TCR_Public/101205.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, December 5, 2010, Vol. 14, No. 337

                            Headlines

ALESCO PREFERRED: Moody's Corrects Press Release on Ratings
ARLO VI: S&P Downgrades Ratings on 16 Classes of Notes
AVENUE CLO: Moody's Upgrades Ratings on Various Classes of Notes
BENEDICT COLLEGE: Moody's Affirms 'B3' Rating on Revenue Bonds
BIG CREEK: Moody's Downgrades Ratings on Refunding Bonds to 'Ba1'

BRAZOS STUDENT: Fitch Affirms 'BB' Rating on Subordinate Notes
BRAZOS STUDENT: Fitch Affirms Ratings of Subordinate Notes at 'BB'
BRAZOS STUDENT: Fitch Affirms Ratings on Various Classes of Notes
BRAZOS STUDENT: Fitch Cuts Ratings on Subordinate Notes to 'B'
MT WILSON: Moody's Upgrades Ratings on Four Classes of Notes

CAMDEN COUNTY: Moody's Maintains 'Caa1' Rating on 1991 Bonds
CANARAS SUMMIT: S&P Raises Ratings on Various Classes of Notes
CDO REPACKAGING: Moody's Takes Rating Actions on Two Classes
DLJ ABS: Moody's Downgrades Ratings on Three Tranches
ILLINOIS STUDENT: Fitch Affirms Ratings on Senior Student Loans

INDYMAC HOME: Moody's Downgrades Ratings on Five Tranches
KEYCORP STUDENT: Fitch Downgrades Ratings on Four Classes
KNOWLEDGEFUNDING OHIO: Fitch Affirms Ratings on Various Notes
LEAF RECEIVABLES: DBRS Assigns B (Low) Rating on Class E-2 Notes
LOCAL INSIGHT: S&P Downgrades Ratings on Five Classes of Notes

LODESTONE RE: S&P Assigns Low-B Ratings on Series 2010-2 Notes
MASTR SECOND: Moody's Downgrades Ratings on Two Tranches
NATIONAL COLLEGIATE: S&P Downgrades Ratings on Class B Notes
NATIONAL COLLEGIATE: S&P Downgrades Ratings on Class C to 'D'
NEW JERSEY HEALTH: Fitch Upgrades Rating on Bonds From 'BB+'

NEW JERSEY HEALTH: S&P Raises Rating on Bonds From 'BB+'
NORTH TEXAS HOUSING: S&P Downgrades Rating on Bonds to 'BB+'
RUTLAND RATED: Moody's Takes Rating Actions on Various Notes
ST JOHNSBURY: Moody's Affirms 'Ba1' Ratings on $3.1 Mil. Bonds
STRATA TRUST: Moody's Upgrades Ratings on 2005-9 Notes to 'Ba1'

TCW'S GLOBAL: Fitch Puts Rating on Class D Notes on Watch Neg.
THORNBURG MORTGAGE: Moody's Cuts Ratings on Class B-3 to 'Ba1'
VITALITY RE: S&P Assigns 'BB' Rating to Class B Notes
WACHOVIA AUTO: Fitch Upgrades Ratings on Six Classes of Notes

* Fitch Affirms Ratings on 26 Classes From Six SF CDO Deals
* S&P Downgrades Ratings on 21 Certs. From 19 RMBS Transactions
* S&P Downgrades Ratings on 374 Certs. From 273 RMBS to 'D'

                            *********

ALESCO PREFERRED: Moody's Corrects Press Release on Ratings
-----------------------------------------------------------
Moody's Investors Service has made a correction to its previously
published press release on ALESCO Preferred Funding IV, Ltd.'s
ratings.  Moody's said that the first sentence should read:
"Moody's Investors Service announced that it has downgraded the
ratings on these notes issued by ALESCO Preferred Funding IV,
Ltd."

Revised release is:

Moody's announced that it has downgraded the ratings on these
notes issued by ALESCO Preferred Funding IV, Ltd.

  -- US$195,000,000 Class A-1 First Priority Senior Secured
     Floating Rate Notes Due 2034 (current balance of
     $168,975,664), Downgraded to Ba1 (sf); previously on
     March 27, 2009 Downgraded to A3 (sf);

  -- US$63,000,000 Class A-2 Second Priority Senior Secured
     Floating Rate Notes Due 2034, Downgraded to B3 (sf);
     previously on March 27, 2009 Downgraded to Ba3 (sf);

  -- US$7,000,000 Class A-3 Second Priority Senior Secured
     Fixed/Floating Rate Notes Due 2034, Downgraded to B3 (sf);
     previously on March 27, 2009 Downgraded to Ba3 (sf);

  -- US$62,380,000 Class B-1 Mezzanine Secured Floating Rate
     Notes Due 2034, Downgraded to C (sf); previously on March 27,
     2009 Downgraded to Ca (sf);

  -- US$51,620,000 Class B-2 Mezzanine Secured Fixed/Floating
     Rate Notes Due 2034, Downgraded to C (sf); previously on
     March 27, 2009 Downgraded to Ca (sf);

  -- US$3,000,000 Class B-3 Mezzanine Secured Fixed/Floating
     Rate Notes Due 2034, Downgraded to C (sf); previously on
     March 27, 2009 Downgraded to Ca (sf);

  -- US$5,000,000 Series I Combination Notes Due 2034,
     Downgraded to C (sf); previously on April 28, 2009 Downgraded
     to Ca (sf);

  -- US$6,000,000 Series III Combination Notes Due 2034,
     Downgraded to C (sf); previously on April 28, 2009 Downgraded
     to Ca (sf).

                        Ratings Rationale

ALESCO Preferred Funding IV, Ltd., issued on May 18, 2004, is a
collateral debt obligation backed by a portfolio of bank trust
preferred securities (the 'TRUP CDO').  On March 27, 2009, the
last rating action date, Moody's downgraded six classes of notes,
which were the result of the application of revised and updated
key modeling assumptions, as well as the deterioration in the
credit quality of the transaction's underlying portfolio.

According to Moody's, the rating actions taken are primarily the
result of an increase of the assumed defaulted amount in the
underlying portfolio.  The assumed defaulted amount increased by
$69.6M since the last rating action.  Cumulative assumed defaults
now total $149.6 million (39.8% of the current portfolio).  All
the assumed defaulted assets are carried at zero recovery in
Moody's analysis.  The remaining assets in the portfolio have also
shown a slight improvement, as indicated by a WARF decrease to
1848, from 1979 as of the last rating action date.  This current
WARF accounts for a credit estimate stress, described in Moody's
Rating Methodology "Updated Approach to the Usage of Credit
Estimates in Rated Transactions", October 2009.  Currently, 49.8%
of the portfolio is estimated to be Ba1 or below, as determined
both by using FDIC Q1-2010 financial data in conjunction with
Moody's RiskCalc model to assess non-publicly rated bank trust
preferred securities and using financial data for insurance
companies from Moody's Insurance Team.

The par loss due to the increase in the assumed defaulted amount
has resulted in loss of overcollateralization for the tranches
affected and an increase of their expected losses since the last
rating action.  As of the latest trustee report dated October 25,
2010, the Class A Overcollateralization Ratio is 102.48% and the
Class B Overcollateralization Ratio is 68.26%,versus trustee
reported levels from the report dated February 28, 2009 of 134.17%
and 92.65% respectively, which were used during the last rating
action on March 27, 2009.

The credit deterioration exhibited by these portfolios is a
reflection of the continued pressure in the banking sector as the
number of bank failures and interest deferrals of trust preferred
securities issued by banks has continued to increase.  According
to FDIC data, a total of 314 banks have failed, to date, since the
onset of the current economic crisis in 2007, 265 of which have
failed since the date of the last rating action.  In Moody's
opinion, the banking sector outlook continues to remain negative.

In Moody's analysis Moody's assume no prepayments.  The weighted
average life of the portfolio is approximately 23.7 years.

The portfolio of this CDOs is mainly composed of trust preferred
securities issued by small to medium sized U.S. community banks
that are generally not publicly rated by Moody's.  To evaluate
their credit quality, Moody's derives credit scores for these non-
publicly rated assets and evaluates the sensitivity of the rated
transactions to their volatility, as described in Moody's Rating
Methodology "Updated Approach to the Usage of Credit Estimates in
Rated Transactions", October 2009.  The effect of the stress
testing of these credit scores varies between one and three
notches, depending on the total amount and relative size of these
securities in the collateral pool.

Moody's evaluation of this transaction relies on financial data
received for a majority of bank obligors in the pool as of Q1-
2010.  This financial data is used by Moody's to assess the credit
quality of bank obligors in the pool, relying on RiskCalc, an
econometric model developed by Moody's KMV.  The results obtained
from the RiskCalc model have been translated to Moody's rating
scale and adjusted by one notch where necessary in order to
compensate for the absence of credit indicators such as rating
reviews, outlooks and adjustments factoring in cyclical
developments in the economy.

Moody's performed a number of sensitivity analyses of the results
to some of the key factors driving the ratings.

The sensitivity of the model results to changes in the WARF
(representing a slight improvement and a slight deterioration of
the credit quality of the collateral pool) was examined.  If WARF
is increased by 250 points from the base case of 1848, the model
results in an expected loss that is one notch worse than the
result of the base case for Class A-1L.  If the WARF is decreased
by 200 points, expected losses are one notch better than the base
case results.

In addition to the quantitative factors that are explicitly
modeled, qualitative factors are part of rating committee
considerations.  Moody's considers as well the structural
protections in each transaction, the risk of triggering an Event
of Default, the recent deal performance in the current market
conditions, 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.

Due to the impact of revised and updated key assumptions
referenced in these rating methodologies, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, Moody's Asset Correlation, and weighted average recovery
rate, may be different from the trustee's reported numbers.  In
particular, rating assumptions for all publicly rated corporate
credits in the underlying portfolio have been adjusted for "Review
for Possible Downgrade", "Review for Possible Upgrade", or
"Negative Outlook".

The transaction's portfolio was modeled, according to Moody's
rating approach, using CDOROM v.2.6 to develop the loss
distribution from which the Moody's Asset Correlation parameter
was obtained.  This parameter was then used as an input in a cash
flow model using CDOEdge.  CDOROM v.2.6 is available on moodys.com
under Products and Solutions -- Analytical models, upon return of
a signed free license agreement.


ARLO VI: S&P Downgrades Ratings on 16 Classes of Notes
------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 16
classes of notes and withdrew its ratings on five classes of notes
from various ARLO VI Ltd. and ARLO VII Ltd. synthetic
collateralized debt obligations.

Standard & Poor's recently received notice from the respective
arrangers that these classes of notes have either incurred losses
that reduced the outstanding notional balances to zero or that the
issuer had repurchased the notes.

The downgrades reflect the confirmation of losses to the rated
notes.  The rating withdrawals reflect the repurchase and
subsequent cancellation of the notes.

                         Ratings Lowered

                           ARLO VI Ltd.

                                             Rating
                                             ------
    Transaction                 Class      To      From
    -----------                 -----      --      ----
    Series 2006-4 (SABS)        Notes      D (sf)  CCC- (sf)
    Series 2006-5 (SABS)        Notes      D (sf)  CCC- (sf)
    Series 2006-6 (SABS)        Notes      D (sf)  CCC- (sf)
    Series 2006-10 (SABS)       B          D (sf)  CCC- (sf)
    Series 2006 (Pine Brook)    Notes      D (sf)  CCC- (sf)
    Series 2006 (Hominy Hill)   Notes      D (sf)  CCC- (sf)
    Series 2006 (Howell Park)   Notes      D (sf)  CCC- (sf)
    Series 2006 (Old Orchard)   Notes      D (sf)  CCC- (sf)
    Series 2006 (Marine Park I) Notes      D (sf)  CCC- (sf)
    Series 2006 (South Pier I)  Notes      D (sf)  CCC- (sf)
    Series 2006 (Army Pier I)   Notes      D (sf)  CCC- (sf)
    Series 2006 (Shark River)   Notes      D (sf)  CCC- (sf)
    Series 2006
    (Charleston Springs)        Notes      D (sf)  CCC- (sf)

                           ARLO VII Ltd.

                                             Rating
                                             ------
    Transaction                 Class      To      From
    -----------                 -----      --      ----
    Series 2006-13 (SABS)       Notes      D (sf)  CCC- (sf)
    Series 2006-14 (SABS)       Notes      D (sf)  CCC- (sf)
    Series 2007-1 (SABS)        Notes      D (sf)  CCC- (sf)

                        Ratings Withdrawn

                           ARLO VI Ltd.

                                             Rating
                                             ------
    Transaction                 Class      To      From
    -----------                 -----      --      ----
    Series 2006-8 (SABS)        A          NR      CCC- (sf)
    Series 2006-8 (SABS)        B          NR      CCC- (sf)
    Series 2006-9 (SABS)        A          NR      CCC- (sf)
    Series 2006-9 (SABS)        B          NR      CCC- (sf)
    Series 2006-10 (SABS)       A          NR      CCC- (sf)

                         NR - Not rated.


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

  -- US$286,000,000 Class A-1L Floating Rate Notes Due 2017
     (current outstanding balance of $205,031,303), Upgraded to
     Aaa (sf); previously on June 17, 2009 Downgraded to Aa3 (sf);

  -- US$34,000,000 Class A-2L Floating Rate Notes Due 2017,
     Upgraded to A2 (sf); previously on June 17, 2009 Downgraded
     to Baa3 (sf);

  -- US$19,000,000 Class A-3L Floating Rate Notes Due 2017,
     Upgraded to Baa3 (sf); previously on June 17, 2009 Downgraded
     to Ba3 (sf);

  -- US$9,000,000 Class B-1L Floating Rate Notes Due 2017,
     Upgraded to B3 (sf); previously on June 17, 2009 Downgraded
     to Ca (sf);

  -- US$10,000,000 Class B-1F 6.59% Notes Due 2017, Upgraded to
     B3 (sf); previously on June 17, 2009 Downgraded to Ca (sf);

  -- US$10,000,000 Class B-2L Floating Rate Notes Due 2017
     (current outstanding balance of $9,154,856), Upgraded to
     Caa3 (sf); previously on June 17, 2009 Downgraded to C (sf).

                        Ratings Rationale

According to Moody's, the rating actions taken on the notes result
primarily due to the amortization of the Class A-1L Notes and
improvement in the credit quality of the underlying portfolio
since the last rating action in June 2009.

The overcollateralization ratios of the rated notes have improved
as a result of delevering of the Class A-1L Notes, which have
amortized by approximately $78 million or 28% since the previous
rating action in June 2009.  As of the October 2010 trustee
report, the Senior Class A, Class A, Class B-1, and Class B-2L
overcollateralization ratios are reported at 124.0%, 114.9%,
107.0%, and 103.61%, respectively, versus May 2009 levels of
112.6%, 106.3%, 100.6%, and 96.69%, 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 February 2010.

Improvement in the credit quality is observed through an
improvement in the average credit rating (as measured by the
weighted average rating factor) and a decrease in the proportion
of securities from issuers rated Caa1 and below.  Based on the
October 2010 trustee report, the weighted average rating factor is
2451 compared to 2755 in May 2009, and securities rated Caa1 and
below make up approximately 5% of the underlying portfolio versus
11% in May 2009.  Moody's adjusted WARF has also declined since
the last rating action due to a decrease in the percentage of
securities with ratings on "Review for Possible Downgrade" or with
a "Negative Outlook." The deal also experienced a decrease in
defaults.  In particular, the dollar amount of defaulted
securities has decreased to $23.3mm from approximately
$39.0 million 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.  In its base case, Moody's analyzed the
underlying collateral pool to have a performing par and principal
proceeds of $291 million, defaulted par of $23 million, weighted
average default probability of 23.6% (implying a WARF of 3500), a
weighted average recovery rate upon default of 42.1%, and a
diversity score of 46.  These default and recovery properties of
the collateral pool are incorporated in cash flow model analysis
where they are subject to stresses as a function of the target
rating of each CLO liability being reviewed.  The default
probability is derived from the credit quality of the collateral
pool and Moody's expectation of the remaining life of the
collateral pool.  The average recovery rate to be realized on
future defaults is based primarily on the seniority of the assets
in the collateral pool.  In each case, historical and market
performance trends, and collateral manager latitude for trading
the collateral are also factors.

Avenue CLO Fund Ltd., issued on December 20, 2004, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.

Moody's Investors Service did not receive or take into account a
third party due diligence report on the underlying assets or
financial instruments related to the monitoring of this
transaction in the past six months.

Moody's modeled the transaction using the Binomial Expansion
Technique, as described in Section 2.3.2.1 of the "Moody's
Approach to Rating Collateralized Loan Obligations" rating
methodology published in August 2009.

In addition to the base case analysis described above, Moody's
also performed a number of sensitivity analyses to test the impact
on all rated notes, including these:

1.  Various default probabilities to capture potential defaults in
    the underlying portfolio.

2.  A range of recovery rate assumptions for all assets to capture
    variability in recovery rates.

A summary of the impact of different default probabilities
(expressed in terms of WARF levels) on all rated notes (shown in
terms of the number of notches' difference versus the current
model output, where a positive difference corresponds to lower
expected losses), assuming that all other factors are held equal:

Moody's Adjusted WARF - 20% (2800)

  -- Class A-1L: 0
  -- Class A-2L: +2
  -- Class A3L: +2
  -- Class B-1L: +1
  -- Class B-1F: +1
  -- Class B-2L: +1

Moody's Adjusted WARF + 20% (4200)

  -- Class A-1L: -1
  -- Class A-2L: -1
  -- Class A3L: -1
  -- Class B-1L: -3
  -- Class B-1F: -3
  -- Class B-2L: -1

A summary of the impact of different recovery rate levels on all
rated notes (shown in terms of the number of notches' difference
versus the current model output, where a positive difference
corresponds to lower expected loss), assuming that all other
factors are held equal:

Moody's Adjusted WARR + 2% (44.1%)

  -- Class A-1L: 0
  -- Class A-2L: +1
  -- Class A3L: +1
  -- Class B-1L: +0
  -- Class B-1F: +0
  -- Class B-2L: +0

Moody's Adjusted WARR - 2% (40.1%)

  -- Class A-1L: 0
  -- Class A-2L: 0
  -- Class A3L: 0
  -- Class B-1L: -1
  -- Class B-1F: -1
  -- Class B-2L: 0

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by 1) uncertainties of
credit conditions in the general economy and 2) the large
concentration of speculative-grade debt maturing between 2012 and
2014 which may create challenges for issuers to refinance.  CDO
notes' performance may also be impacted by 1) the managers'
investment strategies and behavior, and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are described
below:

1) Delevering: The main source of uncertainty in this transaction
   is whether delevering from unscheduled principal proceeds will
   continue and at what pace.  Delevering may accelerate due to
   high prepayment levels in the loan market and/or collateral
   sales by the manager, which may have significant impact on the
   notes' ratings.

