -- Cl. A-1, Downgraded to Caa2; previously on Jan 13, 2010 A3
     Placed Under Review for Possible Downgrade

  -- Cl. A-2C, Downgraded to Caa2; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

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

  -- Cl. A-2B, Confirmed at Aa2; previously on Jan 13, 2010 Aa2
     Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C; previously on Jan 13, 2010 B1
     Placed Under Review for Possible Downgrade

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

Issuer: GSAMP Trust 2006-HE5

  -- Cl. A-1, Downgraded to Caa1; previously on Jan 13, 2010 A3
     Placed Under Review for Possible Downgrade

  -- Cl. A-2B, Downgraded to Ba2; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

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

  -- Cl. A-2D, Downgraded to Ca; previously on Jan 13, 2010 B1
     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: GSAMP Trust 2006-HE6

  -- Cl. A-2, Confirmed at B2; previously on Jan 13, 2010 B2
     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 Ca; previously on Jan 13, 2010 Caa2
     Placed Under Review for Possible Downgrade

Issuer: GSAMP Trust 2006-HE7

  -- Cl. A-1, Downgraded to Caa2; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

  -- Cl. A-2C, Downgraded to Caa1; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

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

  -- Cl. A-2B, Confirmed at Ba1; previously on Jan 13, 2010 Ba1
     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 Ca
     Placed Under Review for Possible Downgrade

Issuer: GSAMP Trust 2006-HE8

  -- Cl. A-1, Downgraded to Caa3; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. A-2B, Downgraded to B3; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

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

  -- Cl. A-2D, Downgraded to Ca; previously on Jan 13, 2010 B1
     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: GSAMP Trust 2006-NC1

  -- Cl. A-2, Downgraded to B3; previously on Jan 13, 2010 Ba1
     Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to Caa3; previously on Jan 13, 2010 Ba2
     Placed Under Review for Possible Downgrade

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

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

Issuer: GSAMP Trust 2007-FM1

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

  -- Cl. A-2A, Downgraded to Caa2; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

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

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

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

Issuer: GSAMP Trust 2007-FM2

  -- Cl. A-1, Downgraded to Caa3; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. A-2A, Downgraded to B1; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

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

Issuer: GSAMP Trust 2007-HE1

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

  -- Cl. A-2A, Upgraded to Aa2; previously on Jan 13, 2010 A2
     Placed Under Review for Possible Downgrade

  -- Cl. A-2B, Downgraded to B3; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

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

  -- Cl. A-2D, 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 B1
     Placed Under Review for Possible Downgrade

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

Issuer: GSAMP Trust 2007-HE2

  -- Cl. A-1, Downgraded to Caa3; previously on Jan 13, 2010 Ba3
     Placed Under Review for Possible Downgrade

  -- Cl. A-2A, Downgraded to Ba1; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

  -- Cl. A-2B, Downgraded to Caa2; previously on Jan 13, 2010 B1
     Placed Under Review for Possible Downgrade

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

  -- Cl. A-2D, Downgraded to Ca; 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: GSAMP Trust 2007-HSBC1

  -- Cl. M-1, Downgraded to C; previously on Jan 13, 2010 Baa2
     Placed Under Review for Possible Downgrade

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

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

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

  -- Cl. M-5, Downgraded to C; previously on Jan 13, 2010 B1
     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 Caa2
     Placed Under Review for Possible Downgrade

Issuer: GSAMP Trust 2007-NC1

  -- Cl. A-1, Downgraded to Caa3; previously on Jan 13, 2010 Ba3
     Remained On Review for Possible Downgrade

  -- Cl. A-2A, Downgraded to B3; previously on Jan 13, 2010 Baa2
     Remained On Review for Possible Downgrade

  -- Cl. A-2B, Downgraded to Ca; previously on Jan 13, 2010 B3
     Remained On Review for Possible Downgrade

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

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


* S&P Downgrades Ratings on 105 Certs. From Five RMBS Transactions
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 105
classes of certificates from five residential mortgage-backed
securities resecuritized real estate mortgage investment conduit
transactions issued between 2006 and 2009, and removed 100 of them
from CreditWatch negative.  Additionally, S&P affirmed its ratings
on 297 classes from the same transactions and removed 256 of the
affirmed ratings from CreditWatch negative.

The downgrades reflect S&P's assessment of the significant
deterioration in performance of the mortgage loans supporting the
underlying certificates.  As a result of this performance
deterioration, the downgraded classes were unable to maintain
their previous ratings at the applicable rating stresses.  The
affirmations reflect S&P's assessment of the credit enhancement
available to the underlying certificates, which in its opinion is
sufficient to maintain the ratings on the re-REMIC classes.
Certain re-REMIC classes may also benefit from supporting classes
within the re-REMIC transaction.

When performing S&P's analysis on the re-REMIC classes, S&P
applied its loss projections to the underlying trusts in order to
identify the magnitude of losses that S&P believes could be
passed-through to the applicable re-REMIC classes.  Generally,
S&P's projected losses depend on the type of collateral supporting
the underlying trusts.  S&P then stressed these loss projections
at various rating categories in order to assess whether the re-
REMIC classes could withstand such stressed losses associated with
their ratings.

