TCR_Public/101212.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 12, 2010, Vol. 14, No. 344

                            Headlines

ADAMS OUTDOOR: Fitch Rates Class C Notes at 'BBsf'
AIRPLANES PASS: Amendments Won't Affect Fitch's Trust Ratings
ALLIANCE BANCORP: Moody's Downgrades Ratings on Three Tranches
ALM LOAN: Moody's Assigns Ratings on Five Classes of Notes
ALM LOAN: S&P Assigns Ratings on Various Floating-Rate Notes

ALPINE SECURITIZATION: DBRS Keeps BB Rating on Liquidity Facility
ANTHRACITE 2005-HY2: Fitch Affirms Ratings on Eight Classes
ARBOR REALTY: Fitch Downgrades Ratings on Five Classes of Notes
ARBOR REALTY: Moody's Downgrades Ratings on Four Classes of Notes
ARBOR REALTY: Moody's Downgrades Ratings on Nine Classes of Notes

ARBOR REALTY: Moody's Takes Rating Actions on Various Classes
ASSET BACKED: Moody's Takes Rating Actions on Various Tranches
ATLANTIS FUNDING: S&P Raises Ratings on Various Classes of Notes
AVIATION CAPITAL: B737-400 Sale Won't Affect Fitch's Ratings
BABSON CAPITAL: S&P Raises Ratings on Various Classes of Notes

BANC OF AMERICA: Fitch Downgrades Ratings on 15 Certificates
BANC OF AMERICA: Moody's Affirms Ratings on 12 2007-BMB1 Certs.
BANC OF AMERICA: Moody's Downgrades Ratings on 14 Certificates
BANC OF AMERICA: Moody's Downgrades Ratings on 183 Tranches
BEAR STERNS: Fitch Downgrades Ratings on 12 2006-PWR14 Certs.

BEAR STERNS: Fitch Downgrades Ratings on 13 2007-PWR17 Certs.
BEAR STEARNS: Moody's Takes Rating Actions on Two 1999-C1 Certs.
BEAR STEARNS: Moody's Upgrades Ratings on Two 2001-TOP4 Certs.
BEAR STEARNS: Moody's Downgrades Ratings on 15 2005-TOP20 Certs.
BEAR STEARNS: Moody's Reviews Ratings on 14 2007-PWR16 Certs.

BEAR STEARNS: Moody's Downgrades Ratings on 71 Tranches
BEAR STEARNS: S&P Raises Ratings on Five 2003-TOP10 Securities
BIRCH REAL: Fitch Affirms Ratings on Five Classes of Notes
BRASCAN STRUCTURED: Moody's Takes Rating Actions on Various Notes
CAPITALSOURCE COMMERCIAL: Moody's Upgrades Ratings on Two Notes

CAPLEASE CDO: Moody's Downgrades Ratings on Five Classes of Notes
CDC COMMERCIAL: Moody's Upgrades Ratings on Four 2002-FX1 Certs.
CEDARWOODS CRE: Moody's Junks Ratings on 3 Classes of Notes
CEDARWOODS CRE: Moody's Junks Ratings on Four Classes
CHL MORTGAGE: Moody's Downgrades Ratings on 112 Tranches

CITIGROUP COMMERCIAL: S&P Raises Ratings on 2006-FL2 Certificates
CITIGROUP COMMERCIAL: Fitch Cuts Ratings on 17 2007-C6 Certs.
COBALT CMBS: Moody's Confirms Ratings on Two 2007-C2 Certs.
COBALTS TRUST: Moody's Reviews 'Ba3' Rating on Certificates
COLTS 2007-1: S&P Affirms Ratings on Various Classes of Notes

COMM 2001-J2: Moody's Affirms Ratings on 16 2001-J2 Certs.
COMM 2004-LNB3: Moody's Confirms Ratings on Two Certificates
COMM 2005-C6: Moody's Downgrades Ratings on Nine Certificates
COMM 2007-C9: Moody's Downgrades Ratings on 19 2007-C9 Certs.
COMMERCIAL MORTGAGE: S&P Raises Ratings on Three 1998-C1 Certs.