2) Recovery of defaulted assets: Market value fluctuations in
   defaulted assets reported by the trustee and those assumed to
   be defaulted by Moody's may create volatility in the deals'
   overcollateralization levels. Further, the timing of recoveries
   and the manager's decision to work out versus selling defaulted
   assets create additional uncertainties.  Moody's analyzed
   defaulted recoveries assuming the lower of the market price and
   the recovery rate in order to account for potential volatility
   in market prices.

3) Long-dated assets: The presence of assets that mature beyond
   the CLO's legal maturity date exposes the deal to liquidation
   risk on those assets. Moody's assumes an asset's terminal value
   upon liquidation at maturity to be equal to the lower of an
   assumed liquidation value (depending on the extent to which the
   asset's maturity lags that of the liabilities) and the asset's
   current market value.


BENEDICT COLLEGE: Moody's Affirms 'B3' Rating on Revenue Bonds
--------------------------------------------------------------
Moody's Investors Service has affirmed the underlying B3 rating on
the Revenue Bonds of Benedict College.  Moody's have revised the
rating outlook to stable from negative.  Rated debt includes
$16 million of Series 1998 and 1999 bonds issued through Richland
County, South Carolina, and $25 million of Series 2002 bonds
issued through the Educational Facilities Authority for Private
Nonprofit Institutions of Higher Learning of South Carolina.

Ratings Rationale: The upward revision in the rating outlook
reflects two years of demonstrated improvement in operating cash
flow and revenue growth combined with management reports of
additional enrollment growth in the fall of 2010.

Legal Security: General obligation with security interest in
certain pledged revenues derived from the operations of various
auxiliary facilities.  Mortgage interest in improvements financed
through the bonds.  There are trustee held debt service reserve
fund requirements.  As of June 30, 2010, the College was not in
compliance with a performance covenant with Radian Asset
Assurance.  The College has received a waiver of the covenant for
the past several years.

Debt-Related Derivatives: None.

                           Challenges

* Complex debt structure and high debt burden relative to
  operations.  Actual debt service represented a relatively high
  13.1% of operating expenses in FY 2010 as compared to Moody's
  private college median of 4.9%.  Likewise total debt of $78
  million is 127% of FY 2010 operating revenue.  Radian, who
  insures the bonds Moody's rates as well as a $6 million loan
  with National Bank of South Carolina, has a first mortgage
  pledge on certain College property as well as additional
  financial and operational covenants.  The College's other
  $15.7 million NBSC loan is secured by a collateral pledge of
  endowment funds invested in a certificate of deposit to be held
  at the Bank.  At the end of FY 2010, 95% of the College's cash
  and investments were pledged as collateral or held by trustees.

* Extremely limited liquidity with unrestricted financial
  resources as of June 30, 2008 of $1.4 million.  Based on FY 2010
  financial statements, Moody's calculates monthly liquidity of
  $1.5 million equating to a remarkably thin 10 monthly days cash
  on hand.  Given that the bulk of College's cash flow from
  operations goes toward debt service and minor capital
  investments Moody's expects the cash position to remain highly
  constrained.  This thin cushion leaves the College with little
  margin for error in its operating cash flow.

* With a higher than typical federal student loan cohort default
  rate the College could experience remedial action by the U.S.
  Department of Education.  Benedict serves a high portion of low
  income and first generation college students with more than 90%
  of students eligible for Pell Grants.  In FY 2008 its student
  loan cohort default rate was 23.9%, well above the 3.8% median
  for private, non-profit four year institutions.  Beginning in
  2014 colleges will be measured on the number of defaulting
  students within the first three years of repayment, up from the
  current two year period.  This mandate will likely increase the
  likelihood that Benedict will need special relief to avoid
  cohort default rate sanctions.

* Growing capital needs and limited sources of funding to make
  long term investments.  With an age of plant of 10.3 years in FY
  2010, the College will need to make considerable investment in
  its facilities over the medium term to remain competitive.
  Benedict has a policy of housing every student who requests
  housing and enters into operating leases to meet a portion of
  variable demand.  The lease the College entered into with the
  owners of an older motor hotel several miles from the campus
  does not have appropriate zoning for student housing and has not
  been usable for that purpose.  In 2010 the College entered into
  a note payable agreement with College Bookstores of America
  ($738,567 outstanding as of June 30, 2010) to restructure an
  existing note payable.

                            Strengths

* Ongoing trend of increasing enrollment and student derived fees
  for the College. Net tuition revenue increased 11% in FY 2010 to
  $32.5 million. Auxiliary revenue has also grown to $16.7 million
  in FY 2010 from $11 million in FY 2007.  Management reports
  ongoing enrollment growth with full-time equivalent enrollment
  at 3,118 students in the fall of 2010, up 5.7% from the prior
  year. Student recruitment efforts resulted in 1,147 new students
  in the fall of 2010, compared to 1,103 in fall 2009.

* Healthy revenue growth and closely managed expenses have led to
  strong operating cash flow performance in FY 2009 and FY 2010.
  Moody's calculates an operating cash flow margin of 20.2% in FY
  2009 and 19.2% in FY 2010, double the 9.9% average of the FY
  2006 through FY 2008. The strong cash flow supported coverage of
  actual debt service by 1.5 times for both years as the College
  reduced its debt burden 7% across that two year period.
  Operating revenues increased to $61.4 million in FY 2010 from
  $48.2 million in FY 2007, a notable 28% increases in three
  years.

* Ongoing donor support with three-year average gift revenue of
  $1.9 million per year.  Revenues have also been assisted by
  federal grant support, such as the $1 million received this year
  under the Strengthening Historically Black Colleges and
  Universities Program.

                             Outlook

Moody's stable outlook reflects the College's likely ability to
cover debt service from operations through ongoing revenue growth
and careful expense containment.  It also reflects Moody's
expectation of the continued rapid retirement of debt with $4
million of principal payments in FY 2011 and $3.5 million in FY
2012.

                What could change the rating -- Up

Ongoing improvement in debt service coverage combined with
consistent growth in liquid financial resources.

               What could change the rating -- Down

Weakened liquidity profile or difficulty in achieving coverage of
debt service from operations.  Any disruption in the ability to
participate in federal financial aid programs.

Key Indicators (Fall 2010 enrollment; FY 2010 financial):

* Total Enrollment: 3,118 full-time equivalent students

* Total Financial Resources: $12.8 million

* Total Direct Debt: $77.9

* Expendable Resources to Debt: 0.04 times

* Expendable Resources to Operations: 0.06 times

* Monthly Unrestricted Liquidity: $1.5 million

* Monthly Days Cash (unrestricted funds available within 1 month
  divided by operating expenses excluding depreciation, divided by
  365 days): 10 days

* Net Tuition per Student: $11,001

* Total Revenues: $61.4 million

* Average operating margin: 0.1%

* Operating cash flow margin: 19.2%

* Operating Dependence on Student based Revenue (% of total
  operating revenues): 80.1%

                           Rated Debt

* Series 1998 and 1999 issued through Richland County, South
  Carolina: B3; insured by Radian Asset Assurance, Inc with a
  current financial strength rating of Ba1 with a stable outlook

* Series 2002 issued through the Educational Facilities Authority
  for Private Nonprofit Institutions of Higher Learning of South
  Carolina: B3; insured by Radian Asset Assurance, Inc, with a
  current financial strength rating of Ba1 with a stable outlook


BIG CREEK: Moody's Downgrades Ratings on Refunding Bonds to 'Ba1'
-----------------------------------------------------------------
Moody's has downgraded to Ba1 from Baa1 Big Creek Utility District
of Grundy County's (TN) waterworks revenue refunding bonds, series
2004.  The bonds are secured by a senior lien pledge of the net
revenues of the system.  Standard legal covenants include a rate
covenant of 1.25X debt service coverage as well as cash funded
Debt Service Reserve Fund.

                        Ratings Rationale

The downgrade to Ba1 reflects the district's significantly
deteriorated financial position, with debt service coverage levels
that are below the rate covenant and have not been sum sufficient
for the past two years due largely to a lack of rate increases to
meet increasing debt demands and general revenue slowdown.
Management chose not to increase rates, as suggested by an
independent consultant, which has led to continued deterioration
of coverage and reliance on cash to support annual debt service
requirements.  The rating also incorporates the district's limited
customer base with below average socioeconomic indices, adequate
net working capital position, and moderate debt ratio.
Additionally, the current rating reflects competing demands for
the systems liquid cash due to deferred maintenance needs as well
as a required buffer to meet debt service.

                    Standard Legal Covenants

The district covenanted to collect revenues in each fiscal year to
yield at least 1.25 times that fiscal year's debt service.  The
additional bonds test is 1.20 times maximum annual debt service,
and the bonds are additionally secured by a cash funded debt
service reserve.

      Weakened Financial Operations; Coverage Levels Violate
                          Legal Covenant

Moody's expects that the district's financial operations will
continue to weaken, given that management has not expressed any
immediate intentions of increasing water rates, despite
recommendations to do so in order to comply with the 1.25X rate
covenant.  In fiscal 2007 (ended February 28) and 2008, annual
debt service coverage was an adequate 1.65 times and 1.57 times,
respectively.  In 2009, the district hired a third-party
engineering firm to conduct a rate study, resulting in a
recommendation to the district to increase rates.  Despite the
recommendation, management chose to defer the increases.
Subsequently, coverage levels in 2009 declined to a narrow 0.98
times due to increases in operating expenditures.  Fiscal 2010 saw
similar results, with annual debt service coverage falling lower,
to a very narrow 0.74 times, due to less than anticipated
revenues, and an increase in debt service expenditures.
Management's projections for 2011 indicate that coverage will
remain below one time, requiring continued use of cash reserves to
meet a portion of the debt service payment.  The district reports
plans to increase rates in fiscal year 2012 that will make
progress toward meeting the rate covenant.

The district has historically held an ample net working capital
position, maintaining an average of 131% of operating and
maintenance expenditures over the last four fiscal years.  While
this is favorable, Moody's expects the district's cash position to
continue to decline in the near term, due to debt service demands
and pay-as-you-go capital spending.  Management reports that the
district's 2011 unrestricted cash position will decline by roughly
$200,000 to a slim $345,922, which represents a 36.6% decrease
from 2010 levels.

      Limited Customer Base With Below Average Wealth Levels

Moody's believes that growth of this relatively small system will
remain limited.  The district provides potable water to residents
of the north-eastern section of Grundy County (A2 G.O.  rating),
and is located roughly 36 miles north-west of Chattanooga (Aa1
G.O.  rating).  The County's population, which is estimated at
14,220, has declined by 0.8% since 2000.  This slow trend of
population decline reflects the rural nature of the area, and an
economy that is largely driven by agriculture and manufacturing.
The August 2010 unemployment level was 11.8%, which is above state
and national rates.  In addition, the county's wealth indices are
significantly below average, with per capita income at 62.1% and
55.8% of the state and national medians, respectively, and 25.8%
of the population is below the poverty line.  According to
management the demographic profile of the customer base combined
with recessionary pressures contributed to the decision to not
increase rates in recent years.

             Small Water System; Demand Levels Stable

The water system serves approximately 3,072 customers, four of
which represent some concentration of consumption.  The district's
three largest users are the Cagle Fredonia Utility District, the
Griffith Creek Utility District, and The Boy Scouts of America and
Skymont Reservation, which together account for 33% of the
District's total water usage.  Customer base has remained flat,
with a minimal 0.5% decline in total connections over the past
three years.

   Modest Debt Ratio; Additional Plans In The Medium Term Could
                 Significantly Increase Leverage

Moody's expects that the district's debt position will remain
manageable in the near term, with a modest fiscal 2010 debt ratio
of 30.9% and average principal payout of 66.5% within 10 years.
Management reports that additional borrowing will likely be
necessary within the next five fiscal years in order to source and
secure a secondary water supply.  Estimated sizing for the issue
is ranges widely from $3 million to $26 million, with management
expecting that it may be closer to $5 million.  While no formal
plans are in place, additional debt will further pressure the
system's financial position.  Also, barring improvement in debt
service coverage, it is unclear whether the district will be able
to meet its Additional Bonds Test of 1.2X MADS in order to finance
needed projects.

What Could Change The Rating -- Up:

  -- Timely implementation of rate increases sufficient to raise
     net revenues above 1.25 times debt service coverage

  -- Strengthening of reserve levels and improved liquidity
     position

What Could Drive The Rating -- Down:

  -- Failure to implement rate increases sufficient to raise net
     revenues above 1.25 times debt service coverage

  -- Further deterioration of reserves

  -- Significant loss of customer base

                          Key Statistics

* Security: Senior lien pledge of the net revenues of the system

* Type of System: Water distribution

* Service Area / Population (2008 Est.): Grundy County, TN
  (14,220)

* Number of accounts: 2,888 Residential, 184 Commercial

* 1999 Per Capita Income (as % of TN and US): $12,039 (62.1% and
  55.8%)

* 1999 Median Family Income (as % of TN and US): $27,691 (63.6%
  and 55.3%)

* Operating ratio (2010): 89.5%

* Net take down (2010): 12.5%

* Debt ratio (2010): 30.9%

* Maximum annual debt service coverage (2010): 0.72X

* Annual debt service coverage (2010): 0.74X

* Principal Payout (10 years): 66.5%


BRAZOS STUDENT: Fitch Affirms 'BB' Rating on Subordinate Notes
--------------------------------------------------------------
Fitch Ratings affirms the ratings of the senior notes at 'AAA' and
the subordinate notes at 'BB' issued by Brazos Student Finance
Corp. - 2003-2 Indenture Trust.  In addition, Fitch has assigned
Stable Rating Outlooks to all of the notes.

The affirmations of the senior notes are based on sufficient level
of enhancement in the trust, consisting of any combination of
subordination, overcollateralization, and projected minimum excess
spread to cover the applicable risk factor stresses.  The ratings
on the subordinate notes are affirmed at 'BB', accounting for the
level of trust's asset deficiency measured against the applicable
risk factor stresses.

For the portion of each trust that is backed by private student
loans, Fitch conducted a review of the collateral performance that
involved the calculation of loss coverage multiples based on the
most recent data.  A projected net loss amount was compared to
available credit enhancement to determine the loss multiples.
Fitch used proxy historical vintage loss data to form a loss
timing curve.  After giving credit for seasoning of loans in
repayment, Fitch applied the current cumulative gross loss level
to this loss timing curve to derive the expected gross losses over
the remaining life for each trust.  A recovery rate was applied,
which was determined to be appropriate based on the latest data
provided by the issuer.  In addition, Fitch assumed excess spread
to be the lesser of the current annualized excess spread, the
average historical excess spread, and the most recent 12-month
average excess spread and applied that same rate over the
remaining life.

Fitch has affirmed and assigned Outlooks to these classes:

Brazos Student Finance Corp. Amended and Restated 2003-2 Indenture
Trust

  -- Series 2003-2 A-8 at 'AAA/LS1'; Outlook Stable;
  -- Series 2007 A-1 at 'AAA/LS1'; Outlook Stable;
  -- Series 2007 A-2 at 'AAA/LS1'; Outlook Stable;
  -- Series 2007 A-3 at 'AAA/LS1'; Outlook Stable;
  -- Series 2007 A-4 at 'AAA/LS1'; Outlook Stable;
  -- Series 2007 A-5 at 'AAA/LS1'; Outlook Stable;
  -- Series 2003-2 B-2 at 'BB'; Outlook Stable.
  -- Series 2003-2 B-3 at 'BB'; Outlook Stable.


BRAZOS STUDENT: Fitch Affirms Ratings of Subordinate Notes at 'BB'
------------------------------------------------------------------
Fitch Ratings affirms the ratings of the senior notes at 'AAA' and
the subordinate notes at 'BB' issued by Brazos Student Finance
Corp.-2003 Indenture Trust.  In addition, a Stable Outlook is
assigned to all notes.

The affirmations of the senior notes are based on sufficient level
of enhancement in the trust, consisting of any combination of
subordination, overcollateralization, and projected minimum excess
spread to cover the applicable risk factor stresses.  The ratings
on the subordinate notes are affirmed at 'BB', accounting for the
level of trust's asset deficiency measured against the applicable
risk factor stresses.

For the portion of each trust that is backed by private student
loans, Fitch conducted a review of the collateral performance that
involved the calculation of loss coverage multiples based on the
most recent data.  A projected net loss amount was compared to
available credit enhancement to determine the loss multiples.
Fitch used proxy historical vintage loss data to form a loss
timing curve.  After giving credit for seasoning of loans in
repayment, Fitch applied the current cumulative gross loss level
to this loss timing curve to derive the expected gross losses over
the remaining life for each trust.  A recovery rate was applied,
which was determined to be appropriate based on the latest data
provided by the issuer.  In addition, Fitch assumed excess spread
to be the lesser of the current annualized excess spread; the
average historical excess spread; and the most recent 12-month
average excess spread, and applied that same rate over the
remaining life.

Fitch has taken these rating actions:

Brazos Student Finance Corp. Amended and Restated 2003 Indenture
Trust

  -- Series 2003 A-3 affirmed at 'AAA/LS1'; Outlook Stable;
  -- Series 2003 A-4 affirmed at 'AAA/LS1'; Outlook Stable;
  -- Series 2003 B-1 affirmed at 'BB'; Outlook Stable.


BRAZOS STUDENT: Fitch Affirms Ratings on Various Classes of Notes
-----------------------------------------------------------------
Fitch Ratings affirms both senior and subordinate notes issued by
Brazos Student Finance Corp. - Amended and Restated 1996 Indenture
of Trust (1995).  The Rating Outlook remains Stable for the senior
notes and a Stable Outlook is assigned to the subordinate note.
Fitch used its 'Global Structured Finance Rating Criteria' and
'FFELP Student Loan ABS Rating Criteria', as well as the refined
basis risk criteria outlined in the Sept. 22, 2010 press release
'Fitch to Gauge Basis Risk in Auction-Rate U.S. FFELP SLABS Review
Applying Updated Criteria' to review the ratings.

The ratings on the senior notes are affirmed based on the
sufficient level of enhancement (any combination of subordination,
overcollateralization and projected minimum excess spread) to
cover the applicable risk factor stresses.

The ratings on the subordinate notes are affirmed at 'B', as the
trust continues to have difficulties building parity to 100% with
its high cost structure.

Fitch has taken these rating actions:

Brazos Student Finance Corp. Amended and Restated 1996 Indenture
of Trust (1995)

  -- Series 2006 A-1 affirmed at 'AAA/LS1'; Outlook Stable;
  -- Series 2006 A-2 affirmed at 'AAA/LS1'; Outlook Stable;
  -- Series 2006 A-3 affirmed at 'AAA/LS1'; Outlook Stable;
  -- Series 2006 A-4 affirmed at 'AAA/LS1'; Outlook Stable;
  -- Series 2006 A-5 affirmed at 'AAA/LS1'; Outlook Stable;
  -- Series 2006 B-1 affirmed at 'B'; Outlook Stable.