Generally, the underlying collateral consists of prime, subprime,
and Alternative-A mortgage loans from 2005-2007 vintages.  In
S&P's view, the performance of these collateral types for such
vintages has declined in recent years.  As a result, over the past
several 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.  The performance
deterioration of most U.S. RMBS has continued to outpace the
market's expectation.

                          Rating Actions

     C-BASS ABS, LLC 2006-B Trust Certificates, Series 2006-B
                         Series    2006-B

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    B-1        1248A9AA1     CC                   BB/Watch Neg
    B-2        1248A9AB9     CC                   B/Watch Neg

             Jefferies Resecuritization Trust 2008-R5
                         Series    2008-R5

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    34-B       47232RCV1     CC                   BB/Watch Neg
    30-B       47232RCM1     CCC                  BB/Watch Neg
    15-A       47232RBE0     AAA                  AAA/Watch Neg
    28-B       47232RCH2     CC                   BB-/Watch Neg
    22-A       47232RBU4     AAA                  AAA/Watch Neg
    38-A       47232RDC2     AAA                  AAA/Watch Neg
    8-B        47232RAR2     CCC                  A/Watch Neg
    6-B        47232RAM3     CCC                  B/Watch Neg
    12-A       47232RAY7     AAA                  AAA/Watch Neg
    10-B       47232RAV3     CCC                  B+/Watch Neg
    25-B       47232RCB5     CCC                  A/Watch Neg
    25-A       47232RCA7     AAA                  AAA/Watch Neg
    44-B       47232RDR9     CCC                  B/Watch Neg
    33-B       47232RCT6     CCC                  B/Watch Neg
    23-A       47232RBW0     BBB                  AAA/Watch Neg
    26-A       47232RCC3     AAA                  AAA/Watch Neg
    27-A       47232RCE9     AAA                  AAA/Watch Neg
    45-B       47232RDT5     CCC                  A/Watch Neg
    32-A       47232RCQ2     AA+                  AAA/Watch Neg
    30-A       47232RCL3     B+                   AAA/Watch Neg
    45-A       47232RDS7     BB                   AAA/Watch Neg
    29-B       47232RCK5     CCC                  B/Watch Neg
    40-B       47232RDH1     B-                   BB/Watch Neg
    20-A       47232RBQ3     AAA                  AAA/Watch Neg
    38-B       47232RDD0     B-                   BB/Watch Neg
    4-B        47232RAH4     B-                   BB/Watch Neg
    7-B        47232RAP6     CCC                  A/Watch Neg
    46-A       47232RDU2     BB                   AAA/Watch Neg
    8-A        47232RAQ4     BB                   AAA/Watch Neg
    40-A       47232RDG3     AAA                  AAA/Watch Neg
    4-A        47232RAG6     AAA                  AAA/Watch Neg
    20-B       47232RBR1     CC                   BBB/Watch Neg
    11-A       47232RAW1     BBB-                 AAA/Watch Neg
    21-B       47232RBT7     CCC                  BB/Watch Neg
    39-B       47232RDF5     CCC                  A/Watch Neg
    36-A       47232RCY5     AAA                  AAA/Watch Neg
    39-A       47232RDE8     BB+                  AAA/Watch Neg
    37-A       47232RDA6     BB-                  AAA/Watch Neg
    42-B       47232RDM0     CCC                  BB/Watch Neg
    23-B       47232RBX8     CC                   A/Watch Neg
    18-A       47232RBL4     AAA                  AAA/Watch Neg
    14-A       47232RBC4     AAA                  AAA/Watch Neg
    42-A       47232RDL2     BB                   AAA/Watch Neg
    2-A        47232RAC5     AAA                  AAA/Watch Neg
    13-B       47232RBB6     CCC                  B/Watch Neg
    1-A        47232RAA9     AAA                  AAA/Watch Neg
    36-B       47232RCZ2     CCC                  AAA/Watch Neg
    32-B       47232RCR0     CCC                  B/Watch Neg
    16-A       47232RBG5     AAA                  AAA/Watch Neg
    43-B       47232RDP3     CCC                  BBB/Watch Neg
    6-A        47232RAL5     AAA                  AAA/Watch Neg
    41-B       47232RDK4     CCC                  B/Watch Neg
    11-B       47232RAX9     CCC                  BB/Watch Neg
    35-A       47232RCW9     AAA                  AAA/Watch Neg
    46-B       47232RDV0     CCC                  A/Watch Neg
    3-B        47232RAF8     CC                   A/Watch Neg
    1-B        47232RAB7     BBB                  A/Watch Neg
    33-A       47232RCS8     AAA                  AAA/Watch Neg
    34-A       47232RCU3     AAA                  AAA/Watch Neg
    26-B       47232RCD1     CCC                  B/Watch Neg
    35-B       47232RCX7     CC                   BB/Watch Neg
    10-A       47232RAU5     AAA                  AAA/Watch Neg
    19-B       47232RBP5     CCC                  AA/Watch Neg
    43-A       47232RDN8     AAA                  AAA/Watch Neg
    21-A       47232RBS9     AAA                  AAA/Watch Neg
    13-A       47232RBA8     AAA                  AAA/Watch Neg
    29-A       47232RCJ8     BB+                  AAA/Watch Neg
    44-A       47232RDQ1     AAA                  AAA/Watch Neg
    28-A       47232RCG4     AAA                  AAA/Watch Neg
    15-B       47232RBF7     CCC                  B+/Watch Neg
    24-A       47232RBY6     BB                   AAA/Watch Neg
    37-B       47232RDB4     CCC                  A/Watch Neg
    7-A        47232RAN1     BB                   AAA/Watch Neg
    16-B       47232RBH3     BB+                  AA/Watch Neg
    3-A        47232RAE1     AA+                  AAA/Watch Neg
    31-A       47232RCN9     AAA                  AAA/Watch Neg
    2-B        47232RAD3     B-                   BBB/Watch Neg
    12-B       47232RAZ4     CC                   BB/Watch Neg
    41-A       47232RDJ7     AAA                  AAA/Watch Neg
    19-A       47232RBN0     AAA                  AAA/Watch Neg
    22-B       47232RBV2     CC                   B/Watch Neg
    9-B        47232RAT8     CCC                  B+/Watch Neg
    5-A        47232RAJ0     AAA                  AAA/Watch Neg
    9-A        47232RAS0     AAA                  AAA/Watch Neg
    18-B       47232RBM2     BBB                  A/Watch Neg
    27-B       47232RCF6     CC                   A-/Watch Neg
    5-B        47232RAK7     CCC                  B/Watch Neg