COMMERCIAL MORTGAGE: Moody's Affirms Ratings on 1999-C2 Certs.
COMMERCIAL MORTGAGE: Moody's Upgrades Ratings on Two Certs.
CONSECO FINANCE: Moody's Takes Rating Actions on Various Tranches
CONTINENTAL AIRLINES: S&P Assigns Rating on 2010-1 Certs.
CORPORATE BACKED: Moody's Reviews 'Ba3' Rating on Class A-1

CREDIT SUISSE: Fitch Downgrades Ratings on 16 2006-C1 Certs.
CREDIT SUISSE: Moody's Downgrades Ratings on 12 2002- CKN2 Certs.
CT CDO: Fitch Downgrades Ratings on 15 Classes of Notes
CT CDO: S&P Downgrades Ratings on 12 Classes of Notes
CULLMAN REGIONAL: Fitch Downgrades Rating on 2009-A Bonds to 'BB+'

DEUTSCHE ALT-A: Moody's Downgrades Ratings on 46 Tranches
DISTRIBUTION FINANCIAL: Fitch Affirms Ratings on Three Classes
DLJ COMMERCIAL: S&P Downgrades Ratings on Five 2000-CF1 Certs.
DOWLING COLLEGE: Moody's Reviews 'B1' Rating on $15.2 Mil. Debt
DRYDEN-XI LEVERAGED: Moody's Upgrades Ratings on Three Notes

DSLA MORTGAGE: Moody's Downgrades Ratings on 44 Tranches
EDUCATION LOANS: Fitch Takes Rating Actions on Various Classes
EDUCATION LOANS: Moody's Downgrades Ratings on 18 Notes
EMERSON PLACE: Moody's Upgrades Ratings on Class E to 'Caa3'
FIELDSTONE MORTGAGE: Moody's Downgrades Ratings on 2006-S1 Notes

FIFTH THIRD: Moody's Downgrades Ratings on 2003-1 Tranche
FLATIRON CLO: S&P Raises Ratings on Various Classes of Notes
G-STAR 2003-3: Moody's Takes Rating Actions on 2003-3 Notes
GE CAPITAL: Moody's Downgrades Ratings on Ten 2007-C1 Certs.
GEM LIGOS: S&P Downgrades Ratings on Six Tranches

GMAC COMMERCIAL: Fitch Downgrades Ratings on 11 2006-C1 Certs.
GMAC COMMERCIAL: Moody's Upgrades Ratings on Three 2002-C2 Certs.
GMAC COMMERCIAL: Moody's Affirms Ratings on 11 2002-C3 Certs.
GMAC COMMERCIAL: S&P Downgrades Ratings on 11 2003-C2 Certs.
GMAC COMMERCIAL: S&P Downgrades Ratings on Five Securities

GMAC COMMERCIAL: S&P Downgrades Ratings on Nine Securities
GRAMERCY REAL: Moody's Downgrades Ratings on Five Classes
GREEN TREE: Moody's Confirms Ratings on Four Tranches
GREENWICH CAPITAL: Fitch Downgrades Ratings on 16 2007-GG9 Certs.
GRMT MORTGAGE: Moody's Downgrades Ratings on Two Tranches

HARBORVIEW MORTGAGE: Moody's Downgrades Ratings on 40 Tranches
HARBORVIEW MORTGAGE: Moody's Downgrades Ratings on 197 Tranches
HOME EQUITY: Moody's Confirms Ratings on Three Tranches
HOME EQUITY: Moody's Downgrades Ratings on Three Tranches
HOME LOAN: Moody's Downgrades Ratings on Six Tranches

HSPI DIVERSIFIED: S&P Downgrades Ratings on Four Classes to 'D'
INDYMAC IMSC: Moody's Downgrades Ratings on 97 Tranches
ING INVESTMENT: S&P Raises Ratings on Various Classes of Notes
JP MORGAN: Moody's Affirms Ratings on Seven 2002-C2 Certs.
JP MORGAN: Moody's Affirms Ratings on Three 2004-LN2 Certs.