BRAZOS STUDENT: Fitch Cuts Ratings on Subordinate Notes to 'B'
--------------------------------------------------------------
Fitch Ratings affirms the ratings of the senior notes at 'AAA' and
downgrades the subordinate notes to 'B' issued by Brazos Student
Finance Corp. -2001 Indenture Trust.  A Stable Outlook has been
assigned to all notes.

The affirmations of the senior notes are based on sufficient level
of enhancement in the trust, consisting of any combination of
subordination, overcollateralization, and projected minimum excess
spread to cover the applicable risk factor stresses.  The rating
on the subordinate note is downgraded to 'B' due to the high level
of defaults that has exceeded Fitch's expectation and the trust's
very high cost structure that will limit the trust's ability to
generate excess spread and reach parity of 100%.

For the portion of each trust that is backed by private student
loans, Fitch conducted a review of the collateral performance that
involved the calculation of loss coverage multiples based on the
most recent data.  A projected net loss amount was compared to
available credit enhancement to determine the loss multiples.
Fitch used proxy historical vintage loss data to form a loss
timing curve.  After giving credit for seasoning of loans in
repayment, Fitch applied the current cumulative gross loss level
to this loss timing curve to derive the expected gross losses over
the remaining life for each trust.  A recovery rate was applied,
which was determined to be appropriate based on the latest data
provided by the issuer.  In addition, Fitch assumed excess spread
to be the lesser of the current annualized excess spread; the
average historical excess spread; and the most recent 12-month
average excess spread, and applied that same rate over the
remaining life.

Fitch has taken these rating actions:

Brazos Student Finance Corp. Amended and Restated 2001 Indenture
Trust

  -- Series 2004 A-6 affirmed at 'AAA/LS1'; Outlook Stable;
  -- Series 2004 A-7 affirmed at 'AAA/LS1'; Outlook Stable;
  -- Series 2004 A-8 affirmed at 'AAA/LS1'; Outlook Stable;
  -- Series 2004 B-1 downgrade to 'B' from 'BB'; Outlook Stable.
  -- Series 2004 B-2 downgrade to 'B' from 'BB'; Outlook Stable.


MT WILSON: Moody's Upgrades Ratings on Four Classes of Notes
------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Mt.

Wilson CLO II, Ltd.:

  -- US$60,000,000 Class A-2 Floating Rate Notes Due 2020,
     Upgraded to Aa3 (sf); previously on August 11, 2009
     Downgraded to A2 (sf);

  -- US$18,000,000 Class B Floating Rate Notes Due 2020, Upgraded
     to Baa1 (sf); previously on August 11, 2009 Confirmed at Baa3
     (sf);

  -- US$24,000,000 Class C Floating Rate Deferrable Notes Due
     2020, Upgraded to Ba2 (sf); previously on August 11, 2009
     Confirmed at B1 (sf);

  -- US$32,000,000 Class D Floating Rate Deferrable Notes Due
     2020, Upgraded to B3 (sf); previously on August 11, 2009
     Downgraded to Caa3 (sf).

                        Ratings Rationale

According to Moody's, the rating action taken on the notes results
primarily improvement in the credit quality of the underlying
portfolio and an increase in the overcollateralization ratio of
the rated notes since the last rating action in August 2009.

Moody's notes that the deal has benefited from improvement in the
credit quality of the underlying portfolio since the last rating
action.  Based on the September 2010 trustee report, the weighted
average rating factor is 2649 (before application of an
adjustment) compared to 3056 in June 2009, and securities rated
Caa1 and below or CCC+ and below make up approximately 8.9% of the
underlying portfolio versus 23.2% in June 2009.  The deal also
experienced a decrease in defaults.  In particular, the dollar
amount of defaulted securities has decreased to $6 million from
approximately $22 million in June 2009.

The overcollateralization ratio of the rated notes has improved
since the last rating action.  As of the latest trustee report
dated September 2010, the Senior Overcollateralization Ratio is
reported at 122.84% versus the June 2009 level of 117.04%.  The
deal has built up par as a result of a structural feature whereby
net principal losses are covered by excess interest after payment
of the Class C Notes' interest.  The overcollateralization ratio
has increased due to the reinvestment of excess interest and
principal prepayments into substitute assets with higher par
amounts.  The Class D Notes' interest is paid from available
principal proceeds in the event interest proceeds are diverted to
cover net principal losses after payment of the Class C Notes'
interest.

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.  In its base case, Moody's analyzed the
underlying collateral pool to have a performing par and principal
proceeds of $384 million, defaulted par of $8 million, weighted
average default probability of 29.8% (implying a WARF of 3760), a
weighted average recovery rate upon default of 43.75%, and a
diversity score of 55.  These default and recovery properties of
the collateral pool are incorporated in cash flow model analysis
where they are subject to stresses as a function of the target
rating of each CLO liability being reviewed.  The default
probability is derived from the credit quality of the collateral
pool and Moody's expectation of the remaining life of the
collateral pool.  The average recovery rate to be realized on
future defaults is based primarily on the seniority of the assets
in the collateral pool.  In each case, historical and market
performance trends, and collateral manager latitude for trading
the collateral are also factors.

Mt. Wilson CLO II, Ltd. issued on July 17, 2007, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.

Moody's Investors Service did not receive or take into account a
third-party due diligence report on the underlying assets or
financial instruments related to the monitoring of this
transaction in the past six months.

Moody's modeled the transaction using the Binomial Expansion
Technique, as described in Section 2.3.2.1 of the "Moody's
Approach to Rating Collateralized Loan Obligations" rating
methodology published in August 2009.

In addition to the base case analysis described above, Moody's
also performed a number of sensitivity analyses to test the impact
on all rated notes, including these:

1.  Various default probabilities to capture potential defaults in
    the underlying portfolio.

2.  A range of recovery rate assumptions for all assets to capture
    variability in recovery rates.

A summary of the impact of different default probabilities
(expressed in terms of WARF levels) on all rated notes (shown in
terms of the number of notches' difference versus the current
model output, where a positive difference corresponds to lower
expected loss), assuming that all other factors are held equal:

Moody's Adjusted WARF - 20% (3008)

  -- Class A1: 0
  -- Class A2:+2
  -- Class B: +2
  -- Class C: +2
  -- Class D: +2

Moody's Adjusted WARF + 20% (4512)

  -- Class A1: -1
  -- Class A2:-1
  -- Class B: -2
  -- Class C: -2
  -- Class D: -3

A summary of the impact of different recovery rate levels on all
rated notes (shown in terms of the number of notches' difference
versus the current model output, where a positive difference
corresponds to lower expected loss), assuming that all other
factors are held equal:

Moody's Adjusted WARR + 2% (45.75%)

  -- Class A1: 0
  -- Class A2: 0
  -- Class B: 0
  -- Class C: 0
  -- Class D: 0

Moody's Adjusted WARR - 2% (41.75%)

  -- Class A1: -1
  -- Class A2: -1
  -- Class B: -1
  -- Class C: -1
  -- Class D: -1

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by 1) uncertainties of
credit conditions in the general economy and 2) the large
concentration of speculative-grade debt maturing between 2012 and
2014 which may create challenges for issuers to refinance.  CDO
notes' performance may also be impacted by 1) the managers'
investment strategies and behavior and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

1) Recovery of defaulted assets: Market value fluctuations in
   defaulted assets reported by the trustee and those assumed to
   be defaulted by Moody's may create volatility in the deals'
   overcollateralization levels.  Further, the timing of
   recoveries and the manager's decision to work out versus
   selling defaulted assets create additional uncertainties.
   Moody's analyzed defaulted recoveries assuming the lower of the
   market price and the recovery rate in order to account for
   potential volatility in market prices.

2) Weighted average life: The notes' ratings are sensitive to the
   weighted average life assumption of the portfolio, which may be
   extended due to the manager's decision to reinvest into new
   issue loans or other loans with longer maturities and/or
   participate in amend-to-extend offerings.  Moody's tested for a
   possible extension of the actual weighted average life in its
   analysis.

3) Other collateral quality metrics: The deal is allowed to
   reinvest and the manager has the ability to deteriorate the
   collateral quality metrics' existing cushions against the
   covenant levels.  Moody's analyzed the impact of assuming lower
   of reported and covenanted values for weighted average rating
   factor, weighted average spread, weighted average coupon, and
   diversity score.


CAMDEN COUNTY: Moody's Maintains 'Caa1' Rating on 1991 Bonds
------------------------------------------------------------
Moody's maintains a Caa1 rating and developing outlook on the
Camden County Pollution Control Financing Authority's outstanding
1991 Solid Waste Revenue Bonds.  The last rating action was on
September 24, 2010, when the rating was downgraded to Caa1 from
Ba2.

The September 24, 2010 downgrade to Caa1 reflected Moody's
expectation that the authority would fail to generate sufficient
operating revenues to cover the $25.2 million final balloon
maturity due December 1, 2010.  The downgrade further considered
Moody's expectation that the state of New Jersey would not step in
and provide sufficient state funds for debt service assistance to
help the authority avert a default.  The unfolding of events since
this rating action have supported these expectations.

Since the rating downgrade, the state has continued to assert that
they will not step in and provide state funds for the expected
debt service shortfall.  Additional events since the last rating
action, as described by various news services, include a meeting
between authority and state officials two days before the final
debt service due date, where authority and state officials came to
an agreement which will allow the authority to make full and
timely payment on December 1.  The agreement between the authority
and the New Jersey Department of Environmental Protection allows
the authority to access $18.1 million of authority funds
restricted for landfill closure and post-closure costs to make
full payment on debt service.  According to the news services the
remaining balance will be provided by unrestricted authority funds
($5 million) and state debt service aid ($2.1 million).  The
authority is expected to replenish these restricted funds over
time and state officials have indicated that they will support the
state budgeting of funds to assist the authority in replenishment,
however, would not be obligated to do so.

Moody's adopts all necessary measures so that the information it
uses in assigning a credit rating is of sufficient quality and
from sources Moody's considers to be reliable including, when
appropriate, independent third-party sources.  However, Moody's is
not an auditor and cannot in every instance independently verify
or validate information received in the rating process.


CANARAS SUMMIT: S&P Raises Ratings on Various Classes of Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1, A-2, B, C, D, and E notes from Canaras Summit CLO Ltd., a
collateralized loan obligation managed by Canaras Capital
Management.  At the same time, S&P removed its ratings on the
class A-1 and A-2 notes from CreditWatch with positive
implications.  The upgrades reflect the improved performance S&P
has observed in the transaction since its last rating action in
February 2010.

According to the Nov. 12, 2010 trustee report the transaction
currently holds $0 in defaulted assets, down from approximately
$10 million noted in the Jan. 12, 2010 trustee report.  In
addition, assets from obligors rated in the 'CCC' category were
$15 million in November 2010, compared with $36 million in January
2010.  The class A/B overcollateralization test improved to
121.78% in November 2010, from 119.03% as of January 2010.

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

                  Rating And Creditwatch Actions

                     Canaras Summit CLO Ltd.

           Class       To           From
           -----       --           ----
           A-1         AA+ (sf)     A+ (sf)/Watch Pos
           A-2         AA+ (sf)     A+ (sf)/Watch Pos
           B           A+ (sf)     `A- (sf)
           C           BBB+ (sf)    BBB- (sf)
           D           BB+ (sf)     BB (sf)
           E           B+ (sf)      CCC+ (sf)


CDO REPACKAGING: Moody's Takes Rating Actions on Two Classes
------------------------------------------------------------
Moody's Investors Service announced these rating actions on CDO
Repackaging Trust Certificates Series 2004-(1 & 3), collateralized
debt obligation transactions.

Issuer: CDO Repackaging Trust Securities Series 2004-(1 & 3)

  -- US$105M US$105,000,000 CDO Repackaging Trust Certificates,
     Series 2004-3 (Class I Certificates), Downgraded to Ba2 (sf);
     previously on March 27, 2009 Downgraded to Ba1 (sf)

  -- US$30M US$30,000,000 CDO Repackaging Trust Securities,
     Series 2004-1 (Class III Certificates), Downgraded to Caa3
      (sf); previously on March 27, 2009 Downgraded to Caa2 (sf)

The CSOs, issued in 2004, reference a portfolio of 22 asset-backed
securities and 15 "inner" CDOs exposed to portfolios of corporate
senior unsecured bonds.

                        Ratings Rationale

Moody's explained that the rating actions taken are the result of
the loss in subordination in the 15 inner CDOs due to credit
events and the overall deterioration of the credit quality of the
reference portfolio.

The 10-year weighted average rating factor of the 15 inner CDOs
and the 22 outstanding asset-backed securities ranges from 1067 to
1519, equivalent to Ba2 to Ba3 ratings, compared to an average
WARF of 900 to 960, equivalent to a Ba1 to Ba2 ratings, in effect
as of the last rating action.  Moody's notes that in the 15 inner
corporate reference portfolios referencing a total universe of 328
corporate obligations, 73 have an negative outlook, 16 have a
positive outlook, six are on watch for possible downgrade and
three are on watch for possible upgrade.

The portfolio has experienced 11 credit events since closing of
the transaction, equivalent to losses ranging from 1.2% to 4.2%
for the 15 inner CDOs referencing corporate bonds.  Since the last
rating action, Credit Events were triggered on Ambac Assurance
Corporation, CIT Group, Lear Corporation and Takefuji Corporation.
In addition, the portfolio is exposed to Clear Channel
Communications, Harrah's Entertainment Inc. and Texas Competitive
Electric Holdings, each of which are not the subject of a credit
event, but nonetheless are modeled by Moody's at Ca.  The maturity
of the certificates is 3.7 years.

Moody's rating action factors in a number of sensitivity analyses
and stress scenarios, discussed below.  Results are given in terms
of the number of notches' difference versus the base case, where
higher notches correspond to lower expected losses, and vice-
versa:

* Time to maturity -- The committee has reviewed the impact of a
  scenario consisting of reducing the maturity by one year,
  keeping all other things equal.  Reducing the maturity of the
  transaction generated a result that is one notch above the one
  modeled under the base case.

* Market Implied Ratings -- The committee took into account the
  result of a sensitivity analysis consisting of modeling MIR in
  place of the corporate fundamental rating to derive the default
  probability of each corporate name in the reference portfolio.
  The gap between an MIR and a Moody's corporate fundamental
  rating is an indicator of the extent of the divergence of credit
  view between Moody's and the market on each referenced name in
  the CSO portfolio. The result of this run is three notches below
  the one modeled under the base case.

* Defaulting Caa names -- A sensitivity analysis consisting of
  defaulting all entities rated Caa1 and below was presented to
  the committee.  This run generated an expected loss that is four
  notches below the one modeled under the base case.

* Sector-wide weakening -- A sensitivity analysis consisting of
  notching down by one all the entities in the Banking, Finance,
  Insurance and Real Estate sectors was also reviewed.  This run
  generated an expected loss that is two notches below the one
  modeled under the base case.

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 conditions, 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.

Moody's Investors Service did not receive or take into account a
third party due diligence report on the underlying assets or
financial instruments related to the monitoring of this
transaction in the past six months.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Corporate Synthetic
Obligations", key model inputs used by Moody's in its analysis may
be different from the manager/arranger's reported numbers.  In
particular, rating assumptions for all publicly rated corporate
credits in the underlying portfolio have been adjusted for "Review
for Possible Downgrade", "Review for Possible Upgrade", or
"Negative Outlook".

Moody's did not run a separate loss and cash flow analysis other
than the one already done using the CDOROM model.  For a
description of the analysis, refer to the methodology and the
CDOROM user guide on Moody's website.

Moody's analysis of CSOs is subject to uncertainties, the primary
sources of which includes complexity, governance and leverage.
Although the CDOROM model captures many of the dynamics of the
Corporate CSO structure, it remains a simplification of the
complex reality.  Of greatest concern are (a) variations over time
in default rates for instruments with a given rating, (b)
variations in recovery rates for instruments with particular
seniority/security characteristics and (c) uncertainty about the
default and recovery correlations characteristics of the reference
pool.  Similarly on the legal/structural side, the legal analysis
although typically based in part on opinions (and sometimes
interpretations) of legal experts at the time of issuance, is
still subject to potential changes in law, case law and the
interpretations of courts and (in some cases) regulatory
authorities.  The performance of this CSO is also dependent on on-
going decisions made by one or several parties, including the
Manager and the Trustee.  Although the impact of these decisions
is mitigated by structural constraints, anticipating the quality
of these decisions necessarily introduces some level of
uncertainty in Moody's assumptions.  Given the tranched nature of
Corporate CSO liabilities, rating transitions in the reference
pool may have leveraged rating implications for the ratings of the
Corporate CSO liabilities, thus leading to a high degree of
volatility.  All else being equal, the volatility is likely to be
higher for more junior or thinner liabilities.

The base case scenario modeled fits into the central macroeconomic
scenario predicted by Moody's of a sluggish recovery scenario of
the corporate universe.  Should macroeconomics conditions evolves
towards a more severe scenario such as a double dip recession, the
CSO rating will likely be downgraded to an extent depending on the
expected severity of the worsening conditions.


DLJ ABS: Moody's Downgrades Ratings on Three Tranches
-----------------------------------------------------
Moody's Investors Service has downgraded the ratings of three
tranches from one RMBS transaction issued by DLJ ABS Trust Series
2000-6.  The collateral backing this deal primarily consists of
closed end second lien loans.

                    Ratings Rationale

The actions are a result of the continued performance
deterioration in second lien pools in conjunction with home price
and unemployment conditions that remain under duress.  The actions
reflect Moody's updated loss expectations on second lien pools.

The primary source of assumption uncertainty is the current
macroeconomic environment, in which unemployment remains at high
levels, and weakness persists in the housing market.  Moody's
notes an increasing potential for a double-dip recession, which
could cause a further 20% decline in home prices (versus its
baseline assumption of roughly 5% further decline).  Overall,
Moody's assumes a further 5% decline in home prices with
stabilization in early 2011, accompanied by continued stress in
national employment levels through that timeframe.

If expected losses on the collateral pool were to increase by 10%,
model implied results indicate that the deals' ratings would
remain stable, with the exception of Class B-1 from DLJ ABS Trust
Series 2000-6, for which model implied results would be one notch
lower (for example, Ba2 versus Ba1, or Ca versus Caa3).

Moody's Investors Service received and took into account one or
more third party due diligence reports on the underlying assets or
financial instruments in this transaction and the due diligence
reports had a neutral impact on the rating.