             Jefferies Resecuritization Trust 2009-R8
                         Series    2009-R8

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    47-A2      47233BPL3     BBB                  BBB/Watch Neg
    55-A3      47233BRN7     BB                   BB/Watch Neg
    56-AX      47233BRV9     AAA                  AAA/Watch Neg
    49-AZ      47233BQC2     AAA                  AAA/Watch Neg
    34-A2      47233BKV6     BBB                  BBB/Watch Neg
    52-AY      47233BSB2     A                    A/Watch Neg
    22-AX      47233BGG4     A                    A/Watch Neg
    33-A2      47233BKN4     BBB                  BBB/Watch Neg
    39-A3      47233BMG7     BB                   BB/Watch Neg
    43-AY      47233BNK7     A                    A/Watch Neg
    25-AX      47233BHF5     A                    A/Watch Neg
    52-AX      47233BQW8     A                    A/Watch Neg
    29-AZ      47233BJL0     A                    A/Watch Neg
    41-AY      47233BMU6     A                    A/Watch Neg
    44-AY      47233BNR2     A                    A/Watch Neg
    44-AX      47233BNQ4     A                    A/Watch Neg
    31-A3      47233BJX4     BB                   BB/Watch Neg
    39-AY      47233BML6     A                    A/Watch Neg
    24-AZ      47233BHA6     A                    A/Watch Neg
    29-AX      47233BJJ5     A                    A/Watch Neg
    35-A4      47233BLF0     CCC                  B/Watch Neg
    35-A3      47233BLE3     BB                   BB/Watch Neg
    35-A2      47233BLD5     BBB                  BBB/Watch Neg
    47-AZ      47233BPQ2     A                    A/Watch Neg
    34-AY      47233BLA1     A                    A/Watch Neg
    43-A3      47233BNG6     BB                   BB/Watch Neg
    54-A2      47233BRE7     BBB                  BBB/Watch Neg
    34-AZ      47233BLB9     A                    A/Watch Neg
    25-A1      47233BHB4     A                    A/Watch Neg
    53-AX      47233BRA5     A                    A/Watch Neg
    43-AZ      47233BNL5     A                    A/Watch Neg
    24-AX      47233BGY5     A                    A/Watch Neg
    43-A2      47233BNF8     BBB                  BBB/Watch Neg
    24-AY      47233BGZ2     A                    A/Watch Neg
    36-AX      47233BLM5     AAA                  AAA/Watch Neg
    46-AY      47233BPH2     A                    A/Watch Neg
    38-A4      47233BMA0     CCC                  B/Watch Neg
    27-A1      47233BHS7     A                    A/Watch Neg
    39-A4      47233BMH5     B                    B/Watch Neg
    30-AY      47233BJT3     A                    A/Watch Neg
    50-A2      47233BQE8     BBB                  BBB/Watch Neg
    43-A4      47233BNH4     CCC                  B/Watch Neg
    23-A1      47233BGK5     A                    A/Watch Neg
    40-A1      47233BMN2     B+                   A/Watch Neg
    54-AY      47233BRJ6     A                    A/Watch Neg
    47-AY      47233BPP4     A                    A/Watch Neg
    36-AZ      47233BLP8     AAA                  AAA/Watch Neg
    23-A2      47233BGL3     BBB                  BBB/Watch Neg
    26-A3      47233BHL2     CCC                  BB/Watch Neg
    53-A2      47233BQZ1     CCC                  BBB/Watch Neg
    45-AX      47233BNY7     A                    A/Watch Neg
    42-A1      47233BMW2     A                    A/Watch Neg
    33-A3      47233BKP9     BB                   BB/Watch Neg
    42-AY      47233BNC5     A                    A/Watch Neg
    53-AY      47233BRB3     A                    A/Watch Neg
    45-A4      47233BNW1     B                    B/Watch Neg
    24-A3      47233BGV1     BB                   BB/Watch Neg
    30-A3      47233BJP1     B                    BB/Watch Neg
    35-AY      47233BLH6     A                    A/Watch Neg
    51-AX      47233BQS7     A                    A/Watch Neg
    21-A1      47233BFU4     A                    A/Watch Neg
    32-A4      47233BKG9     CCC                  B/Watch Neg
    46-A2      47233BPC3     BBB                  BBB/Watch Neg
    22-A4      47233BGF6     B                    B/Watch Neg
    24-A4      47233BGW9     B                    B/Watch Neg
    41-AX      47233BMT9     A                    A/Watch Neg
    26-AY      47233BHQ1     A                    A/Watch Neg
    27-A2      47233BHT5     BBB                  BBB/Watch Neg
    45-AY      47233BNZ4     A                    A/Watch Neg
    23-A4      47233BGN9     B                    B/Watch Neg
    26-AX      47233BHP3     A                    A/Watch Neg
    50-AZ      47233BQL2     A                    A/Watch Neg
    43-A1      47233BNE1     A                    A/Watch Neg
    55-AY      47233BRR8     A                    A/Watch Neg
    35-A1      47233BLC7     A                    A/Watch Neg