JP MORGAN: Moody's Downgrades Ratings on 15 2005-CIBC12 Certs.
JP MORGAN: Moody's Affirms Ratings on 2005-LDP2 Certs.
JP MORGAN: Moody's Downgrades Ratings on 15 2006-CIBC14 Certs.
JP MORGAN: Moody's Downgrades Ratings on 15 2006-CIBC16 Certs.
JP MORGAN: Moody's Downgrades Ratings on 15 2006-CIBC17 Certs.

JP MORGAN: Moody's Downgrades Ratings on 17 2007-C1 Certs.
KENTUCKY HOUSING: S&P Raises Ratings on Revenue Bonds From 'BB+'
KODIAK CDO: Moody's Downgrades Ratings on Two Classes of Notes
LEHMAN ABS: Moody's Downgrades Ratings on Two Tranches
LEHMAN ABS: S&P Downgrades Ratings on Class A-3 Certificates

LNR CDO: S&P Downgrades Ratings on 12 Classes of Notes
LOMBARD PUBLIC: S&P Puts 'B-' Rating on CreditWatch Positive
LONG BEACH: Moody's Downgrades Ratings on Three Tranches
MANCHESTER HOUSING: Moody's Junks Ratings on Revenue Bonds
MARATHON FINANCING: Moody's Upgrades Ratings on Various Notes

MARATHON REAL: Moody's Downgrades Ratings on Seven Classes
MERRILL LYNCH: Moody's Affirms Ratings on 13 2007-Canada 22 Certs.
MESA WEST: Moody's Downgrades Ratings on 10 Classes of Notes
ML-CFC COMMERCIAL: Moody's Downgrades Ratings 15 2006-3 Certs.
MMA FINANCIAL: Moody's Takes Rating Actions on Housing Funds

MONTPELIER CAPITAL: Fitch Affirms BB+ Rating on 8.55% Securities
MORGAN STANLEY: Fitch Downgrades Ratings on 14 2007-IQ13 Certs.
MORGAN STANLEY: Fitch Downgrades Ratings on 13 2007-TOP27 Notes
MORGAN STANLEY: Moody's Upgrades Ratings on 1999-WF1 Certs.
MORGAN STANLEY: Moody's Downgrades Ratings on 16 2006-HQ8 Certs.

MORGAN STANLEY: S&P Affirms Ratings on 16 2003-TOP9 Securities
MOUNT SAINT: Moody's Downgrades Ratings on Revenue Bonds to 'Ba1'
MUIR GROVE: S&P Raises Ratings on Various Classes of Notes
N-STAR IX: Fitch Affirms Ratings on Seven Classes of Notes
N-STAR REAL: Fitch Downgrades Ratings on Five Classes of Notes

NATIONAL COLLEGIATE: Moody's Corrects Rating on Class A-3-AR-2
NUCO2 FUNDING: Fitch Affirms 'BB' Ratings on Class B-1 Notes
NYLIM FLATIRON: S&P Raises Ratings on Various Classes of Notes
OWNIT MORTGAGE: Moody's Downgrades Ratings on Tranches
PHOENIX CLO: S&P Raises Ratings on Various Classes of Notes

PPLUS TRUST: Moody's Reviews 'Ba3' Rating on Certificates
PRIMA CAPITAL: Moody's Affirms Ratings on All Classes of Notes
PSB LENDING: Moody's Confirms Ratings on Two Classes of Notes
PUTNAM STRUCTURED: Moody's Affirms Ratings on Four Classes
RACE POINT: S&P Withdraws Ratings on Various Classes of Notes