Complete rating actions are:

Issuer: DLJ ABS Trust Series 2000-6

  * Expected Losses (as a % of Original Balance): 9.5%

  -- Cl. M-2, Downgraded to Baa3 (sf); previously on March 18,
     2010 A2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B-1, Downgraded to Ba2 (sf); previously on March 18, 2010
     Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B-2, Downgraded to B2 (sf); previously on March 18, 2010
     B1 (sf) Placed Under Review for Possible Downgrade


ILLINOIS STUDENT: Fitch Affirms Ratings on Senior Student Loans
---------------------------------------------------------------
Fitch Ratings affirms the senior student loan notes and upgrades
the subordinate notes issued by Illinois Student Assistance
Commission 2002 General Resolution.  The Rating Outlook remains
Stable for the senior notes.  Fitch also removes the Rating Watch
Evolving and assigns a Stable Outlook to the subordinate notes.
Fitch used its 'Global Structured Finance Rating Criteria' and
'FFELP Student Loan ABS Rating Criteria, as well as the refined
basis risk criteria outlined in Fitch's Sept. 22, 2010 press
release 'Fitch to Gauge Basis Risk in Auction-Rate U.S. FFELP
SLABS Review' to review the ratings.

On Oct. 27, Illinois Student Assistance Authority issued series
2010-1 bonds to refinance a portion of the auction-rate notes in
the 2002 trust.  After the redemption, the parity percentage of
2002 trust increased to 104.35% from 98.62%.  Fitch affirms the
ratings on the senior notes at 'AAA' and upgrades the ratings on
the subordinate notes to 'A' from 'BB'.  The rating actions are
based on the sufficient level of credit enhancement, which
consists of overcollateralization and subordination, available to
cover the applicable risk factor stresses.

Fitch has taken these rating actions:

Illinois Student Assistance Commission 2002 General Resolution

Series 2002

  -- Class I-3 Senior affirmed at 'AAA/LS1'; Outlook Stable;

  -- Class II Subordinate upgraded to 'A/LS3' from 'BB/LS3';
     Outlook Stable.

Series 2003

  -- Class IV-1 Senior affirmed at 'AAA/LS1'; Outlook Stable.

Series 2004

  -- Class VI-3 Senior affirmed at 'AAA/LS1'; Outlook Stable.

Series 2005

  -- Class VIII-1 Senior affirmed at 'AAA/LS1'; Outlook Stable;

  -- Class VIII-2 Senior affirmed at 'AAA/LS1'; Outlook Stable;

  -- Class VIII-3 Senior affirmed at 'AAA/LS1'; Outlook Stable;

  -- Class VIII-5 Senior affirmed at 'AAA/LS1'; Outlook Stable;

  -- Class VIII-6 Senior affirmed at 'AAA/LS1'; Outlook Stable;

  -- Class VIII-8 Senior affirmed at 'AAA/LS1'; Outlook Stable.

  -- Class IX-1 Subordinate upgraded to 'A/LS3' from 'BB/LS3';
     Outlook Stable.


INDYMAC HOME: Moody's Downgrades Ratings on Five Tranches
---------------------------------------------------------
Moody's Investors Service has downgraded the ratings of five
tranches, confirmed the ratings of four tranches and upgraded the
rating on one tranche from eight RMBS transactions issued by
IndyMac Home Equity Mortgage Loan Asset-Backed Trust.  The
collateral backing these deals primarily consists of closed end
second lien loans and home equity lines of credit.

                        Ratings Rationale

The actions are a result of the continued performance
deterioration in second lien pools in conjunction with home price
and unemployment conditions that remain under duress.  The actions
reflect Moody's updated loss expectations on second lien pools.

For securities insured by a financial guarantor, the rating on the
securities is the higher of (i) the guarantor's financial strength
rating and (ii) the current underlying rating (i.e., absent
consideration of the guaranty) on the security.  The principal
methodology used in determining the underlying rating is the same
methodology for rating securities that do not have a financial
guaranty and is as described earlier.  Class A issued by IndyMac
Home Equity Mortgage Loan Asset-Backed Trust 2006-H1, Class A-2
issued by IndyMac Home Equity Mortgage Loan Asset-Backed Trust,
INDS 2006-1 and Class A issued by IndyMac Home Equity Mortgage
Loan Asset-Backed Trust, INDS 2006-2B are wrapped by Financial
Guaranty Insurance Company (Rating Withdrawn).  RMBS securities
wrapped by Financial Guaranty Insurance Company are rated at their
underlying rating without consideration of FIGC's guaranty.

The primary source of assumption uncertainty is the current
macroeconomic environment, in which unemployment remains at high
levels, and weakness persists in the housing market.  Moody's
notes an increasing potential for a double-dip recession, which
could cause a further 20% decline in home prices (versus its
baseline assumption of roughly 5% further decline).  Overall,
Moody's assumes a further 5% decline in home prices with
stabilization in early 2011, accompanied by continued stress in
national employment levels through that timeframe.

If expected losses on the each of the collateral pools were to
increase by 10%, model implied results indicate that all of the
deals' ratings would remain stable.

Moody's Investors Service received and took into account one or
more third party due diligence reports on the underlying assets or
financial instruments in this transaction and the due diligence
reports had a neutral impact on the rating.

Complete rating actions are:

Issuer: IndyMac Home Equity Loan Trust 2004-2

  * Expected Losses (as a % of Original Balance): 33%

  -- Notes, Confirmed at Ca (sf); previously on April 16, 2010
     Downgraded to Ca (sf) and Placed Under Review for Possible
     Downgrade

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

Issuer: IndyMac Home Equity Mortgage Loan Asset-Backed Trust 2006-
H1

  * Expected Losses (as a % of Original Balance): 34%

  -- Cl. A, Confirmed at Ca (sf); previously on March 18, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

  -- Financial Guarantor: Financial Guaranty Insurance Company
     (Insured Rating Withdrawn Mar 25, 2009)

Issuer: IndyMac Home Equity Mortgage Loan Asset-Backed Trust 2006-
H2

  * Expected Losses (as a % of Original Balance): 44%

  -- Cl. A, Confirmed at Ca (sf); previously on April 16, 2010
     Downgraded to Ca (sf) and Placed Under Review for Possible
     Downgrade

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

Issuer: IndyMac Home Equity Mortgage Loan Asset-Backed Trust, INDS
2006-1

  * Expected Losses (as a % of Original Balance): 65%

  -- Cl. A-2, Upgraded to Caa1 (sf); previously on March 18, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Underlying Rating: Upgraded to Caa1 (sf); previously on
     March 18, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Financial Guarantor: Financial Guaranty Insurance Company
     (Insured Rating Withdrawn Mar 25, 2009)

Issuer: IndyMac Home Equity Mortgage Loan Asset-Backed Trust, INDS
2006-2B

  * Expected Losses (as a % of Original Balance): 72%

  -- Cl. A, Downgraded to C (sf); previously on March 18, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

Issuer: IndyMac Home Equity Mortgage Loan Asset-Backed Trust, INDS
2006-3

  * Expected Losses (as a % of Original Balance): 73%

  -- Cl. A, Confirmed at Ca (sf); previously on April 16, 2010
     Downgraded to Ca (sf) and Placed Under Review for Possible
     Downgrade

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

Issuer: IndyMac Home Equity Mortgage Loan Asset-Backed Trust, INDS
2006-A

  * Expected Losses (as a % of Original Balance): 68%

  -- Cl. A, Downgraded to C (sf); previously on March 18, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

Issuer: IndyMac Residential Asset-Backed Trust, Series 2004-LH1
  * Expected Losses (as a % of Original Balance): 33%

  -- Cl. A, Downgraded to Ca (sf); previously on March 18, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

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

  -- Cl. B-1, Downgraded to C (sf); previously on March 18, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B-2, Downgraded to C (sf); previously on March 18, 2010
     Ca (sf) Placed Under Review for Possible Downgrade


KEYCORP STUDENT: Fitch Downgrades Ratings on Four Classes
---------------------------------------------------------
Fitch Ratings has downgraded four classes and has affirmed 11
classes issued by four KeyCorp Student Loans Trusts (Group II),
which are backed by collateral comprised of 100% private student
loans.  Fitch has maintained the Negative Outlooks on all classes.
Fitch's 'U.S. Private SL ABS Criteria' and ' Global Structured
Finance Rating Criteria' were used to review the ratings.  The
rating actions are detailed at the end of this press release.

The downgrades reflect significant deterioration of the private
student loan collateral.  Furthermore, the loss multiples
calculated were indicative of lower ratings for the downgraded
notes.  The affirmations are based on loss coverage multiples
commensurate with the respective notes currently assigned ratings.

Review for KeyCorp Student Loan Trust (Group II): 2001-A is based
on collateral performance data as of August 2010; 2005-A & 2006-A
is based on collateral performance data as of September 2010; and
2004-A is based on collateral performance data as of October 2010.

Loss Coverage multiples were determined by comparing the projected
net loss amount to available credit enhancement for each trust's
rating category.  Fitch used both data provided by KeyCorp and
proxy data from other issuers to form a loss timing curve
representative of each pool depending on loan composition.  After
giving credit to the seasoning of loans in repayment, Fitch
applied the trust's current cumulative gross level to the loss
timing curve to derive the expected gross losses over the
projected remaining life.  A recovery rate of 15% was applied,
which was the level assumed during each of the trust's initial
review.  The gross loss projections ranged from 14% to 25% against
the original pool balance between the trusts.

Credit enhancement consists of excess spread,
overcollateralization for transactions with a parity ratio above
100%, a reserve account, and subordination for the senior and
mezzanine notes.  Fitch assumed excess spread to be the lesser of
the current annualized excess spread; the average historical
excess spread; and the most recent 12-month average spread, and
applied that same rate over the remaining life.

The private student loan collateral consists primarily of Key
Alternative Loans originated to undergraduate students.  The
trusts may also include a combination of graduate student loans,
career loans, consolidation loans, and CampUS$oor loans marketed
through the direct to consumer channel.  Additionally, a portion
of the collateral is guaranteed by The Education Resources
Institute.  TERI filed for chapter 11 bankruptcy protection in
April 2008.  No credit was given to the possibility of TERI making
any claim payments.

Fitch has taken these rating actions:

KeyCorp 2001-A Group II

  -- II-A-2 affirmed at 'A+sf'; Outlook Negative.

KeyCorp 2004-A Group II

  -- II-A-2 affirmed at 'AAAsf'; Outlook Negative;
  -- II-B affirmed at 'AAsf'; Outlook Negative;
  -- II-C downgraded to 'BBBsf' from 'A-sf'; Outlook Negative;
  -- II-D downgraded to 'B-sf' from 'BB+sf'; Outlook Negative.

KeyCorp 2005-A Group II

  -- II-A-2 affirmed at 'AAsf' ; Outlook Negative;
  -- II-A-3 affirmed at 'AAsf'; Outlook Negative;
  -- II-A-4 affirmed at 'AAsf'; Outlook Negative;
  -- II-B affirmed at 'BBBsf'; Outlook Negative;
  -- II-C affirmed at 'BBsf'; Outlook Negative.

KeyCorp 2006-A Group II

  -- II-A-2 affirmed at 'A-sf'; Outlook Negative;
  -- II-A-3 affirmed at 'A-sf'; Outlook Negative;
  -- II-A-4 affirmed at 'A-sf'; Outlook Negative;
  -- II-B downgraded to 'B+sf' from 'BB-sf; Outlook Negative;
  -- II-C downgraded to 'CCsf' from 'B-sf'; Outlook Negative.


KNOWLEDGEFUNDING OHIO: Fitch Affirms Ratings on Various Notes
-------------------------------------------------------------
Fitch Ratings has affirmed the senior and subordinate notes issued
by KnowledgeFunding Ohio, Inc.-2005 Indenture of Trust.  The
Rating Outlook is Stable.

The affirmations are based on the sufficient level of credit
enhancement (any combination of subordination,
overcollateralization, and projected minimum excess spread) to
cover the applicable risk factor stresses and a qualitative
adjustment accounting for the expected increase as the transaction
pays down.

Fitch has taken these rating actions:

KnowledgeFunding Ohio 2005

  -- 2005 class A-1 notes affirmed at 'AAA/LS1'; Outlook Stable;
  -- 2005 class A-2 notes affirmed at 'AAA/LS1'; Outlook Stable;
  -- 2005 class A-3 notes affirmed at 'AAA/LS1'; Outlook Stable;
  -- 2006 class A-1 notes affirmed at 'AAA/LS1'; Outlook Stable;
  -- 2006 class A-2 notes affirmed at 'AAA/LS1'; Outlook Stable;
  -- 2006 class A-3 notes affirmed at 'AAA/LS1'; Outlook Stable.
  -- 2005 class C-1 notes affirmed at 'BB/LS3'; Outlook Stable;
  -- 2006 class C-1 notes affirmed at 'BB/LS3'; Outlook Stable.


LEAF RECEIVABLES: DBRS Assigns B (Low) Rating on Class E-2 Notes
----------------------------------------------------------------
DBRS has assigned provisional ratings to the following notes issued by
LEAF Receivables Funding 5, LLC - Equipment Contract Backed Notes,
Series 2010-4:

  -- Series 2010-4, Class A-1 Notes rated AAA (sf)
  -- Series 2010-4, Class A-2A Notes rated R-1 (high) (sf)
  -- Series 2010-4, Class A-2B Notes rated AAA (sf)
  -- Series 2010-4, Class B Notes rated AA (sf)
  -- Series 2010-4, Class C Notes rated 'A' (sf)
  -- Series 2010-4, Class D Notes rated BBB (sf)
  -- Series 2010-4, Class E-1 Notes rated BB (sf)
  -- Series 2010-4, Class E-2 Notes rated B (low) (sf)


LOCAL INSIGHT: S&P Downgrades Ratings on Five Classes of Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on five
classes of notes from two U.S. corporate securitizations issued by
Local Insight Media Finance LLC and removed them from CreditWatch
with negative implications.  Local Insight Media Inc. manages
these transactions.

The downgrades reflect declines in revenue collections, mostly as
a result of weakening in the performance of the directory
publishing sector.  These transactions receive their cash flow
from the revenue generated from publishing directories in three of
Local Insight Media's markets: Cincinnati, Alaska, and Hawaii.
Local Insight Media publishes Yellow Pages directories, both in
print and on the Internet, and is also involved in related Web
sites, search engines, marketing, video, contracts, intellectual
property, and associated rights/contracts.

S&P has observed that these Local Insight Media whole-business
securitizations have experienced generally declining revenue
collections in all three markets since the fourth quarter of 2009.
Although S&P has not seen the revenue from the Alaska market
fluctuate significantly during this period, revenue collections
from the Hawaii and Cincinnati regions have been volatile, with
changes in collections varying as much as 55% month-over-month for
Cincinnati and almost 70% for Hawaii.  S&P believes this is
partially due to the inherent nature of the national collections,
which are collected at one point in time, versus the regional
collections, which are amortized throughout the year.  Total
collections for the previous month have dipped below those of any
previous reported periods.  Although S&P generally expects an
uptick in collections in December, if October's collections
indicate the trend going forward, these securitizations might
require a draw on the senior interest reserve account to pay
interest, depending on the magnitude of future operating expenses.
Currently, the leverage ratio is still not in compliance with the
leverage ratio test (see "Local Insight Media LLC Securitization
Ratings Unaffected By Partial Amortization Due To Insufficient Net
Cash Flow," published Aug. 24, 2010), which S&P believes has
locked out the subordinate class from receiving interest until the
ratio comes back into compliance.

Local Insight Regatta Holdings Inc., an entity related to the
manager, and several other affiliated entities filed for Chapter
11 bankruptcy protection on Nov. 18, 2010.  Standard & Poor's
currently does not expect the bankruptcy filing to have a direct
impact on the securitizations.  In the event that the manager's
operations become impaired, S&P believes that viable replacement
managers could potentially be identified for these transactions.

      Ratings Lowered And Removed From Creditwatch Negative

                 Local Insight Media Finance LLC
     $672.6 million fixed-rate senior and subordinated notes
                          series 2007-1

                          Rating
                          ------
             Class    To          From
             -----    --          ----
             A-1      CCC+ (sf)   BB- (sf)/Watch Neg
             A-2      CCC+ (sf)   BB- (sf)/Watch Neg

                 Local Insight Media Finance LLC
     $313.4 million Local Insight Media Finance Series 2008-1

                          Rating
                          ------
             Class    To          From
             -----    --          ----
             A-1      CCC+ (sf)   BB- (sf)/Watch Neg
             A-2      CCC+ (sf)   BB- (sf)/Watch Neg
             B        CC (sf)     B- (sf)/Watch Neg


LODESTONE RE: S&P Assigns Low-B Ratings on Series 2010-2 Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its
preliminary 'BB+(sf)' and 'BB(sf)' ratings to the Series 2010-2
Class A-1 and Class A-2 notes, respectively, to be issued by
Lodestone Re Ltd.  The notes are exposed to losses from U.S.
hurricanes and earthquakes in the covered area.

This is the second series issued in 2010 by Lodestone Re.  Each
series covers the same perils (U.S. hurricanes and earthquakes),
the only differences being the attachment and exhaustion points.

At issuance, the Series 2010-2 Class A-1 notes have the same risk
profile (attachment and exhaustion points) as the Series 2010-1
Class A notes and have the same rating.  One difference between
the two notes is that the 2010-2 Class A-1 notes will have a
probability of attachment of 1.13% and an expected loss of 0.95%
versus 1.14% and 0.96%, respectively, for the Series 2010-1 Class
A notes.  The 1 basis point difference is a result of simulation
error in the modeling process, and S&P does not consider it to be
significant.  As a result, at each annual reset, the Series 2010-2
Class A-1 notes may reset to a slightly lower attachment point
than the 2010-1 Class A notes because the Series 2010-1 Class A-1
notes have a lower probability of attachment.

The Series 2010-2 Class A-2 notes will cover an exposure layer not
covered by the Series 2010-1 issuance.  These notes will have an
attachment point of $5.85 billion and an exhaustion point of
$6.5 billion.  In comparison, the Series 2010-1 Class B notes
covered losses in excess of the attachment point of $5 billion up
to $6.0 billion.  The probability of attachment for the Series
2010-2 Class A-2 notes is 1.44%, with an expected loss of 1.28%
and a probability of exhaustion of 1.13%.

The other difference between the series is that the Series 2010-2
notes will have three resets, even though they will have a tenor
of three years, as opposed to two resets for the Series 2010-1
notes.  Each series will have a reset that is effective June 1,
2011, and June 1, 2012, respectively.  The resets will use the
same RMS model and industry exposure database for the two series.
There is the potential for the state payout factors for Series
2010-1 and 2010-2 to be different, though that is not the intent
of the cedant.  Because the Series 2010-2 notes will mature in
December 2013, there will be one additional reset effective
June 1, 2013, that will cover the last (approximately) six and one
half months of the risk period.  The Series 2010-2 notes will
reset to a probability of attachment of 1.13% (A-1) and 1.44% (A-
2) for the final risk period as well.

                           Ratings List

                        Lodestone Re Ltd.