    53-AZ      47233BRC1     A                    A/Watch Neg
    38-AZ      47233BMD4     A                    A/Watch Neg
    47-A1      47233BPK5     A                    A/Watch Neg
    53-A1      47233BQY4     A                    A/Watch Neg
    27-A4      47233BHV0     CCC                  B/Watch Neg
    44-AZ      47233BNS0     A                    A/Watch Neg
    23-A3      47233BGM1     BB                   BB/Watch Neg
    50-A1      47233BQD0     A                    A/Watch Neg
    46-AX      47233BPG4     A                    A/Watch Neg
    32-AZ      47233BKL8     A                    A/Watch Neg
    55-A4      47233BRP2     CCC                  B/Watch Neg
    38-AY      47233BMC6     A                    A/Watch Neg
    31-AZ      47233BKC8     A                    A/Watch Neg
    50-AY      47233BQK4     A                    A/Watch Neg
    24-A2      47233BGU3     BBB                  BBB/Watch Neg
    22-A2      47233BGD1     BBB                  BBB/Watch Neg
    49-A2      47233BPZ2     A+                   AAA/Watch Neg
    54-AZ      47233BRK3     A                    A/Watch Neg
    51-A2      47233BQN8     BBB                  BBB/Watch Neg
    38-A1      47233BLX1     A                    A/Watch Neg
    29-A1      47233BJE6     A                    A/Watch Neg
    21-A2      47233BFV2     BBB                  BBB/Watch Neg
    29-AY      47233BJK2     A                    A/Watch Neg
    40-AY      47233BMQ5     A                    A/Watch Neg
    44-A1      47233BNM3     A                    A/Watch Neg
    22-AZ      47233BGJ8     A                    A/Watch Neg
    48-A2      47233BPS8     BBB                  BBB/Watch Neg
    22-AY      47233BGH2     A                    A/Watch Neg
    50-A4      47233BQG3     CCC                  B/Watch Neg
    37-AZ      47233BLW3     BBB                  A/Watch Neg
    37-A2      47233BLR4     BB                   BBB/Watch Neg
    51-AZ      47233BQU2     A                    A/Watch Neg
    25-A4      47233BHE8     CCC                  B/Watch Neg
    52-A1      47233BQV0     CCC                  A/Watch Neg
    26-AZ      47233BHR9     A                    A/Watch Neg
    44-A2      47233BNN1     BBB                  BBB/Watch Neg
    42-AZ      47233BND3     A                    A/Watch Neg
    25-A2      47233BHC2     BBB                  BBB/Watch Neg
    37-A1      47233BLQ6     BBB                  A/Watch Neg
    37-AX      47233BLU7     A                    A/Watch Neg
    44-A3      47233BNP6     BB-                  BB/Watch Neg
    28-AX      47233BJB2     A                    A/Watch Neg
    25-AY      47233BHG3     A                    A/Watch Neg
    40-AZ      47233BMR3     B+                   A/Watch Neg
    37-A4      47233BLT0     CCC                  B/Watch Neg
    48-A4      47233BPU3     CCC                  B/Watch Neg
    29-A2      47233BJF3     BBB                  BBB/Watch Neg
    32-A2      47233BKE4     BBB                  BBB/Watch Neg
    31-A1      47233BJV8     A                    A/Watch Neg
    39-AZ      47233BMM4     A                    A/Watch Neg
    26-A2      47233BHK4     B                    BBB/Watch Neg
    32-AY      47233BKK0     A                    A/Watch Neg
    55-AX      47233BRQ0     A                    A/Watch Neg
    27-AY      47233BHX6     A                    A/Watch Neg
    28-AY      47233BJC0     A                    A/Watch Neg
    46-A1      47233BPB5     A                    A/Watch Neg
    56-AZ      47233BRX5     AAA                  AAA/Watch Neg
    39-A1      47233BME2     A                    A/Watch Neg
    33-AY      47233BKS3     A                    A/Watch Neg
    55-AZ      47233BRS6     A                    A/Watch Neg
    26-A1      47233BHJ7     A                    A/Watch Neg
    25-A3      47233BHD0     BB                   BB/Watch Neg
    31-A4      47233BJY2     B                    B/Watch Neg
    36-A1      47233BLK9     AAA                  AAA/Watch Neg
    33-AX      47233BKR5     A                    A/Watch Neg
    48-A3      47233BPT6     BB                   BB/Watch Neg
    33-A1      47233BKM6     A                    A/Watch Neg
    26-A4      47233BHM0     CCC                  B/Watch Neg
    33-A4      47233BKQ7     B                    B/Watch Neg
    49-AX      47233BQA6     AAA                  AAA/Watch Neg
    46-A3      47233BPD1     BB                   BB/Watch Neg
    41-AZ      47233BMV4     B+                   A/Watch Neg
    51-A4      47233BQQ1     B                    B/Watch Neg
    51-A3      47233BQP3     BB                   BB/Watch Neg
    35-AX      47233BLG8     A                    A/Watch Neg
    30-A4      47233BJQ9     CCC                  B/Watch Neg
    29-A4      47233BJH9     CCC                  B+/Watch Neg
    42-A4      47233BMZ5     B                    B/Watch Neg