RASC SERIES: Moody's Reviews Ratings on Series 2002-KS4 Notes
RESIDENTIAL FUNDING: Moody's Downgrades Ratings on 91 Tranches
RESIDENTIAL FUNDING: Moody's Downgrades Ratings on 27 Tranches
RESIDENTIAL REINSURANCE: S&P Assigns 'BB' Rating on 2010-II Notes
SANTANDER CONSUMER: Moody's Reviews Ratings on Three Tranches

SEQUOIA HELOC: Moody's Confirms Ratings on 2004-1 Tranche
SOUTH COAST: S&P Downgrades Ratings on Three Notes to 'D'
ST CLOUD: S&P Downgrades Ratings on Multifamily Bonds to 'B'
STEERS MORNINGSIDE: Moody's Upgrades Ratings on Notes to 'Ba2'
STRATS TRUST: S&P Withdraws 'D' Rating on Class A Certificates

STRUCTURED ADJUSTABLE: Moody's Downgrades Ratings on 17 Tranches
STRUCTURED REPACKAGED: Moody's Reviews 'Ba3' Rating on Certs.
SVG DIAMOND: S&P Downgrades Ratings on Seven Tranches
TABERNA PREFERRED: Moody's Junks Ratings on 2 Classes of Notes
TABERNA PREFERRED: Moody's Junks Ratings on 3 Classes of Notes

TABERNA PREFERRED: S&P Downgrades Ratings on Three Classes
TAXABLE WORLD: Moody's Affirms 'Ba1' Rating on Series 1995 Bonds
TIERS BEACH: Moody's Takes Rating Actions on Various Classes
TRALEE CDO: Moody's Upgrades Ratings on Various Classes of Notes
TRICADIA CDO: S&P Downgrades Ratings on Class A-1L Notes

UBS COMMERCIAL: Moody's Downgrades Ratings on 15 2007-FL1 Certs.
UNION BANK: Moody's Downgrades Rating on Housing Fund to 'Ba1'
UNION SQUARE: S&P Raises Ratings on Various Classes of Notes
UNITED COMMERCIAL: S&P Downgrades Rating on Class M to 'B+'
WACHOVIA BANK: Moody's Upgrades Ratings on Two 2003-C6 Certs.

WACHOVIA BANK: Moody's Upgrades Ratings on 2004-C10 Certs.
WACHOVIA BANK: Moody's Downgrades Ratings on 16 2006-C27 Certs.
WACHOVIA BANK: Moody's Downgrades Ratings on Ten 2007-C30 Certs.
WACHOVIA BANK: Moody's Downgrades Ratings on 12 2007-C31 Certs.
WAMU MORTGAGE: Moody's Downgrades Ratings on 64 Tranches

WAMU MORTGAGE: S&P Downgrades Ratings on Six 2002-AR13 Certs.
WASHINGTON MUTUAL: Moody's Downgrades Ratings on 175 Tranches
WILSON COUNTY: S&P Gives Stable Outlook; Affirms 'B-' Rating

* Fitch Withdraws Ratings on Nine Interest & Prepayment Notes
* S&P Downgrades Ratings on 10 Classes From CDO Transactions
* S&P Downgrades Ratings on 21 Certs. From 21 CMBS Transactions
* S&P Downgrades Ratings on 32 Certs. From Seven CMBS Deals
* S&P Downgrades Ratings on 42 Certs. From Five CMBS Deals

* S&P Withdraws Ratings on 49 Classes From 37 North American CMBS

                            *********

ADAMS OUTDOOR: Fitch Rates Class C Notes at 'BBsf'
--------------------------------------------------
Fitch rates Adams Outdoor Advertising LP secured billboard revenue
notes, series 2010-1:

  -- $253,750,000 class A notes, 'Asf', Outlook Stable;
  -- $44,000,000 class B notes, 'BBBsf', Outlook Stable;
  -- $57,250,000 class C notes, 'BBsf', Outlook Stable.