         Series 2010-2 Class A-1 notes
          Preliminary rating                    BB+(sf)

         Series 2010-2 Class A-2 notes
          Preliminary rating                    BB(sf)


MASTR SECOND: Moody's Downgrades Ratings on Two Tranches
--------------------------------------------------------
Moody's Investors Service has downgraded the ratings of two
tranches and confirmed the rating of one tranche from two RMBS
transactions issued by MASTR Second Lien Trust.  The collateral
backing these deals primarily consists of closed end second lien
loans.

                        Ratings Rationale

The actions are a result of the continued performance
deterioration in second lien pools in conjunction with home price
and unemployment conditions that remain under duress.  The actions
reflect Moody's updated loss expectations on second lien pools.

The primary source of assumption uncertainty is the current
macroeconomic environment, in which unemployment remains at high
levels, and weakness persists in the housing market.  Moody's
notes an increasing potential for a double-dip recession, which
could cause a further 20% decline in home prices (versus its
baseline assumption of roughly 5% further decline).  Overall,
Moody's assumes a further 5% decline in home prices with
stabilization in early 2011, accompanied by continued stress in
national employment levels through that timeframe.

If expected losses on the each of the collateral pools were to
increase by 10%, model implied results indicate that all of the
deals' ratings would remain stable.

Moody's Investors Service received and took into account one or
more third party due diligence reports on the underlying assets or
financial instruments in this transaction and the due diligence
reports had a neutral impact on the rating.

Complete rating actions are:

Issuer: MASTR Second Lien Trust 2005-1

  * Expected Losses (as a % of Original Balance): 32%

  -- Cl. A, Confirmed at Baa1 (sf); previously on March 18, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to Ca (sf); previously on March 18, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

Issuer: MASTR Second Lien Trust 2006-1

  * Expected Losses (as a % of Original Balance): 53%

  -- Cl. A, Downgraded to C (sf); previously on March 18, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade


NATIONAL COLLEGIATE: S&P Downgrades Ratings on Class B Notes
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class B notes from National Collegiate Student Loan Trust's series
2006-2 and 2007-1, the class C notes from series 2004-2 and 2006-
4, and the class D notes from series 2006-4.

The downgrades of the class B notes from series 2006-2 and 2007-1
reflect S&P's view of the increased likelihood that the class B
notes could experience interest shortfalls due to the possibility
that the transactions will breach their class B note interest
triggers.  Given current performance trends (including the pace at
which defaults are being realized and parity is decreasing) and
the amounts S&P expects to be received from the resolution of The
Education Resources Institute Inc. bankruptcy, S&P believes series
2006-2 and 2007-1 could breach these triggers within the next
three years.  When each trigger is breached, available funds in
the transaction's payment waterfall are used to make principal
payments to the class A noteholders before paying interest to
class B, C, and, in the case of series 2007-1, D noteholders.  If
the transactions breach their triggers, S&P believes the principal
distribution amount owed to class A will consume any remaining
available funds, causing interest shortfalls to class B, C, and,
in the case of series 2007-1, D noteholders, whose interest
payments are lower in priority than principal payments to class A
noteholders.  As such, the class B note interest triggers offer
additional protection to the class A noteholders.  The principal
distribution amount is the amount needed to bring the sum of the
pool balance plus amounts on deposit in the reserve account
(excluding amounts on deposit in the TERI pledge fund) at the end
of the collection period to 103% of the outstanding principal
balance of the offered notes.  S&P previously lowered its ratings
to 'D (sf)' on the class C notes from series 2005-1 and 2005-2 on
Jan.  29, 2010, the class C notes from series 2006-1 on May 25,
2010, the class C notes from series 2006-2 on Aug. 16, 2010, the
class C and D notes from series 2007-1 on Sept. 30, 2010, and the
class D notes from series 2007-2 on Oct. 26, 2010.

The downgrades of the class C and D notes from series 2006-4
reflect S&P's expectation that these notes will experience
interest shortfalls because the series will breach its class C
interest trigger.  Given current performance trends and the
amounts S&P expects to be received from the resolution of the TERI
bankruptcy (discussed below), S&P believes the transaction could
breach its class C trigger within the next two years.  When the
trigger is breached, available funds in the payment waterfall are
used to make principal payments to the class A and B noteholders
before paying interest to the class C and D noteholders.  If
series 2006-4 breaches this trigger, S&P believes the principal
distribution amount owed to class A and B will consume any
remaining available funds, causing interest shortfalls to class C
and D noteholders, whose interest payments are lower in priority
than the class A and B noteholders.  As such, the class C note
interest trigger offers additional protection to class A and B
noteholders.  Series 2006-4 also has a class D note interest
trigger, but S&P believes series 2006-4 is more likely to breach
the class C note interest trigger and that such an occurrence will
result in an interest shortfall to the class C and D notes.  S&P
believes the class D notes would be affected because these
interest payments to these noteholders would also be subordinate
to the principal distribution amount owed to the class A and B
noteholders.

The downgrade of the class C notes from series 2004-2 reflects
S&P's expectation that these notes will experience interest
shortfalls due to a breach of the class C note interest trigger.
Given current performance trends and the amounts S&P expects to be
received from the resolution of the TERI bankruptcy (discussed
below), S&P believes the transaction could breach the class C
trigger within the next year.  If series 2004-2 breaches the
trigger, available funds in the waterfall are used to make
principal payments to the class A and B noteholders before paying
interest to the class C noteholders.  S&P believes the principal
distribution amount owed to classes A and B will consume any
remaining available funds, causing interest shortfalls to class C
noteholders, whose interest payments are lower in priority than
principal payments to the class A and B noteholders.  As such, the
class C note interest trigger offers additional protection to the
class A and B noteholders.

Although each series has a reserve account in place for the
benefit of the rated notes, the transaction documents do not
contemplate a withdrawal from the reserve account to cover
interest to a class that currently is breaching its interest
triggers.

                         TERI Bankruptcy

TERI, a private nonprofit corporation that provided a guarantee
for payment of principal and accrued interest on defaulted loans
for the underlying private student loans securing the NCSLT
securitizations, filed for Chapter 11 bankruptcy protection on
April 7, 2008.  Each trust had rights to a cash fund (the "TERI
pledge fund") that provided investors with first-loss protection
against loan defaults.  The TERI pledge fund is the property of
TERI but is pledged to the trust.  An automatic stay on payments
from the TERI pledge fund was put in place on April 7, 2008.

On Oct. 29, 2010, the U.S. Bankruptcy Court for the District of
Massachusetts entered an order confirming a plan of reorganization
of TERI, with an effective date of Nov 19, 2010.  As part of the
plan, S&P believes the trusts will receive settlement amounts
within the next three months.  S&P believes series 2006-3 through
2007-4 will receive a larger cash benefit from the bankruptcy
resolution than earlier series.  Accordingly, S&P's expectations
surrounding the timing of interest reprioritization considers the
receipt of these funds, resulting in the rating actions.

                         Class B Triggers

The transactions can cure the class B note interest triggers if,
on any distribution date, the parity level or cumulative default
rate no longer fails its respective tests.  The interest triggers
for the class B notes from series 2006-2 and 2007-1, which are
tested monthly, would go into effect if the respective cumulative
default rate and the respective parity tests fail.  The cumulative
default rate test would fail if the cumulative default rate in any
distribution period equals or exceeds the current cumulative
default threshold.  The parity test would fail if the aggregate
outstanding amount of class A notes exceeds the sum of the
collateral balance plus the amounts on deposit in the reserve
account.

                             Table 1

    Cumulative Default Rate Threshold Resets - Series 2006-2

               Date                         CDR (%)
               ----                         -------
               6/1/2007                     3.00
               8/1/2007                     6.00
               8/1/2008                     10.50
               8/1/2009                     20.00
               8/1/2010                     25.00
               8/1/2011                     32.75
               8/1/2012                     33.25

                  CDR -- Cumulative default rate.

The cumulative default rate threshold for the 2006-2 series will
reset to a higher level on Aug. 1 of each year through 2012 as
noted in table 1.

As of the Oct. 25, 2010, distribution date, series 2006-2 had a
cumulative default rate of 18.92%, which is 6.08% below the 25.00%
cumulative default rate trigger threshold that is in place until
Aug. 1, 2011.  Additionally, the sum of the collateral balance
plus the reserve account balance is equal to 105.82% of the
balance of the class A notes (the 06-2 class B parity ratio).
Through the first 10 distribution dates in 2010, cumulative
defaults increased to 18.92% from 14.94%.  Additionally, the 06-2
class B parity ratio decreased to 105.82% from 109.69%.

                             Table 2

     Cumulative Default Rate Threshold Resets - Series 2007-1

               Date                         CDR (%)
               ----                         -------
               2/1/2008                     5.00
               2/1/2009                     10.00
               2/1/2010                     17.00
               2/1/2011                     22.00
               2/1/2012                     25.00
               2/1/2013                     29.00
               2/1/2014                     29.00
               2/1/2015                     32.00
               2/1/2016                     35.00
               2/1/2017                     37.00

                   CDR - Cumulative default rate.

The cumulative default rate threshold for the 2007-1 series will
reset to a higher level on Feb. 1 of each year through 2017.

As of the Oct. 25, 2010, distribution date, series 2007-1 had a
cumulative default rate of 13.40%, which is 3.60% below the 17.00%
cumulative default rate trigger threshold.  Additionally, the sum
of the collateral balance plus the reserve account balance was
equal to 105.27% of the balance of the class A notes (the 07-1
class B parity ratio).  Through the first 10 distribution dates in
2010, cumulative defaults increased to 13.40% from 9.67%.
Additionally, the 07-1 class B parity ratio decreased to 105.27%
from 108.07%.

After considering the respective trusts' performance trends and
the amounts S&P believes the trusts will receive following the
resolution of the TERI bankruptcy, S&P believes the class B
interest triggers could breach within three years.

                         Class C Triggers

The class C note interest trigger, which is based on either a
parity test (in the case of the 2004-2 transaction) or a parity
and cumulative default test (in the case of the 2006-4
transaction) can be cured if, on any distribution date, the parity
level or cumulative default rate no longer fails its respective
tests.  The interest trigger for the class C notes from series
2004-2, which is tested monthly, would go into effect if the
parity test fails.  The interest trigger for the class C notes
from series 2006-4, which is tested monthly, would go into effect
if the cumulative default rate and the parity tests fail.  The
cumulative default rate test would fail if the cumulative default
rate in any distribution period equals or exceeds the current
cumulative default threshold.  The parity test would fail if the
aggregate outstanding amount of the class A and B notes exceeds
the sum of the collateral balance plus the amounts on deposit in
the reserve account.

As of the Oct. 25, 2010, distribution date, the sum of the
collateral balance plus the reserve account balance for series
2004-2 is equal to 101.97% of the balance of the class A and B
notes (the 04-2 class C parity ratio).  Through the first 10
distribution dates in 2010, the series 2004-2 class C parity ratio
decreased to 101.97% from 104.76%.

                             Table 3

    Cumulative Default Rate Threshold Resets - Series 2006-4

               Date                         CDR (%)
               ----                         -------
               2/1/2008                     3.00
               2/1/2009                     7.00
               2/1/2010                     12.00
               2/1/2011                     16.00
               2/1/2012                     19.00
               2/1/2013                     21.00
               2/1/2014                     23.00

                   CDR - Cumulative default rate.

The cumulative default rate threshold for the 2006-4 series will
reset to a higher level on Feb. 1 of each year through 2014.

As of the Oct. 25, 2010, distribution date, series 2006-4 had a
cumulative default rate of 16.04%, which is 4.04% above the 12.00%
cumulative default rate trigger threshold.  Additionally, the sum
of the collateral balance plus the reserve account balance was
equal to 101.76% of the balance of the class A and B notes (the
06-4 class C parity ratio).  Through the first 10 distribution
dates in of 2010, cumulative defaults increased to 16.04% from
12.10%.  Additionally, the series 2006-4 class C parity ratio
decreased to 101.76% from 104.84%.

After considering the current performance trends of the 2004-2
2006-4 transactions and the amounts S&P believes the trusts might
receive in the resolution of the TERI bankruptcy, S&P believes the
class C interest trigger could breach within two years for the
2006-4 transaction and within one year for the 2004-2 transaction.

                  Key Factors Affecting Triggers

Many factors can affect if and when the transactions will breach
the triggers.  Because the default trigger thresholds are tied
to specific points in time, factors such as the shape of the
default curve, the timing of when loans come into repayment, as
well as the amount and timing of loans in deferment and
forbearance may contribute to whether certain default thresholds
will be breached by the dates noted in tables 1-3.  Additionally,
factors such as changes in the asset balance due to the actual
timing of defaults taken, changes in the liability balance due to
the reprioritization of the waterfall after certain interest
triggers are breached (causing senior notes to pay down faster),
and the amount and timing of funds received from the TERI
bankruptcy could affect certain parity tests, which could also
control whether a trigger is breached.

S&P will continue to monitor the trusts performance and the
amounts and timing of funds expected to be received from the TERI
bankruptcy.

                         Ratings Lowered

          National Collegiate Student Loan Trust 2006-2

                                  Rating
                                  ------
              Class       To                  From
              -----       --                  ----
              B           B (sf)              BB (sf)

          National Collegiate Student Loan Trust 2007-1

                                  Rating
                                  ------
              Class       To                  From
              -----       --                  ----
              B           B (sf)              BB (sf)

          National Collegiate Student Loan Trust 2006-4

                                  Rating
                                  ------
              Class       To                  From
              -----       --                  ----
              C           CCC (sf)            B- (sf)
              D           CCC (sf)            B- (sf)

          National Collegiate Student Loan Trust 2004-2

                                Rating
                                ------
            Class       To                  From
            -----       --                  ----
            C           CC (sf)             CCC+ (sf)


NATIONAL COLLEGIATE: S&P Downgrades Ratings on Class C to 'D'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
C notes from National Collegiate Student Loan Trust 2005-3 to 'D
(sf)' from 'CC (sf)'.

S&P lowered its rating to 'D (sf)' because the affected class did
not receive an interest payment on the Nov. 26, 2010, distribution
date.  The transaction breached the class C note interest trigger,
which prompted the interest shortfall.  The class C note interest
trigger is tested monthly, and the transaction can cure the breach
if it passes the appropriate performance tests on subsequent
distribution dates.

S&P believes this transaction may cure its class C note interest
trigger when the cumulative default trigger resets in January
2011.  However, S&P believes it will once again breach its class C
note interest trigger in 2011 due to the continued adverse
performance trends of the underlying pool of private student
loans, including the accelerated pace at which the transaction has
been realizing defaults.  The breach of the class C note interest
trigger, as well as the resulting reprioritization of interest to
pay down senior bonds, resulted in an interest shortfall to the
class C notes on the Nov. 26, 2010, distribution date.  The
reserve account may be drawn to cover fees to the servicer,
trustee, paying agent, and administrator, as well as backup
administrator fees and expenses, certain additional TERI (The
Education Resources Institute Inc.) guarantee fees, and class A,
B, and C note interest when no triggers are in effect.  However,
when a class C note interest trigger is in effect, the reserve
account cannot be drawn upon to cover interest payments to the
class C notes.

The series 2005-3 transaction breached its class C note interest
trigger due to the combined failure of the cumulative default rate
and parity tests.  The transaction failed its cumulative default
rate test after it equaled the scheduled cumulative default
threshold rate, which resets upward each year through January
2013.  As of the Nov. 26, 2010, distribution date, the cumulative
default rate was 15.75%, which is the same as the threshold rate.
The parity test failed because the aggregate outstanding balance
of the class A and B notes exceeded the sum of the collateral
balance plus the amounts on deposit in the reserve account.  The
aforementioned parity test result was 98.87% as of the Nov. 26,
2010, distribution date, which is 252 basis points below the
101.39% reported as of the Jan. 26, 2010, distribution date.  The
decline reflects the effect that the accelerated pace of defaults
has had on this transaction.

                             Table 1

        Class C Cumulative Default Rate Threshold Resets
                          Series 2005-3

                Date                      CDR (%)
                ----                      -------
                10/1/2006                   1.50
                1/1/2007                    2.00
                1/1/2008                    5.75
                1/1/2009                    11.75
                1/1/2010                    15.75
                1/1/2011                    19.00
                1/1/2012                    21.00
                1/1/2013                    22.50

                  CDR - Cumulative default rate.

                         Rating Lowered

          National Collegiate Student Loan Trust 2005-3

                                 Rating
                                 ------
                Class       To            From
                -----       --            ----
                C           D (sf)        CC (sf)


NEW JERSEY HEALTH: Fitch Upgrades Rating on Bonds From 'BB+'
-----------------------------------------------------------
Fitch Ratings has upgraded to 'BBB-' from 'BB+' the rating on
approximately $856.5 million of New Jersey Health Care Facilities
Financing Authority and New Jersey Economic Development Authority
bonds issued on behalf of Saint Barnabas Health Care System.  The
Rating Outlook is revised to Positive.

                         Rating Rationale

  -- Operating performance in fiscal 2009 and the nine-months
     interim period ended Sept. 30, 2010 marked a reversal of
     significant operating losses prior to fiscal 2009, which
     culminated in fiscal 2008 default under the system's bond and
     bank documents.  Operating profitability and cashflow have
     improved dramatically through the implementation of a
     strategic streamlining plan, comprising staffing reductions,
     assets sales, and revenue cycle initiatives.  A new system
     chief financial officer has been a critical component of the
     financial turnaround.

  -- SBHCS has a significant presence in the state as the largest
     healthcare system with six acute care hospitals, 3,150 acute
     care beds, numerous ambulatory locations, and 4,700
     affiliated physicians.

  -- Despite significant payments required by the settlement with
     the U.S. Department of Justice, pension funding and pay down
     of debt, SBHCS was able to restore liquidity to pre 2008
     level.  The system's cash and unrestricted investments
     improved significantly to $566.4 million for the interim
     period, equal to 96.2 days of days cash on hand relative to
     expenses, from $178.4 million at end of fiscal 2008 (adjusted
     for draws under a line of credit), equivalent to 29.3 days
     cash on hand, but are still short of the 'BBB' category
     median of 122.2 DCOH.

Effective Nov. 23, 2010 management converted an existing line of
credit to a term loan and renewed the letter of credit backing the
2001A series for a three-year term.

  -- Capital investment in facilities and programs was
     insufficient over the last several years and SBHCS has
     limited debt capacity to invest in the enterprise, which will
     be necessary in order to assure long term financial viability
     in the very competitive environment in which the system
     operates.

                   What Can Trigger An Upgrade

  -- Over the next 12 to 24 months, maintenance of the recent
     improvement in operating profitability and cash flow, which
     should result in gradual balance sheet strengthening.

  -- Achievement of an appropriate balance between liquidity
     preservation and capital expenditures, to maintain
     competitive position while preserving financial profile.