    54-A4      47233BRG2     CC                   B/Watch Neg
    54-A3      47233BRF4     B                    BB/Watch Neg
    35-AZ      47233BLJ2     A                    A/Watch Neg
    42-A2      47233BMX0     BBB                  BBB/Watch Neg
    48-AY      47233BPW9     A                    A/Watch Neg
    56-A1      47233BRT4     AAA                  AAA/Watch Neg
    30-A1      47233BJM8     A                    A/Watch Neg
    51-A1      47233BQM0     A                    A/Watch Neg
    55-A2      47233BRM9     BBB                  BBB/Watch Neg
    31-AY      47233BKB0     A                    A/Watch Neg
    21-A3      47233BFW0     BB                   BB/Watch Neg
    54-AX      47233BRH0     A                    A/Watch Neg
    37-A3      47233BLS2     CCC                  BB/Watch Neg
    39-AX      47233BMK8     A                    A/Watch Neg
    54-A1      47233BRD9     A                    A/Watch Neg
    43-AX      47233BNJ0     A                    A/Watch Neg
    27-AX      47233BHW8     A                    A/Watch Neg
    38-A3      47233BLZ6     CCC                  BB/Watch Neg
    48-AZ      47233BPX7     A                    A/Watch Neg
    32-A3      47233BKF1     B                    BB/Watch Neg
    55-A1      47233BRL1     A                    A/Watch Neg
    39-A2      47233BMF9     BBB                  BBB/Watch Neg
    30-AZ      47233BJU0     A                    A/Watch Neg
    40-AX      47233BMP7     A                    A/Watch Neg
    47-AX      47233BPN9     A                    A/Watch Neg
    24-A1      47233BGT6     A                    A/Watch Neg
    23-AY      47233BGR0     A                    A/Watch Neg
    30-A2      47233BJN6     BBB                  BBB/Watch Neg
    50-AX      47233BQJ7     A                    A/Watch Neg
    37-AY      47233BLV5     A                    A/Watch Neg
    42-AX      47233BNB7     A                    A/Watch Neg
    22-A1      47233BGC3     A                    A/Watch Neg
    34-A4      47233BKX2     B                    B/Watch Neg
    46-AZ      47233BPJ8     A                    A/Watch Neg
    45-A1      47233BNT8     A                    A/Watch Neg
    27-AZ      47233BHY4     A                    A/Watch Neg
    56-A2      47233BRU1     A+                   AAA/Watch Neg
    25-AZ      47233BHH1     A                    A/Watch Neg
    45-AZ      47233BPA7     A                    A/Watch Neg
    47-A3      47233BPM1     CCC                  BB/Watch Neg
    28-A2      47233BJA4     CCC                  BBB/Watch Neg
    30-AX      47233BJS5     A                    A/Watch Neg
    50-A3      47233BQF5     BB                   BB/Watch Neg
    46-A4      47233BPE9     B                    B/Watch Neg
    48-AX      47233BPV1     A                    A/Watch Neg
    49-A1      47233BPY5     AAA                  AAA/Watch Neg
    38-A2      47233BLY9     BB                   BBB/Watch Neg
    52-AZ      47233BQX6     CCC                  A/Watch Neg
    32-AX      47233BKJ3     A                    A/Watch Neg
    28-AZ      47233BJD8     A                    A/Watch Neg
    31-A2      47233BJW6     BBB                  BBB/Watch Neg
    49-AY      47233BQB4     AAA                  AAA/Watch Neg
    21-AZ      47233BGB5     A                    A/Watch Neg
    34-A1      47233BKU8     A                    A/Watch Neg
    45-A3      47233BNV3     BB                   BB/Watch Neg
    42-A3      47233BMY8     BB                   BB/Watch Neg
    21-A4      47233BFX8     B                    B/Watch Neg
    23-AX      47233BGQ2     A                    A/Watch Neg
    32-A1      47233BKD6     A                    A/Watch Neg
    29-A3      47233BJG1     BB                   BB/Watch Neg
    56-AY      47233BRW7     AAA                  AAA/Watch Neg
    21-AY      47233BGA7     A                    A/Watch Neg
    51-AY      47233BQT5     A                    A/Watch Neg
    36-A2      47233BLL7     B-                   AAA/Watch Neg
    36-AY      47233BLN3     AAA                  AAA/Watch Neg
    23-AZ      47233BGS8     A                    A/Watch Neg
    21-AX      47233BFZ3     A                    A/Watch Neg
    48-A1      47233BPR0     A                    A/Watch Neg
    22-A3      47233BGE9     BB                   BB/Watch Neg
    33-AZ      47233BKT1     A                    A/Watch Neg
    27-A3      47233BHU2     BB                   BB/Watch Neg
    38-AX      47233BMB8     A                    A/Watch Neg
    28-A1      47233BHZ1     A                    A/Watch Neg
    41-A1      47233BMS1     B+                   A/Watch Neg
    34-AX      47233BKZ7     A                    A/Watch Neg
    45-A2      47233BNU5     BBB                  BBB/Watch Neg
    31-AX      47233BKA2     A                    A/Watch Neg
    34-A3      47233BKW4     BB                   BB/Watch Neg