The transaction represents a securitization in the form of notes
backed by 4,928 outdoor advertising structures, with 10,172
billboard faces and 342 other advertising displays.


AIRPLANES PASS: Amendments Won't Affect Fitch's Trust Ratings
-------------------------------------------------------------
Airplanes Pass Through Trust has made certain amendments to the
trust indentures which have been approved by the noteholders via a
consent solicitation.  In order to give full effect to the
proposed changes, a similar amendment must be made to the Trust
Agreement relating to Airplanes U.S. Trust.  The proposed
amendment will allow for only prior written notice to the rating
agencies for actions that currently require rating agency
confirmation.

Fitch has reviewed the indenture amendments and the proposed
amendment to the Trust Agreement and has determined that the
amendments, in and of themselves, will not result in a withdrawal,
downgrade, or suspension of Fitch's ratings on Airplanes Pass
Through Trust.

Fitch currently rates Airplanes Pass Through Trust:

  --  Class A-9 certificates 'CCCsf/RR3';
  --  Class B certificates 'Csf/RR6';
  --  Class C certificates 'Csf/RR6';
  --  Class D certificates 'Csf/RR6'.


ALLIANCE BANCORP: Moody's Downgrades Ratings on Three Tranches
--------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of three
tranches issued by Alliance Bancorp Trust 2007-S1.  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 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: Alliance Bancorp Trust 2007-S1

  * Expected Losses (as a % of Original Balance): 92%

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

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

  -- Cl. A-3, Downgraded to C (sf); previously on March 18, 2010
     Ca (sf) Placed Under Review for Possible Downgrade


ALM LOAN: Moody's Assigns Ratings on Five Classes of Notes
----------------------------------------------------------
Moody's Investors Service announced that it has assigned these
ratings to the notes issued by ALM Loan Funding 2010-3, Ltd.:

  -- US$262,000,000 Class A-1 Senior Secured Floating Rate Notes
     due November 20, 2020, assigned Aaa (sf)

  -- US$20,500,000 Class A-2 Senior Secured Floating Rate Notes
     due November 20, 2020, assigned Aa2 (sf)

  -- US$25,750,000 Class B Senior Secured Deferrable Floating Rate
     Notes due November 20, 2020, assigned A2 (sf)

  -- US$14,000,000 Class C Senior Secured Deferrable Floating Rate
     Notes due November 20, 2020, assigned Baa2 (sf)

  -- US$10,000,000 Class D Secured Deferrable Floating Rate Notes
     due November 20, 2020, assigned Ba2 (sf).

                        Ratings Rationale

Moody's ratings of the notes address the ultimate cash receipt of
all required interest and principal payments required by the
transaction's governing documents, and are based on the expected
loss posed to the noteholders relative to the promise of receiving
the present value of such payments.  The ratings reflect the risks
due to defaults on the underlying portfolio of collateral, the
transaction's legal structure, and the characteristics of the
underlying assets.

ALM Loan Funding 2010-3, Ltd., is a managed cash-flow CLO.  The
transaction is collateralized primarily by broadly syndicated
first lien senior secured corporate loans.  At least 97.5% of the
portfolio must be invested in senior secured loans or eligible
investments and up to 2.5% of the underlying portfolio may consist
of senior secured bonds or senior secured floating rate notes.  At
closing, the portfolio is approximately 85% ramped up and is
expected to be fully ramped up within 3 months.

Apollo Credit Management, LLC, a wholly-owned subsidiary of Apollo
Global Management LLC, will manage the selection, acquisition and
disposition of collateral on behalf of the Issuer.  Apollo Credit
may engage in trading activity during the transaction's two year
reinvestment period, including discretionary trading.  Thereafter,
sales of securities that are defaulted, credit improved, or credit
risk are allowed; however, no purchases of additional collateral
debt securities are permitted.