                            Security

Debt payments are secured by a pledge of the gross revenues of the
obligated group, which represents approximately 90% of the
consolidated system revenues, and mortgages on the system's acute
care facilities.  Per the final forbearance agreement the terms
include liquidity covenant of 75 DCOH (consultant call) in and a
60 DCOH floor, and debt service coverage ratio of 1.25x maximum
annual debt service.

                          Credit Summary

The upgrade to 'BBB-' reflects Fitch's recognition of the
significant improvement in both SBHCS's liquidity and operating
results from the low point in fiscal 2008, when the system
defaulted under its bond and bank documents.  Adhering to a
comprehensive strategic improvement plan adopted following the
2008 default as a condition of the waiver received from the
system's stakeholders, and under a new financial leadership, the
system was able to reverse what had been an unprecedented
$207.8 million operating loss (a negative 9.3% operating margin)
to fiscal 2009 positive operating income of $19.4 million (0.8%
operating margin) and the improvement has continued with
$56.1 million operating income for the interim 2010 period (3.1%
operating margin), which compares favorably to the 'BBB' category
median of 1.9%.

As part of succession planning, the current long-term system
President and Chief Executive Officer is expected to step down at
the end of calendar 2011 and the position will be assumed by the
system's current President and Chief Operating Officer, whose
tenure with the institution dates back to 1991 and who has been
closely involved in the turnaround efforts.

Management took several major steps in order to improve operating
performance, which included a workforce reduction of 1,600 full
time equivalents to date, a temporary freezing of pension plan
benefit accruals and 401 (k) plan employer matching contributions
in fiscal 2010 reducing expense by $49 million, as well as
improvements in both revenue cycle and supply chain management.
All managed care contracts have been renegotiated with staggered
two year terms, resulting in expected improved in reimbursement of
approximately $100 million.  Pursuant to a renegotiated settlement
with the DOJ, which extended the payments by one year to 2013,
SBHCS was able to reduce the payments in the current and next
fiscal years by $34 million, providing further cash flow relief.
A decision to divest non-performing assets resulted in a sale of
Union Hospital and four nursing homes earlier this year for a net
gain of $22.9 million and the sale of the four remaining nursing
homes is under contract and anticipated to close before 2010
calendar year end.

In order to preserve liquidity, capital spending was curtailed,
with capital expenditures equal to a very slim 41% of depreciation
in fiscal 2009.  Underinvestment in plant, while necessary given
the precariousness of the financial picture prior to the
turnaround, has caused average age of plant to be very high at 16
years currently and is a credit concern going forward.  Coverage
of maximum annual debt service by operating EBITDA, including the
debt service on the conversion of the line of credit effective
Nov. 23, 2010, to a seven-year term loan, is adequate at 3.2x, and
exceeds the 'BBB' rating category median of 2.3x.  The system's
debt composition is conservative with 84% of debt at fixed rates
of interest and SBHCS does not have any interest rate swaps.
Effective Nov. 23, 2010, SBHCS finalized the letter of credit
agreement providing liquidity for the series 2001A bonds with JP
Morgan Chase for a three-year term with annual renewals and a
three-year term out period in the event the LOC is drawn on.  The
risk of market access related to the requirement to convert the
series 2001B to fixed rate stemming from repeated failures to hold
auctions has been partially mitigated with the bond insurer
insuring the 2001B series having just agreed to an additional one
year extension of the deadline to May 2012.

Based on the improved operating results and the release from
restriction of approximately $102 million of certain excess funds
and transfer of dividends from an offshore insurance company to
the obligated group, liquidity has rebounded.  This was
accomplished despite paying down the line of credit by $60 million
prior to the conversion to a term loan, required payments under
the $265 million DOJ 2006 settlement and $22.8 million of expenses
related to negotiate a final forbearance agreement with the
system's creditors.  While cash equal to 62.7% of long term debt
is still somewhat below the investment grade medians of 75.9%, it
shows solid improvement over the 2009 fiscal year end of 50.9% and
is vastly superior to the 18.1% at 2008 fiscal year end.  The
cushion ratio of 8x is now consistent with the 'BBB' category
median.

Liquidity, however, remains a primary concern as SBHCS's debt
capacity is limited and the system needs to continue to invest in
programs and physician integration in order to remain competitive
in its market, even given the fairly modest facility investment
needs in the near term.  The current strategy is to maximize the
tertiary capacity of the system's hospitals by shifting as much as
possible to less costly delivery settings, such as the large SBHCS
Ambulatory Care Center at Eisenhower Parkway in Livingston
(224,000 sq. feet), a state of the art outpatient facility
strategically located near a major area shopping mall.
Projections call to double last year's capital spend to between
$70-80 million, with the majority of funds focused on programmatic
expansion, creating additional operating room capacity and some
minor renovations.

A further rationalization of resources may be a potential outcome
of discussions, pursuant to a confidentiality agreement, between
SBHCS and Atlantic Health System, a three-hospital system which
includes Morristown Memorial Hospital and Overlook Hospital (and
has recently announced a merger with Newton Hospital) and whose
markets are contiguous with SBHCS's three mid state hospitals
(SBMC, NBI and CMMC).  Discussions involve the potential for
sharing services, more physician alignment and exploration of
synergies which would better position the systems for health
reform.  Similar discussion had been undertaken in the past and no
predictions can be made concerning the possible outcome of these
discussions at this time.

Fitch considers the chief credit concerns the continued, albeit
reduced operating losses at Kimball Medical Center (Kimball) and
the ability of SBHCS to catch up on capital spending which had
been insufficient over the last several years given the size and
complexity of the system and the competitive landscape.  The
concern with SBHCS's ability to renegotiate the various
arrangements with financial institutions which provide liquidity
support for the system has been mitigated by the recent conversion
of the borrowing under line of credit to an amortizing loan and
the successful negotiation to extend the letter of credit for the
series 2001A bonds.  The system was not able to sell Kimball and
for the near term the focus for Kimball is on improving
profitability while exploring the option of consolidating some
programs with Monmouth Medical Center.  A new management team is
being put into place at Kimball and the year to date operating
loss of $3 million is a significant improvement over the
$10.4 million operating loss in fiscal 2009.

The Positive Outlook is based on Fitch's expectation that SBHCS
will continue to further implement the strategic improvement plan,
which has already resulted in significantly improved operating
results and stronger cash flow.  Any further upgrade is contingent
on the system's ability to further increase profitability and grow
the balance sheet in order to enable sufficient funding of capital
needs, which the system does not have at the current time.

SBHCS consists of six free-standing acute care hospitals, a
children's hospital, a free-standing psychiatric hospital, four
long-term care facilities, and various other health care entities
operating in northeastern and coastal New Jersey, with corporate
headquarters located in West Orange.  SBHCS had total revenues of
$2.3 billion in 2009.  SBHCS covenants to disclose to bondholders
on a quarterly basis.

Outstanding Issues:

  -- $63,070,000 New Jersey Health Care Facilities Financing
     Authority revenue refunding bonds (Saint Barnabas Health Care
     System Issue), series 2006A;

  -- $149,272,000 New Jersey Health Care Facilities Financing
     Authority revenue refunding bonds (Saint Barnabas Health Care
     System Issue), series 2006B;

  -- $31,660,000 New Jersey Health Care Facilities Financing
     Authority revenue and bonds (Saint Barnabas Health Care
     System Issue), series 2001A (secured by an irrevocable direct
     pay letter of credit provided by the JP Morgan Chase Bank);

  -- $64,575,000 New Jersey Health Care Facilities Financing
     Authority insured revenue and bonds (Saint Barnabas Health
     Care System Issue), series 2001B;

  -- $366,441,000 New Jersey Health Care Facilities Financing
     Authority revenue and refunding bonds (Saint Barnabas Health
     Care System Issue), series 1998B;

  -- $9,075,000 New Jersey Health Care Facilities Financing
     Authority revenue and refunding bonds (Kensington Manor
     Issue), series 1998C;

  -- $74,909,000 New Jersey Economic Development Authority revenue
     bonds (Saint Barnabas Realty Development Corporation
     Project), series 1997A;

  -- $20,175,000 New Jersey Health Care Facilities Financing
     Authority revenue and refunding bonds (Community Medical
     Center/Kimball Medical Center/Kensington Manor Care Center),
     series 1998;

  -- $30,190,000 New Jersey Health Care Facilities Financing
     Authority revenue and refunding bonds (Saint Barnabas Medical
     Center/West Hudson Hospital), series 1998A;

  -- $35,795,000 New Jersey Economic Development Authority revenue
     bonds (Clara Maass Health System Obligated Group Project),
     series 1996;

  -- $11,195,000 New Jersey Health Care Facilities Financing
     Authority revenue bonds (Shoreline Behavioral Health Center),
     series 1997.


NEW JERSEY HEALTH: S&P Raises Rating on Bonds From 'BB+'
--------------------------------------------------------
Standard & Poor's Ratings Services raised its long-term rating to
'BBB-' from 'BB+' on New Jersey Health Care Facilities Financing
Authority for St. Barnabas Health Care System's $208 million
series 2006A and 2006B.

At the same time, Standard & Poor's raised its underlying ratings
to 'BBB-' from 'BB+' on the $127 million series 1998, 2001A, and
2001B bonds issued for SBHCS.  Standard & Poor's also affirmed its
'AA+/A-1+' rating on the system's $34.4 million series 2001A bonds
based on the application of joint criteria where S&P base the
'AA+' long-term rating on both SBHCS and J.P. Morgan Chase Bank
N.A. and the short-term rating on the bank rating alone, with the
standby letter of credit expiring Nov. 23, 2013.  The outlook is
stable.

"The upgrade reflects what S&P views as sharply improved operating
income and healthier balance-sheet metrics in combination with the
organization's fundamental refocus on operations under a revised
governance and management structure," said Standard & Poor's
credit analyst Cynthia Keller.  The refocus involved several new
management team members including a CFO (in place for nearly a
year-and-a-half) and a new operational manager over all patient
care facilities.

S&P lowered the rating to speculative grade in October 2009 after
multiple years of unmet expectations.  Although S&P noted at that
time that a system of this size and scope should be rated more
highly, the financial indicators and operational weaknesses
(exacerbated by protracted negotiations with its creditors, bond
insurers, banks, and bond holders over the system's failure to
meet covenants) clearly pointed to a lower rating.  However, since
last year, SBHCS has exceeded expectations on every level
including finalizing a waiver and forbearance agreement.  While
S&P believes the improvement is sustainable over a longer time
period, the 'BBB-' rating still indicates that S&P think the
system is vulnerable to adverse economic conditions and changing
circumstances.  Management indicates the system will be in
compliance with its covenants (debt service coverage above 1.25x
and at least 75 days' cash on hand) for fiscals 2009 and 2010.

The 'BBB-' rating reflects S&P's opinion of:

* Significantly improved earnings and cash flow in fiscal 2009 and
  year-to-date fiscal 2010, which produce debt service coverage
  well in excess of covenant requirements;

* A strengthened balance sheet due to management's efforts to
  reduce debt, and substantially improved cash and investments
  although balances remain below 2005 and 2006 levels.  In
  addition, SBHCS has substantial pension needs along with ongoing
  payments due to the Department of Justice for the 2006 outlier
  settlement and is reliant on special state subsidy and
  disproportionate share payments;

* Stable and fully staffed management and governance teams, which
  have acted on many of the decisions made in conjunction with
  consultants hired because of the covenant violations in 2008;
  and

* A sizable presence in New Jersey, with a stable market share and
  stable volumes until the year-to-date period, where volumes are
  somewhat soft, although reportedly in line with the state's
  general trends.

A revenue pledge of the obligated group, which includes the
system's six acute care hospitals, the parent corporation, and
most of the long-term care and rehabilitation assets, secures the
bonds.  SBHCS has a number of additional corporations that are
nonobligated, including foundations, some for-profit entities, and
several non-acute-care, nonprofit subsidiaries.  Standard & Poor's
analysis and all the numbers cited in this report refer to SBHCS
as a whole, regardless of obligated group distinctions.  SBHCS has
no exposure to derivatives.

The stable outlook reflects S&P's belief that the changes put in
place at SBHCS are sustainable and will limit the erratic
financial and operating performance that plagued the system in the
past.  Although there are substantial challenges remaining, the
low investment-grade rating encompasses those challenges.  A
higher rating is possible with a longer track record of positive
earnings coupled with a reduction in some of SBHCS's more
substantial liabilities such as pension shortfalls and ongoing
payments to the DOJ.  A lower rating could be possible with a
return to negative operating income, market share declines,
inability to meet terms of the waiver and forbearance agreement,
or newly identified significant capital needs.


NORTH TEXAS HOUSING: S&P Downgrades Rating on Bonds to 'BB+'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on North
Texas Housing Finance Corp.'s single-family mortgage revenue bonds
series 1984 to 'BB+' from 'BBB+'.  The bonds are secured by
single-family mortgages.

"The downgrade reflects S&P's expectation that liabilities will
exceed assets within the next several years," said Standard &
Poor's credit analyst Renee J. Berson.

Other rating factors, in S&P's view, are an asset-to-liability
(A/L) ratio of 102.91% as of Oct. 31, 2010; Pool insurance with
Genworth Mortgage Insurance (BBB-/Stable); and investments held
with JPMorgan Chase Bank (AA-).

As of Oct. 31, 2010, the A/L ratio of 102.91% consisted of total
assets of $48,839 and total liabilities of $47,458.  Assets
consisted of $42,067 in mortgages, a mortgage reserve fund of
$2,080, and a revenue fund of $4,691.


RUTLAND RATED: Moody's Takes Rating Actions on Various Notes
------------------------------------------------------------
Moody's Investors Service announced these rating actions on notes
issued by Rutland Rated Investments in the context of Dryden XII,
a collateralized debt obligation transaction.  The CSO notes are
exposed to tranches of the same portfolio of senior unsecured
corporate bonds, and are due either in 2013 or in 2016.

                        Notes due in 2013

Transaction name: Dryden XII

  -- US$5,000,000 Tranche A2-$LS Notes Due June 2013-1, Upgraded
     to B1 (sf); previously on Oct. 16, 2009 Downgraded to Caa2
     (sf)

  -- US$ 38,500,000 Tranche A3-$LS Notes Due June 2013-1,
     Upgraded to B3 (sf); previously on Oct. 16, 2009 Downgraded
     to Caa3 (sf)

  -- US$1,000,000 Tranche A3B-$LS Notes Due June 2013-1,
     Upgraded to B3 (sf); previously on Oct. 16, 2009 Downgraded
     to Caa3 (sf)

  -- US$ 55,000,000 Tranche A4-$L Notes Due June 2013-1,
     Upgraded to Caa2 (sf); previously on Oct. 16, 2009 Downgraded
     to Caa3 (sf)

  -- US$ 10,000,000 Tranche A4-$F Notes Due June 2013-1,
     Upgraded to Caa2 (sf); previously on Oct. 16, 2009 Downgraded
     to Caa3 (sf)

Transaction name: Dryden XII Additional Issuance I

  -- Class A1A-$LS, Upgraded to Ba2 (sf); previously on Oct. 16,
     2009 Downgraded to B1 (sf)

Transaction name: Dryden XII Additional Issuance II

  -- Class A3C-$LS, Upgraded to B3 (sf); previously on Oct. 16,
     2009 Downgraded to Caa3 (sf)

Transaction name: Dryden XII Additional Issuance IV

  -- Class A4B-$L, Upgraded to Caa2 (sf); previously on Oct. 16,
     2009 Downgraded to Caa3 (sf)

  -- Class A4-EL, Upgraded to Caa2 (sf); previously on Oct. 16,
     2009 Downgraded to Caa3 (sf)

                         Notes due in 2016

Transaction name: Dryden XII - IG Series 26 Synthetic CDO 2006-3

  -- Class A3-EL, Upgraded to B3 (sf); previously on Oct. 16, 2009
     Downgraded to Caa2 (sf)

Transaction name: Dryden XII IG Synthetic CDO 2006-2

  -- Class A1A-$LS, Upgraded to Ba1 (sf); previously on Oct. 16,
     2009 Downgraded to Ba3 (sf)

  -- Class A1-$LS, Upgraded to Ba2 (sf); previously on Oct. 16,
     2009 Downgraded to B1 (sf)

                        Ratings Rationale

The Moody's rating actions taken are the result of the positive
impact of the reduction of the time to maturity of the CSO notes
combined with the stability of the average credit quality of the
portfolio, as well as the higher than expected recoveries on
recent credit events.  The CSO notes have a maturity left of 2.6
and 5.6 years.  Since the last rating review in October 2009, the
10-year weighted average rating factor, keeping the new credit
events in the portfolio, changed from 1,125 to 1,080.  Two new
credit events were triggered: Ambac Assurance Corporation and CIT
Group Inc., each one representing respectively 0.25% and 1% of the
initial portfolio notional.  In both cases, the recovery rate was
higher than initially modeled and the loss of subordination
amounted to 0.5%.  The outlook on the portfolio is still negative
with 31 reference entities on outlook negative and three on watch
for possible downgrade out of 124 reference entities.  However,
the forward looking negative trend is easing as the portfolio in
October 2009 comprised 43 reference entities with a negative
outlook and 7 on watch for possible downgrade.

Moody's rating actions factor in a number of sensitivity analyses
and stress scenarios, discussed below.  Results are given in terms
of the number of notches' difference versus the base case, where
higher notches correspond to lower expected losses, and vice-
versa:

* Moody's reviews a scenario consisting of reducing the maturity
  of the CSO by six months, keeping all other things equal.
  Compared to the base case, the results of this run is one notch
  higher for these notes due in June 2013: A3-$LS, A3B-
  $LS, A4-$L, A3C-$LS, A4B-$L, and A4-EL.  The sensitivity run
  result is less than a notch or not materially different for the
  other notes due in 2013 and for the ones due in 2016.

* Market Implied Ratings are modeled in place of the corporate
  fundamental ratings to derive the default probability of the
  reference entities in the portfolio.  The gap between an MIR and
  a Moody's corporate fundamental rating is an indicator of the
  extent of the divergence in credit view between Moody's and the
  market.  The result of this run is two notches higher than the
  base case for the Ba rated notes (A1A-$LS due in 2013, and A1A-
  $LS, A1-$LS due in 2016) and approximately 1.5 notch for the B
  rated notes (A2-$LS, A3-$LS, A3B-$LS, A3C-$LS due in 2013 and
  A3-EL due in 2016).

* Moody's conducts a sensitivity analysis consisting of notching
  down by one the ratings of reference entities in the Banking,
  Finance, Insurance and Real Estate sectors. The result from this
  run is approximately one notch below the one modeled under the
  base case for all the notes.

* Moody's performs a stress analysis consisting of defaulting all
  entities rated Caa1 and below.  The run results are,
  ordered by number of notches higher than under the base case,
  approximately:

  -- four notches higher: A2-$LS, A3-$LS, A3B-$LS, A3C-$LS due in
     2013

  -- three notches higher: A4-$L, A4-$F, A4B-$L, A4-EL due in 2013

  -- two notches higher: A1A-$LS due in 2013 and A3-EL due in 2016

  -- one notch higher: A1A-$LS, A1-$LS due in 2016.