                RBSSP Resecuritization Trust 2009-3
                          Series    2009-3

                                         Rating
                                         ------
        Class      CUSIP         To                   From
        -----      -----         --                   ----
        12-A1      74928FBS8     AA                   AAA
        14-A2      74928FBX7     B+                   BB
        12-A2      74928FBT6     CCC                  B+
        11-A2      74928FBR0     B-                   AAA
        13-A2      74928FBV1     CCC                  B+

                RBSSP Resecuritization Trust 2009-6
                          Series    2009-6

                                     Rating
                                     ------
    Class      CUSIP         To                   From
    -----      -----         --                   ----
    2-A1H      74928XEX5     AAA                  AAA/Watch Neg
    2-A2       74928XAR2     BB+                  AA/Watch Neg
    3-A1D      74928XBA8     AAA                  AAA/Watch Neg
    1-A1P      74928XEP2     AAA                  AAA/Watch Neg
    3-A1F      74928XFM8     AAA                  AAA/Watch Neg
    12-A4      74928XGD7     AAA                  AAA/Watch Neg
    3-A1J      74928XFR7     AAA                  AAA/Watch Neg
    2-A1L      74928XFB2     AAA                  AAA/Watch Neg
    18-A2      74928XDH1     CCC                  BB/Watch Neg
    3-A1L      74928XFT3     AAA                  AAA/Watch Neg
    1-A1F      74928XED9     AAA                  AAA/Watch Neg
    2-A1T      74928XFK2     AAA                  AAA/Watch Neg
    3-A1N      74928XFV8     AAA                  AAA/Watch Neg
    3-A2       74928XBB6     BBB-                 AA/Watch Neg
    1-A1L      74928XEK3     AAA                  AAA/Watch Neg
    3-A1P      74928XFX4     AAA                  AAA/Watch Neg
    2-A1R      74928XFH9     AAA                  AAA/Watch Neg
    2-A1F      74928XEV9     AAA                  AAA/Watch Neg
    2-A1P      74928XFF3     AAA                  AAA/Watch Neg
    1-A1N      74928XEM9     AAA                  AAA/Watch Neg
    3-A1H      74928XFP1     AAA                  AAA/Watch Neg
    12-A3      74928XGC9     AAA                  AAA/Watch Neg
    3-A1R      74928XFZ9     AAA                  AAA/Watch Neg
    1-A1H      74928XEF4     AAA                  AAA/Watch Neg
    2-A1D      74928XAQ4     AAA                  AAA/Watch Neg
    1-A1B      74928XAC5     AAA                  AAA/Watch Neg
    2-A1N      74928XFD8     AAA                  AAA/Watch Neg
    3-A1T      74928XGB1     AAA                  AAA/Watch Neg
    1-A1J      74928XEH0     AAA                  AAA/Watch Neg
    3-A1B      74928XAY7     AAA                  AAA/Watch Neg
    2-A1B      74928XAN1     AAA                  AAA/Watch Neg
    1-A1D      74928XAE1     AAA                  AAA/Watch Neg
    2-A1J      74928XEZ0     AAA                  AAA/Watch Neg
    1-A1R      74928XER8     AAA                  AAA/Watch Neg
    1-A2       74928XAF8     BBB-                 AA/Watch Neg
    1-A1T      74928XET4     AAA                  AAA/Watch Neg