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.

Moody's analysis for this transaction is based on CDOROM v2.6.

Moody's Investors Service did not receive or take into account a
third-party due diligence report on the underlying assets or
financial instruments related to the monitoring of this
transaction in the past six months.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Corporate Synthetic
Obligations", key model inputs used by Moody's in its analysis may
be different from the manager/arranger's reported numbers.  In
particular, rating assumptions for all publicly rated corporate
credits in the underlying portfolio have been adjusted for "Review
for Possible Downgrade", "Review for Possible Upgrade", or
"Negative Outlook".

Moody's does not run a separate loss and cash flow analysis other
than the one already done by the CDOROM model.  For a description
of the analysis, refer to the methodology and the CDOROM user's
guide on Moody's website.

Moody's analysis of CSOs is subject to uncertainties, the primary
sources of which include complexity, governance and leverage.
Although the CDOROM model captures many of the dynamics of the
Corporate CSO structure, it remains a simplification of the
complex reality.  Of greatest concern are (a) variations over time
in default rates for instruments with a given rating, (b)
variations in recovery rates for instruments with particular
seniority/security characteristics and (c) uncertainty about the
default and recovery correlations characteristics of the reference
pool.  Similarly on the legal/structural side, the legal analysis
although typically based in part on opinions (and sometimes
interpretations) of legal experts at the time of issuance, is
still subject to potential changes in law, case law and the
interpretations of courts and (in some cases) regulatory
authorities.  The performance of this CSO is also dependent on on-
going decisions made by one or several parties, including the
Manager and the Trustee.  Although the impact of these decisions
is mitigated by structural constraints, anticipating the quality
of these decisions necessarily introduces some level of
uncertainty in Moody's assumptions.  Given the tranched nature of
CSO liabilities, rating transitions in the reference pool may have
leveraged rating implications for the ratings of the CSO
liabilities, thus leading to a high degree of volatility.  All
else being equal, the volatility is likely to be higher for more
junior or thinner liabilities.

The base case scenario modeled fits into the central macroeconomic
scenario predicted by Moody's of a sluggish recovery scenario in
the corporate universe.  Should macroeconomics conditions evolve
towards a more severe scenario, such as a double dip recession,
the CSO rating will likely be downgraded to an extent that depends
on the expected severity of the worsening conditions.


ST JOHNSBURY: Moody's Affirms 'Ba1' Ratings on $3.1 Mil. Bonds
--------------------------------------------------------------
Moody's Investors Service has affirmed St. Johnsbury School
District's (VT) Ba1 general obligation bond rating, affecting
approximately $3.1 million in outstanding rated debt, and revised
the outlook to positive.  The bonds are secured by a general
obligation unlimited tax pledge.

                        Ratings Rationale

The rating affirmation reflects the district's improving financial
position following a period of fiscal stress which culminated a
missed tax anticipation note payment in June 2009.  The rating
also factors the district's continue reliance on market access to
fund operations and renew annual deficit reduction bonds.  The
positive outlook reflects Moody's expectation that recent actions
taken by the district to improve cash flow, strengthen budget
monitoring and improve reserve levels will continue to strengthen
the district credit profile.

                   Improving Financial Position

The district financial position continues to exhibit improvement
supported by augmented cash flows, regular oversight of the
district's budget and cash position as well as an ongoing
commitment to its multi-year deficit reduction plan.  Audited
fiscal 2009 financial statements indicate a $417,000 General Fund
operating surplus supported, in large part, by greater-than-
budgeted special education reimbursements.  The surplus reduced
the district's accumulated General Fund deficit to $460,000, or a
negative 3% of revenues.  The fiscal 2010 budget represented a
4.26% increase over the prior year, and included a $200,000
appropriation for deficit reduction.  Prior to transfers out, the
district produced a $585,000 operating surplus driven by
conservative budget estimates.  Preliminary 2010 financial
statements indicate a $750,672 increase in General Fund balance to
$915,857 (4.7% of revenues) due, in part, to deficit reduction
note proceeds.  The fiscal 2011 budget is 1% less than fiscal
2010.  In contrast to prior years, the 2011 budget was subject to
a town-wide referendum.  The budget took three attempts to pass
and was balanced with the reduction of several positions.  Of
note, the budget also included a $150,000 appropriation to pay
down the deficit reduction bonds.

Prior to fiscal 2009, the district's financial position had been
weakened by consecutive operating deficits which resulted in an
accumulated General Fund deficit of $1.1 million, or a negative
8.8% of General Fund revenues at the end of fiscal 2008.  Further,
due to a declining cash position and insufficient revenue
monitoring, the district was unable to fully repay a $6 million
TAN due on June 30, 2009.  The district relies on annual note
borrowing, as the bulk of property tax revenues are not received
until December.  The district remained $3 million short on its
payment of a privately-placed TAN until August 14th when it was
granted a $3 million 90-day note.  The note was paid in full and
on time with a $5 million line of credit, payable June 30, 2010.
Importantly, the district was able to fully pay its $520,000
September bond payment.  Additionally, following the receipt of
its fiscal 2008 audit, which indicated an accumulated deficit of
$1.5 million, the district issued a one-year deficit reduction
note for the same amount.  The district current has $538,000 of
deficit notes outstanding and expects to renew and pay down a
portion of the notes annually over the next four years with
additional property tax revenues.

Located in rural northeastern Vermont (GO rated Aaa/stable
outlook), St. Johnsbury is a small, predominantly residential,
regional center of approximately 7,500 residents.  Wealth levels
in the district are below state medians with per capita income at
81.5% of the state and median family income at 86.3% of the state.
The county's unemployment rate (6.2% as of August, 2010) has
historically trended above the state (5.5%), but well below the
nation (9.5%).  The district currently has no plans to issue long-
term debt and its debt portfolio consists entirely of fixed rate
borrowing.

                             Outlook

The district's outlook is positive reflecting Moody's expectation
that the district's financial position will continue stabilize and
improve.

              What would make the rating change -- Up

  -- Continued improvement of the district's financial position

  -- Continued pay-down of deficit reduction notes in accordance
     with plan

  -- Decreased reliance on market access to fund operations

             What would make the rating change -- Down

  -- Protracted structural budget imbalance

  -- Depletion of General Fund balance

  -- Deterioration of the district's tax base and demographic
     profile

                          Key Statistics

* 2000 population: 7,571

* 2010 equalized valuation: $594 million

* 2010 equalized value per capita: $78,484

* 1999 per capita income: $16,807 (81.5% of VT, 77.9% of US)

* 1999 median family income: $41,961 (86.3% of VT, 83.8% of US)

* Direct debt burden: 0.7%

* Payout of principal (10 years): 95.6%

* FY09 General Fund balance: $913,000 (5.9% of revenues)

* FY09 Unreserved General Fund balance: $725,000 (4.7% of
  revenues)

* Post-sale outstanding general obligation parity debt:
  $4.1 million


STRATA TRUST: Moody's Upgrades Ratings on 2005-9 Notes to 'Ba1'
---------------------------------------------------------------
Moody's Investors Service announced this rating action on Strata
Trust Series 2005-9, a collateralized debt obligation transaction.
The CSO, issued in 2005, references five portfolios of corporate
and sovereign synthetic bonds.

  -- US$25,000,000 Strata Trust, Series 2005-9 Floating Rate
     Notes-1, Upgraded to Ba1 (sf); previously on March 6, 2009
     Downgraded to Ba2 (sf)

                        Ratings Rationale

Moody's rating action is the result of the shortened time to
maturity of the CSO and the level of credit enhancement remaining
in the transaction.  Offsetting these positive factors is the low
credit quality of the reference portfolio and lower than expected
recoveries for credit events in one of the reference portfolios.

There are 1.6 years remaining until maturity.  Since the last
rating review in March 2009, the 10-year weighted average rating
factor of the five reference portfolios changed from a range of
1,300 to 1,460 to a range of 1,010 to 1,630, excluding settled
credit events.  In aggregate across the five portfolios, 14.7
percent of reference entities have a negative outlook compared to
8 percent with a positive outlook, and 1.6 percent are on watch
for downgrade, the same as the amount on watch for upgrade.

There are 17 credit events distributed across the five reference
portfolios, ranging from a minimum of one to a maximum of five
credit events for each portfolio.  The weighted-average recovery
is 37.4 percent, averaged over all five portfolios, and range from
a low of 14 percent to a high of 42.3 percent.  In addition, the
reference portfolios are exposed to USF Corporation, Harrah's
Operating Company, Inc., and iStar Financial Inc., none of which
have had credit events, but nonetheless are modeled as Ca or C.
Despite this, there remains a substantial amount of subordination
for all five inner CSOs, ranging from 6.4 to 8.8 percent.

Moody's rating action factors in a number of sensitivity analyses
and stress scenarios, discussed below.  Results are given in terms
of the number of notches' difference versus the base case, where
higher notches correspond to lower expected losses, and vice-
versa:

* Reference entities with insufficient credit information are
  generally modeled with a rating in the Caa range.  Moody' s
  performs a sensitivity analysis by replacing the rating of these
  entities with the average portfolio rating, resulting in a model
  output two notches higher than in the base case.

* Moody's reviews a scenario consisting of reducing the maturity
  of the CSO by 6 months, keeping all other things equal.  The
  result of this run is two notches higher than in the base case.

* Market Implied Ratings are modeled in place of the
  corporate fundamental ratings to derive the default probability
  of the reference entities in the portfolio.  The gap between an
  MIR and a Moody's corporate fundamental rating is an indicator
  of the extent of the divergence in credit view between Moody's
  and the market.  The result of this run is two notches higher
  than that of the base case.

* Moody's performs a stress analysis consisting of defaulting all
  entities rated Caa1 and below.  The result of this run is three
  notches lower than in the base case.

* Moody's conducts a sensitivity analysis consisting of notching
  down by one the ratings of reference entities in the Banking,
  Finance, and Real Estate sectors.  The result from this run is
  one notch below the one modeled under the base case.

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 conditions, 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.

Moody's analysis for this transaction is based on CDOROM v2.6.

Moody's Investors Service did not receive or take into account a
third-party due diligence report on the underlying assets or
financial instruments related to the monitoring of this
transaction in the past six months.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Corporate Synthetic
Obligations", key model inputs used by Moody's in its analysis may
be different from the manager/arranger's reported numbers.  In
particular, rating assumptions for all publicly rated corporate
credits in the underlying portfolio have been adjusted for "Review
for Possible Downgrade", "Review for Possible Upgrade", or
"Negative Outlook".

Moody's does not run a separate loss and cash flow analysis other
than the one already done by the CDOROM model.  For a description
of the analysis, refer to the methodology and the CDOROM user's
guide on Moody's website.

Moody's analysis of CSOs is subject to uncertainties, the primary
sources of which include complexity, governance and leverage.
Although the CDOROM model captures many of the dynamics of the
Corporate CSO structure, it remains a simplification of the
complex reality.  Of greatest concern are (a) variations over time
in default rates for instruments with a given rating, (b)
variations in recovery rates for instruments with particular
seniority/security characteristics and (c) uncertainty about the
default and recovery correlations characteristics of the reference
pool.  Similarly on the legal/structural side, the legal analysis
although typically based in part on opinions (and sometimes
interpretations) of legal experts at the time of issuance, is
still subject to potential changes in law, case law and the
interpretations of courts and (in some cases) regulatory
authorities.  The performance of this CSO is also dependent on on-
going decisions made by one or several parties, including the
Manager and the Trustee.  Although the impact of these decisions
is mitigated by structural constraints, anticipating the quality
of these decisions necessarily introduces some level of
uncertainty in Moody's assumptions.  Given the tranched nature of
CSO liabilities, rating transitions in the reference pool may have
leveraged rating implications for the ratings of the CSO
liabilities, thus leading to a high degree of volatility.  All
else being equal, the volatility is likely to be higher for more
junior or thinner liabilities.

The base case scenario modeled fits into the central macroeconomic
scenario predicted by Moody's of a sluggish recovery scenario in
the corporate universe.  Should macroeconomics conditions evolve
towards a more severe scenario, such as a double dip recession,
the CSO rating will likely be downgraded to an extent that depends
on the expected severity of the worsening conditions.


TCW'S GLOBAL: Fitch Puts Rating on Class D Notes on Watch Neg.
--------------------------------------------------------------
Fitch Ratings has taken these rating actions on TCW's Global
Project Fund II:

  -- $330 million revolving senior notes affirmed at 'AAAsf/LS2';
     Outlook Stable;

  -- $70 million class A-1 floating-rate notes affirmed at
     'AAAsf/LS3'; Outlook Stable;

  -- $64 million class A-2-A floating-rate notes affirmed at
     'AAsf/LS3'; Outlook revised to Negative from Stable;

  -- $6 million class A-2-B fixed-rate notes affirmed at
     'AAsf/LS3'; Outlook revised to Negative from Stable;

  -- $61 million class B-1 floating-rate notes 'BBBsf/LS3' rating
     placed on Rating Watch Negative,

  -- $14 million class B-2 fixed-rate notes 'BBBsf/LS3' rating
     placed on Rating Watch Negative;

  -- $33 million class C floating-rate notes 'Bsf/LS4' rating
     placed on Rating Watch Negative;

  -- $17 million class D floating-rate notes 'CCCsf/LS5' rating
     placed on Rating Watch Negative.

These rating actions reflect decreased levels of credit
enhancement considering the potential write-down and restructuring
of an individual project as well as deterioration of the credit
quality of the transaction's portfolio.

Decreased enhancement levels consider the expected write-down and
restructuring of a U.S. asset that is supposed to occur by the end
of the first quarter of 2011.  Cost overruns and delays in
completion of a power project in Mexico have also led Fitch to
take a more negative view on the credit quality of that project.
Other assets have also contributed to the overall deterioration of
the portfolio's credit quality.

Enhancement levels to the revolving senior notes and A-1 notes
continue to support high break-even default rates and asset
coverage levels consistent with the 'AAAsf' rating.  The A-2-A and
A-2-B notes are, however, more sensitive to recovery rates on
defaulted assets and more dependent on the actual liquidation
value at transaction final maturity of the approximately
$90 million in asset balances that mature beyond June 2016.
Further deterioration in the credit quality of the portfolio could
lead to negative rating action in the medium term.

The ratings assigned to the B, C, and D notes placed on Negative
Watch are a direct result of lower ability to absorb further
losses.  In addition, these debt classes are more sensitive to the
outcomes of events that are expected to play out within the short
term, such as the resolution of the potential write-down and
restructuring of the U.S. asset, which could potentially cause a
breach of certain coverage tests and change the waterfall
allocation.  Breach of these tests could potentially lead to an
additional $13 million in interest collections that could be used
to pay principal on the notes rather than being distributed to the
investment advisor and equity holders.

Fitch will continue to monitor asset performance as these events
unfold and take rating action accordingly.


THORNBURG MORTGAGE: Moody's Cuts Ratings on Class B-3 to 'Ba1'
--------------------------------------------------------------
Moody's Investors Service has downgraded the rating of Cl. B-3
issued by Thornburg Mortgage Securities Trust 2002-3.

Complete rating action is:

Issuer: Thornburg Mortgage Securities Trust 2002-3

  -- Cl. B-3, Downgraded to Ba1 (sf) and Remains On Review for
     Possible Downgrade; previously on Apr 15, 2010 Baa3 (sf)
     Placed Under Review for Possible Downgrade

                        Ratings Rationale

The collateral backing the transaction consists of prime loans.
The downgrades are the result of a $7,691interest shortfall.  The
Class B-3 has not received any interest payment since June 2010;
it remains on review for possible downgrade as Moody's completes
its review of this transaction.  Additional sensitivities of
losses will be a function of future actual and projected losses
that correspond to benchmarks provided in Moody's Approach to
Rating Structured Finance Securities in Default.

Moody's Investors Service did not receive or take into account a
third party due diligence report on the underlying assets or
financial instruments related to the monitoring of this
transaction in the past 6 months.


VITALITY RE: S&P Assigns 'BB' Rating to Class B Notes
-----------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its
'BBB-'(sf) and 'BB'(sf) preliminary ratings to the Class A and
Class B notes, respectively, to be issued by Vitality Re Ltd.

The notes will cover claims payments of Health Re Inc. and,
ultimately, Aetna Life Insurance Co., related to the covered
business to the extent the medical benefit ratio exceeds the
class-specific MBR attachment level set forth in the offering
circular supplement.  The MBR will be calculated on an annual
aggregate basis.  Vitality Re is a Cayman Islands exempted company
licensed as a restricted Class B insurer in the Cayman Islands.
HSBC Bank Ltd., as share trustee, holds all of Vitality Re's
issued and outstanding shares in trust for charitable or similar
purposes.

The underlying cedant, and ultimate beneficiary of the coverage
provided by the notes, is ALIC (A+/Negative/--).  (The holding
company, Aetna Inc., is rated A-/Negative/A-2).

The preliminary ratings are partly based on a simulation-based
stochastic model developed by Milliman specifically for this
transaction.  Because S&P expects the actual results to differ
from the modelled results, S&P adjust the probability of
attachment for each class of notes in line with the strengths and
weaknesses identified in S&P's presale report by using the stress
scenarios supplied by Milliman in the MBR Risk Analysis Report,
assessing additional stress scenarios run at Standard & Poor's
request that combined various claim trend and premium trend
sensitivities, and then deriving adjusted probabilities of
attachment for each class of notes.  In S&P's opinion, pandemic
posed the most significant risk of default.  Therefore, S&P's
analysis put a greater emphasis on the stress scenarios that
included increased costs related to pandemic.

                           Ratings List

                         Vitality Re Ltd.

      Class A notes                    Preliminary BBB-(sf)
      Class B notes                    Preliminary BB(sf)


WACHOVIA AUTO: Fitch Upgrades Ratings on Six Classes of Notes
-------------------------------------------------------------
Fitch Ratings has upgraded six classes of the Wachovia Auto Loan
Owner Trust series 2007-1 and 2008-1 transactions as part of its
on going surveillance process.

Despite higher than expected cumulative net losses and
delinquencies, the cash flows available to service the outstanding
debt in the transactions currently is sufficient to allow credit
enhancement to build on a nominal basis for both transactions.
Fitch analyzed the transactions by incorporating stresses of the
revised base case CNL assumptions and the timing of the remaining
losses.  Based on the analysis, Fitch concluded that CE is
adequate to support the updated ratings under Fitch's revised
assumptions.

The revisions of the Rating Outlooks to Stable and Positive from
Negative for the notes reflect the sequential payment structure of
these transactions and improvement in collateral performance in
the past 12 months.

The securities are backed by a pool of new and used automobile and
light-duty truck installment loans originated by WFS, a subsidiary
of Wachovia.