                         Ratings Affirmed

                RBSSP Resecuritization Trust 2009-3
                         Series    2009-3

                 Class      CUSIP         Rating
                 -----      -----         ------
                 10-A1      74928FBN9     AAA
                 11-A1      74928FBQ2     AAA
                 13-A1      74928FBU3     AAA
                 14-A1      74928FBW9     AAA

                RBSSP Resecuritization Trust 2009-6
                        Series    2009-6

                 Class      CUSIP         Rating
                 -----      -----         ------
                 1-A1G      74928XEE7     AAA
                 12-A1      74928XCN9     AAA
                 2-A1I      74928XEY3     AAA
                 2-A1A      74928XAM3     AAA
                 3-A1O      74928XFW6     AAA
                 3-A1G      74928XFN6     AAA
                 1-A1M      74928XEL1     AAA
                 4-A1       74928XBG5     AAA
                 3-A1I      74928XFQ9     AAA
                 2-A1G      74928XEW7     AAA
                 12-A2      74928XCP4     AAA
                 2-A1Q      74928XFG1     AAA
                 2-A1K      74928XFA4     AAA
                 3-A1M      74928XFU0     AAA
                 2-A1E      74928XEU1     AAA
                 1-A1K      74928XEJ6     AAA
                 3-A1S      74928XGA3     AAA
                 1-A1O      74928XEN7     AAA
                 1-A1A      74928XAB7     AAA
                 3-A1Q      74928XFY2     AAA
                 1-A1E      74928XEC1     AAA
                 2-A1       74928XAL5     AAA
                 3-A1C      74928XAZ4     AAA
                 3-A1K      74928XFS5     AAA
                 2-A1O      74928XFE6     AAA
                 3-A1E      74928XFL0     AAA
                 2-A1S      74928XFJ5     AAA
                 1-A1I      74928XEG2     AAA
                 1-A1       74928XAA9     AAA
                 3-A1       74928XAW1     AAA
                 2-A1C      74928XAP6     AAA
                 1-A1Q      74928XEQ0     AAA
                 1-A1C      74928XAD3     AAA
                 3-A1A      74928XAX9     AAA
                 1-A1S      74928XES6     AAA
                 2-A1M      74928XFC0     AAA
                 18-A1      74928XDG3     AAA


* S&P Downgrades Ratings on 621 Classes From 431 RMBS Transactions
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings to 'D' on
621 classes of mortgage pass-through certificates from 431 U.S.
residential mortgage-backed securities transactions issued between
2002 and 2008.  S&P removed two of the lowered ratings from
CreditWatch with negative implications.  In addition, four ratings
from two of the affected transactions remain on CreditWatch with
negative implications.

Approximately 75.04% of the defaulted classes were from
transactions backed by Alternative-A or subprime mortgage loan
collateral.  The 621 defaulted classes consisted of these:

* 347 classes were from Alt-A transactions (55.88% of all
  defaults);

* 119 were from subprime transactions (19.16% of all defaults);

* 68 were from prime jumbo transactions;

* 65 were from resecuritized real estate mortgage investment
  conduit (re-REMIC) transactions;

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

* Four were from reperforming transactions;

* Four were from outside-the-guidelines transactions;

* Four were from document-deficient transactions;

* Three were from first-lien high loan-to-value transactions; and

* Two were from risk transfer transactions.

The 621 downgrades to 'D' reflect S&P's assessment of principal
write-downs on the affected classes during recent remittance
periods.  Twelve of the defaulted ratings affect classes that are
bond insured by Ambac Assurance Corp. (currently rated 'R').

The CreditWatch placements reflect the fact that the affected
classes are within a group that includes a class that defaulted
from a 'B-' rating or higher.  S&P lowered approximately 99.52% of
the ratings from the 'CCC' or 'CC' rating categories, and S&P
lowered 99.84% from a speculative-grade category.

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


* S&P Takes Rating Actions on Credit Derivative Product Companies
-----------------------------------------------------------------
Standard & Poor's Ratings Services took these rating actions on
six credit derivative product companies:

* S&P lowered its long-term issuer credit rating and class A and B
  issue ratings for Channel Capital PLC;

* S&P placed its ICR and senior subordinate issue rating for
  Athilon Capital Corp./Athilon Asset Acceptance Corp. and its
  ICRs and issue ratings for Centerline Financial LLC, Invicta
  Capital LLC/Invicta Credit LLC, and Newlands Financial Ltd. on
  CreditWatch with negative implications; and

* S&P affirmed its subordinated and junior subordinated issue
  ratings for Athilon, its ICR and issue ratings for Koch
  Financial Products LLC, and its short-term ICR and senior
  capital notes issue rating for Channel Capital.

CDPCs generally offer credit protection on a number of reference
obligations, including corporate, sovereign, and to a limited
degree, structured finance securities.

The rating actions follow the scheduled implementation of S&P's
updated criteria for rating CDPCs with corporate credit exposure.

S&P lowered its long-term ICR and class A and B note issue ratings
and affirmed its short-term ICR and senior capital notes issue
rating for Channel Capital based on the CDPC's updated capital
model results, which incorporate S&P's updated criteria.  During
its analyses, S&P also considered its view of potential
sensitivities relating to various scenarios involving portfolio
credit quality, counterparty credit quality (these counterparties
buy credit protection from Channel Capital), and changing
portfolio compositions.

The CreditWatch negative placement of S&P's ICR and senior
subordinate issue rating for Athilon and its ICRs and issue
ratings for Invicta and Newlands Financial reflect the fact that,
as of June 21, 2010, S&P has not received their capital model run
results that incorporate S&P's April 27, 2010, CDPC criteria,
which became effective June 8, 2010.  S&P currently believe that
S&P will likely lower its ratings on these three CDPCs upon the
application of its updated criteria.  As a result, S&P is placing
its ratings on these CDPCs on CreditWatch negative.

The CreditWatch negative placement of S&P's ICR and senior loan
rating on Centerline Financial LLC, a CDPC that sells credit
protection on affordable housing tax credits, reflects its view of
potential increased risks associated with its exposure to
affordable housing tax credits.  S&P currently believe that, given
the reported breach of capital model test and the performance of
the properties associated with Centerline Financial's credit
default swap portfolio -- as indicated by the debt service
coverage ratio, loan-to-value ratio, and occupancy ratio -- amid
the challenging tax credit market, it is likely that S&P will
lower its ratings on Centerline Financial after S&P complete its
ongoing review.  As a result, S&P is placing its ratings on
Centerline Financial on CreditWatch negative.

S&P affirmed its ICR and debt ratings for Koch Financial Products
after its capital model reports showed that the CDPC passes all of
its capital model tests after incorporating S&P's updated
criteria.  S&P's ratings also reflect its view of potential
sensitivities relating to counterparty risk.

                         Ratings Lowered

                       Channel Capital PLC

                                                Rating
                                                ------
  Issue                                   To                From
  -----                                   --                ----
  Long-term issuer credit rating          AA-               AAA
  Class A issues                          AA-               AAA
  Class B issues                          A                 AA

              Ratings Placed On Creditwatch Negative

       Athilon Capital Corp./Athilon Asset Acceptance Corp.


                                          Rating
                                          ------
Issue                              To                From
-----                              --                ----
Issuer credit rating               BBB-/Watch Neg    BBB-/Negative
Senior subordinated note issues    B/Watch Neg       B

                     Centerline Financial LLC

                                                Rating
                                                ------
  Issue                                   To                From
  -----                                   --                ----
  Issuer credit rating                    AAA/Watch Neg     AAA
  Senior loan                             AAA/Watch Neg     AAA

              Invicta Capital LLC/Invicta Credit LLC

                                                Rating
                                                ------
  Issue                                   To                From
  -----                                   --                ----
  Issuer credit rating                    AAA/Watch Neg     AAA
  Class A floating-rate term note issues  AAA/Watch Neg     AAA
  Class A auction-rate note issues        AAA/Watch Neg     AAA
  Class B floating-rate term note issues  AA/Watch Neg      AA
  Class B auction-rate note issues        AA/Watch Neg      AA

                      Newlands Financial Ltd.

                                                Rating
                                                ------
  Issue                                   To                From
  -----                                   --                ----
  Issuer credit rating                    AAA/Watch Neg     AAA
  Floating-rate note issues               AAA/Watch Neg     AAA
  Class A loan issues                     AAA/Watch Neg     AAA
  Class B loan issues                     AA-/Watch Neg     AA-
  Class B-1 loan issues                   AA-/Watch Neg     AA-

                         Ratings Affirmed

       Athilon Capital Corp./Athilon Asset Acceptance Corp.

          Issue                                   Rating
          -----                                   ------
          Subordinated note issues                CCC
          Junior subordinated note issues         CCC-

                       Channel Capital PLC

          Issue                                   Rating
          -----                                   ------
          Short-term issuer credit rating         A-1+
          Senior capital note issues              BBB

                    Koch Financial Products LLC

          Issue                                   Rating
          -----                                   ------
          Issuer credit rating                    AAA
          Subordinated debt issues                A-
          Junior subordinated debt issues         BBB-

                         NR  --  Not rated.



                           *********

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
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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 ***