The ratings actions for series 2007-1 are:

  -- Class A-3a notes affirmed at 'AAAsf', Outlook Stable

  -- Class A-3b notes affirmed at 'AAAsf', Outlook Stable

  -- Class B notes upgraded to 'AAAsf' from 'AAsf', Outlook
     Stable;

  -- Class C notes upgraded to 'AAsf' from 'Asf', Outlook to
     Positive from Stable;

  -- Class D notes upgraded to 'Asf' from 'BBBsf', Outlook to
     Stable from Negative;

  -- Class E notes affirmed at 'BBsf', Outlook to Stable from
     Negative.

The ratings actions for series 2008-1 are:

  -- Class A-3 notes affirmed at 'AAAsf', Outlook Stable;

  -- Class A-4 notes affirmed at 'AAAsf', Outlook Stable;

  -- Class B notes upgraded to 'AAAsf' from 'AAsf', Outlook Stable

  -- Class C notes upgraded to 'AAsf' from 'Asf', Outlook to
     Positive from Negative;

  -- Class D notes upgraded to 'Asf' from 'BBB-sf', Outlook to
     Positive from Negative;

  -- Class E notes affirmed at 'BB-sf'; Outlook to Stable from
     Negative.


* Fitch Affirms Ratings on 26 Classes From Six SF CDO Deals
-----------------------------------------------------------
Fitch Ratings has affirmed the ratings as detailed below for 26
classes of notes issued by six structured finance collateralized
debt obligations that were last reviewed in December 2009.  The
Loss Severity rating and Outlook have also been revised for one
class.

Fitch has affirmed these ratings:

Coast Investment Grade 2002-1, Ltd./Corp.

  -- $140,625,415 class A notes at 'Csf';
  -- $24,000,000 class B notes at 'Csf';
  -- $26,600,000 class C-1 notes at 'Csf';
  -- $3,400,000 class C-2 notes at 'Csf'.

Davis Square Funding II, Ltd./Corp

  -- $383,072,166 class A-1A LT notes at 'Csf';
  -- $363,499,135 class A-1B LT notes at 'Csf';
  -- $41,683,510 class A-2 notes at 'Csf';
  -- $56,505,924 class B notes at 'Csf'.

Summit RMBS CDO I, Ltd./Corp.

  -- $166,270,436 class A-1S notes at 'CCsf';
  -- $39,528,501 class A-1J notes at 'Csf';
  -- $34,372,610 class A-2 notes at 'Csf';
  -- $3,866,919 class A-3F notes at 'Csf';
  -- $15,038,017 class A-3V notes at 'Csf';
  -- $2,689,919 class BF notes at 'Csf';
  -- $3,458,467 class BV notes at 'Csf'.

Sunrise CDO I, Ltd./Inc.

  -- $18,049,143 class A notes at 'CCCsf';
  -- $45,100,000 class B notes at 'Csf'.

TRICADIA CDO 2003-1, LTD./CORP.

  -- $34,336,459 class A-1LA notes at 'B-sf'; LS revised to 'LS4'
     from 'LS5' & Outlook to Stable from Negative;

  -- $8,500,000 class A-1LB notes at 'CCCsf';

  -- $42,836,459 class A-2L notes at 'CCCsf';

  -- $35,000,000 class A-3L notes at 'Csf';

  -- $12,000,000 class A-4L notes at 'Csf'.

ZAIS Investment Grade Limited V/ZAIS Investment Grade Corporation
V

  -- $228,279,445 class A-1 notes at 'CCCsf';
  -- $25,000,000 class A-2 notes at 'Dsf';
  -- $37,000,000 class B-1 notes at 'Csf';
  -- $14,000,000 class B-2 notes at 'Csf'.

This review was conducted under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs'.  The
analytical scope of each CDO review varied depending on the
quality of the portfolio and credit enhancement available to the
CDO's classes from subordination and excess spread, as outlined in
the criteria report.  Specifically, for transactions where
expected losses from the distressed and defaulted assets in the
portfolio (rated 'CCsf' and lower) already significantly exceed
the credit enhancement levels of the most senior class in a
transaction, Fitch did not utilize the Structured Finance
Portfolio Credit Model.  In addition, none of the reviewed
transactions have been analyzed within a cash flow model
framework, as the impact of the structural features and excess
spread, or conversely, principal leakage to service CDO
liabilities and hedge payments, was determined to be minimal in
the context of these CDO ratings.

Transaction-specific details are:

             Coast Investment Grade 2002-1, Ltd./Corp.

The losses expected from the distressed portion of the portfolio
are lower than the CE level for the class A notes; however, the
'CCCsf' RLR from SF PCM exceeds the class A CE levels.  Since
Fitch's last review in December 2009, approximately 35.1% of the
portfolio has been downgraded a weighted average of 3.5 notches,
9% has been upgraded a weighted average of 1 notch, and class A-1
has received approximately $18.9 million of principal repayment.
Due to the failure of the class A overcollateralization test,
interest and all principal proceeds are paid to the class A notes
until paid in full.  Fitch continues to believe that default at or
prior to maturity is inevitable for all notes.

Coast 2002-1 is a SF CDO that closed on May 30, 2002, and is
monitored by Coast Asset Management.  As of the Oct. 29, 2010
trustee report, the portfolio is comprised entirely of corporate
CDOs from primarily 2001 through 2007 vintage transactions.  Coast
2002-1 entered an event of default on April 1, 2009 as a result of
the class A OC ratio falling below 102.5%.

                Davis Square Funding II, Ltd./Corp.

Fitch did not perform SF PCM for this transaction.  Expected
losses from the distressed portion of the portfolio significantly
exceed the CE level for the class A-1LT notes.  Since Fitch's last
review in December 2009, approximately 49.5% of the portfolio has
been downgraded a weighted average of 4.5 notches while the class
A-1ALT and A-1BLT notes have paid down approximately $83.5 million
combined.  Fitch continues to believe that default is inevitable
for all notes.

Davis Square Funding II is a cash flow SF CDO that closed on
May 6, 2004, and is managed by TCW Asset Management Company.  As
of the Oct. 29, 2010 trustee report, the portfolio is comprised of
residential mortgage-backed securities, CDOs, commercial mortgage-
backed securities, real estate investment trusts and consumer and
commercial asset-backed securities from primarily 2004 through
2006 vintage transactions.

                   Summit RMBS CDO I, Ltd./Corp.

The losses expected from the distressed and defaulted portion of
the portfolio are less than the CE level for the class A-1S notes;
however, the resulting 'CCCsf' RLR from SF PCM exceeds the class
A-1S CE.  Since Fitch's last review in December 2009,
approximately 36.7% of the portfolio has been downgraded a
weighted average of 4.9 notches, and class A-1S has received
approximately $33.4 million of principal repayment due to failure
of the class A-2 OC test.  A negligible amount of interest
proceeds is being used to repay class A-1S principal, which does
not impact Fitch's default expectations for the rated classes.

Summit RMBS I is a cash flow SF CDO that closed on Feb. 16, 2005,
and is managed by Dynamic Credit Partners, LLC, who assumed
responsibility from Summit Investment Partners, LLC, in November
2009.  As of the Oct. 29, 2010 trustee report, the portfolio is
comprised entirely of RMBS from primarily 2002 through 2007
vintage transactions.

                      Sunrise CDO I, Ltd./Inc.

The losses expected from the distressed and defaulted portion of
the portfolio are less than the CE level for the class A notes.
While the CE for the class A notes does exceed the 'CCCsf' RLR
from SF PCM, the degree is not significant enough to warrant an
upgrade.  Additionally, while the interest rate swap expired on
the July 2010 distribution date, the amount of excess spread that
will now be available to amortize class A is expected to be
negligible because the size of the hedge payments over the last
year have been comparable to the amount of principal proceeds
needed to compensate for the shortages in interest proceeds.

Since Fitch's last review in December 2009, approximately 10% of
the portfolio has been downgraded a weighted average of 2.7
notches, and the class A notes have received approximately
$10.8 million of principal repayment due to failure of the class
A OC test.  Fitch continues to believe that default is possible
for the class A notes and inevitable for the class B notes.

Sunrise I is a cash flow SF CDO that closed on Dec. 19, 2001, and
is managed by Credit Suisse.  As of the Oct. 31, 2010 trustee
report, the portfolio is comprised of primarily SF CDOs,
commercial and consumer ABS, RMBS and corporate bonds from 1997 to
2001 vintage transactions.

                  Tricadia Cdo 2003-1, Ltd./Corp.

The losses expected from the distressed and defaulted portion of
the portfolio are less than the CE level of the class A-1LA, class
A-1LB and class A-2L notes.  While class A-1L and A-2L are pari
passu, within class A-1L, A-1LA is senior to A-1LB, and as a
result will be redeemed before class A-1LB and A-2L.  Therefore,
A-1LA's CE level is higher than those of A-1LB and A-2L and
corresponds to a 'B-sf' PCM RLR.  The CE level for class A-1LB and
A-2L correspond to a 'CCCsf' category PCM RLR.

The 'LS4' rating on the class A-1LA notes indicates the tranche's
potential loss severity given default as evidenced by the ratio of
tranche size to the base-case loss expectation for the collateral,
as explained in Fitch's 'Criteria for Structured Finance Loss
Severity Ratings'.  The LS rating should always be considered in
conjunction with the notes' long-term credit rating for ratings in
the 'B' category and higher.

The Outlook on class A-1LA is revised to Stable based on Fitch's
expectation of a stable near-term performance of the underlying
collateral.

Since Fitch's last review in December 2009, approximately 24.2% of
the portfolio has been downgraded a weighted average of 4.2
notches and 24.7% has been upgraded a weighted average of 0.6
notches.  The class A-1LA and class A-2L notes have received
approximately $4.5 million total in principal repayment.  The
'CCCsf' SF PCM RLRs exceed the CE levels of the class A-3L and A-
4L notes.  The cumulative impact of the rating migration and de-
levering since last review do not change Fitch's opinion of the
likelihood of default of the class A-3L and A-4L notes.

Tricadia 2003-1 is a cash flow SF CDO that closed on Jan.  14,
2004, and is managed by Tricadia CDO Management, LLC.  As of the
Oct. 27, 2010 trustee report, the portfolio is comprised of
corporate and SF CDOs from primarily 2002 through 2004 vintage
transactions.

                 ZAIS Investment Grade Limited V
               ZAIS Investment Grade Corporation V

The losses expected from the distressed portion of the portfolio
are less than the CE level for the class A-1 notes.  The resulting
'CCCsf' RLR from SF PCM corresponds to the class A-1 CE.  Since
Fitch's last review in December 2009, approximately 29% of the
portfolio has been downgraded a weighted average of 3.8 notches,
and 16.8% has been upgraded a weighted average of 3 notches.  ZAIS
V entered an event of default on April 6, 2009 as a result of the
class A OC ratio falling below 100%.  As a remedy to the EOD, the
class A-1 notes as the controlling class voted to accelerate the
maturity of the transaction.  Consequently, all interest that
would otherwise be paid to the classes A-2 notes along with all
principal proceeds are paid to the class A-1 notes until paid in
full.  Given the benefit of the acceleration and that the 'CCCsf'
RLR corresponds to the class A-1 CE level, this class has been
affirmed at 'CCCsf'.

ZAIS V is a cash flow CDO that closed on Dec. 19, 2002, and is
monitored by ZAIS Group.  As of the Oct. 5, 2010 trustee report,
the portfolio is comprised of SF and corporate CDOs from primarily
2001 through 2006 vintage transactions.


* S&P Downgrades Ratings on 21 Certs. From 19 RMBS Transactions
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 21
classes of mortgage pass-through certificates from 19 U.S.
residential mortgage-backed securities transactions issued between
2003 and 2008.  The collateral supporting the affected
transactions consists of fixed- and adjustable-rate prime,
subprime, Alternative-A, and reperforming mortgage loans.

The downgrades reflect S&P's assessment of interest shortfalls on
the affected classes during recent remittance periods.  S&P's
ratings reflect S&P's view of the magnitude of the interest
payment deficiencies that have affected each class to date
compared with the remaining principal balance owed and the
likelihood that certificateholders will be reimbursed for these
deficiencies.  The ratings also reflect whether the affected
transactions had any delinquent loans.

All of the classes had speculative-grade ratings before S&P
downgraded them.

                          Rating Actions

              Accredited Mortgage Loan Trust 2004-3
                       Series      2004-3

                                       Rating
                                       ------
      Class      CUSIP         To                   From
      -----      -----         --                   ----
      1M2        004375BF7     CCC (sf)             BB (sf)
      1B         004375BJ9     CC (sf)              CCC (sf)

              Banc of America Mortgage 2007-2 Trust
                       Series      2007-2

                                       Rating
                                       ------
      Class      CUSIP         To                   From
      -----      -----         --                   ----
      M-2        05952FAU7     D (sf)               CC (sf)

              Banc of America Mortgage 2007-3 Trust
                       Series      2007-3

                                       Rating
                                       ------
      Class      CUSIP         To                   From
      -----      -----         --                   ----
      B-2        05954CBF4     D (sf)               CC (sf)

                GSMPS Mortgage Loan Trust 2003-2
                       Series      2003-2

                                       Rating
                                       ------
      Class      CUSIP         To                   From
      -----      -----         --                   ----
      B2         36290PAL1     D (sf)               CC (sf)
      B3         36290PAM9     D (sf)               CC (sf)

               MASTR Alternative Loan Trust 2004-11
                       Series      2004-11

                                       Rating
                                       ------
      Class      CUSIP         To                   From
      -----      -----         --                   ----
      B-4        576434XR0     D (sf)               CC (sf)

               MASTR Alternative Loan Trust 2004-12
                       Series      2004-12

                                       Rating
                                       ------
      Class      CUSIP         To                   From
      -----      -----         --                   ----
      B-4        576434ZH0     D (sf)               CC (sf)

               MASTR Alternative Loan Trust 2004-3
                        Series      2004-3

                                       Rating
                                       ------
      Class      CUSIP         To                   From
      -----      -----         --                   ----
      B-5        576434PS7     D (sf)               CC (sf)

               MASTR Alternative Loan Trust 2005-1
                       Series      2005-1

                                       Rating
                                       ------
      Class      CUSIP         To                   From
      -----      -----         --                   ----
      B-3        576434G40     D (sf)               CC (sf)

               MASTR Alternative Loan Trust 2005-4
                       Series      2005-4

                                       Rating
                                       ------
      Class      CUSIP         To                   From
      -----      -----         --                   ----
      B-3        576434R97     D (sf)               CC (sf)

  NAAC Reperforming Loan REMIC Trust Certificates, Series 2004-R1
                       Series      2004-R1

                                       Rating
                                       ------
      Class      CUSIP         To                   From
      -----      -----         --                   ----
      B-2        62951MAG5     D (sf)               CCC (sf)

    Nomura Asset Acceptance Corporation Alternative Loan Trust
                         Series 2004-AP3

                                       Rating
                                       ------
      Class      CUSIP         To                   From
      -----      -----         --                   ----
      M-1        65535VGB8     CCC (sf)             B+ (sf)

                   RALI Series 2004-QS8 Trust
                      Series      2004-QS8

                                       Rating
                                       ------
      Class      CUSIP         To                   From
      -----      -----         --                   ----
      M-3        76110HVD8     D (sf)               CC (sf)

          Residential Asset Securitization Trust 2004-A4
                       Series      2004-D

                                       Rating
                                       ------
      Class      CUSIP         To                   From
      -----      -----         --                   ----
      B-4        45660NM69     D (sf)               CC (sf)

                  Sequoia Mortgage Trust 2004-11
                       Series      2004-11

                                       Rating
                                       ------
      Class      CUSIP         To                   From
      -----      -----         --                   ----
      B-3        81744FFT9     CC (sf)              CCC (sf)

   Structured Adjustable Rate Mortgage Loan Trust, Series 2008-1
                        Series      2008-1

                                       Rating
                                       ------
      Class      CUSIP         To                   From
      -----      -----         --                   ----
      B3         86358DAN8     D (sf)               CC (sf)

                Structured Asset Securities Corp.
                       Series      2003-38

                                       Rating
                                       ------
      Class      CUSIP         To                   From
      -----      -----         --                   ----
      B4         86359BFK2     D (sf)               CC (sf)

                Structured Asset Securities Corp.
                       Series      2004-3

                                       Rating
                                       ------
      Class      CUSIP         To                   From
      -----      -----         --                   ----
      B3         86359BMM0     D (sf)               CC (sf)

                Structured Asset Securities Corp.
                      Series      2004-16XS

                                       Rating
                                       ------
      Class      CUSIP         To                   From
      -----      -----         --                   ----
      M2         86359BXP1     D (sf)               CC (sf)

      Structured Asset Securities Corporation Trust 2005-10
                       Series      2005-10

                                       Rating
                                       ------
      Class      CUSIP         To                   From
      -----      -----         --                   ----
      B3         86359DHD2     D (sf)               CC (sf)


* S&P Downgrades Ratings on 374 Certs. From 273 RMBS to 'D'
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings to 'D (sf)'
on 374 classes of mortgage pass-through certificates from 273 U.S.
residential mortgage-backed securities transactions issued between
1991 and 2008.  In addition, S&P placed three additional ratings
on one of the affected transactions on CreditWatch with negative
implications.

Approximately 77.54% of the defaulted classes were from
transactions backed by Alternative-A (Alt-A) or subprime mortgage
loan collateral.  The 374 defaulted classes consisted of these:

* 228 classes from Alt-A transactions (60.96% of all defaults);

* 62 from subprime transactions (16.58%);

* 56 from prime jumbo transactions (14.97%);

* 12 from resecuritized real estate mortgage investment conduit
  (re-REMIC) transactions;

* Five from reperforming transactions;

* Four from risk-transfer transactions;

* Two from outside-the-guidelines transactions;

* One from an RMBS first-lien high loan-to-value transaction;

* One from a closed-end second-lien transaction;

* One from an RMBS HELOC transaction;

* One from an RMBS small-balance commercial transaction; and

* One from an RMBS seasoned-loan transaction.

The 374 downgrades to 'D (sf)' reflect S&P's assessment of
principal write-downs on the affected classes during recent
remittance periods.  Three of the downgraded classes are bond-
insured by Ambac Assurance Corp. (currently rated 'R').

The CreditWatch placements are on classes that are within a loan
group, which includes a class that defaulted from a 'B- (sf)'
rating or higher.  All of the ratings were speculative-grade
before the downgrades, and S&P lowered approximately 99.47% of the
ratings from the 'CCC (sf)' or 'CC (sf)' rating categories.

S&P expects to resolve the CreditWatch placements after S&P
complete S&P's review of the underlying credit enhancement.
Standard & Poor's will continue to monitor its ratings on
securities that experience principal write-downs, and S&P will
adjust the ratings as S&P considers appropriate in accordance with
its criteria.

                           *********

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,
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                  *** End of Transmission ***