In addition to the five tranches of rated notes, the Issuer issued
a single tranche of unrated subordinated notes.  In accordance
with the respective priority of payments, interest and principal
will be paid to the rated notes in order of seniority prior to any
payments to the unrated subordinated notes.  The transaction
incorporates par and interest coverage tests, which, when
triggered, divert interest and principal proceeds to pay down the
rated notes sequentially in order of seniority.

Solely for the purpose of the WARF calculation, Moody's analysis
treats ratings of underlying collateral securities on "review for
possible downgrade" as if they were two notches lower and those
with a "negative outlook" as if they were one notch lower.
Moody's also increased its default probability assumption by 30%.
For modeling purposes, Moody's used these base-case assumptions:

Diversity of 45

  -- WARF (reflecting 30% default probability stress) of 3536
  -- Weighted Average Spread of 3.3%
  -- Weighted Average Coupon of 9.0%
  -- Weighted Average Recovery Rate of 44.375%
  -- Weighted Average Life of 6 years.

Together with the refined set of modeling assumptions above,
Moody's conducted additional sensitivity analysis which included
various default probability assumptions to capture potential
defaults in the underlying portfolio as well as a range of asset
recovery rate assumptions.

Below is 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, whereby a positive difference
corresponds to lower expected losses), assuming that all other
factors are held equal:

Moody's Adjusted WARF -20% (2829)

  -- Class A-1 Notes 0
  -- Class A-2 Notes +2
  -- Class B Notes +2
  -- Class C Notes +2
  -- Class D Notes +2

Moody's Adjusted WARF +20% (4243)

  -- Class A-1 Notes -1
  -- Class A-2 Notes -2
  -- Class B Notes -2
  -- Class C Notes -1
  -- Class D Notes -2.

Below is 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, whereby a positive
difference corresponds to lower expected losses), assuming that
all other factors are held equal:

Moody's Adjusted WARR +2% (46.375%)

  -- Class A-1 Notes 0
  -- Class A-2 Notes 0
  -- Class B Notes 0
  -- Class C Notes +1
  -- Class D Notes 0

Moody's Adjusted WARR -2% (42.375%)

  -- Class A-1 Notes 0
  -- Class A-2 Notes -1
  -- Class B Notes -1
  -- Class C Notes 0
  -- Class D Notes -1.

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

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


ALM LOAN: S&P Assigns Ratings on Various Floating-Rate Notes
------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to
ALM Loan Funding 2010-3 Ltd./ALM Loan Funding 2010-3 LLC's
$332.25 million floating-rate notes.

The transaction is a cash flow collateralized loan obligation
securitization of a revolving pool consisting primarily of broadly
syndicated senior secured loans.  The ratings reflect S&P's
opinion of:

* The credit enhancement provided to the rated notes through the
  subordination of cash flows that are payable to the subordinated
  notes;

* The transaction's cash flow structure, as assessed by Standard &
  Poor's using the assumptions and methods outlined in its
  corporate collateralized debt obligation criteria, which can
  withstand the default rate projected by Standard & Poor's CDO
  Evaluator model);

* The transaction's legal structure, which is expected to be
  bankruptcy remote;

* The diversified collateral portfolio, which consists primarily
  of speculative-grade senior secured term loans;

* The collateral manager's experienced management team;

* S&P's expectation of the timely interest and ultimate principal
  payments on the rated notes, assessed using its cash flow
  analysis and assumptions commensurate with the assigned ratings
  under various interest rate scenarios, including LIBORs ranging
  from 0.36%-12.84%; and

* The transaction's overcollateralization and interest coverage
  tests, failure of which will lead to the diversion of interest
  and principal proceeds to reduce the balance of the rated notes
  outstanding.

                        Ratings Assigned

    ALM Loan Funding 2010-3 Ltd./ALM Loan Funding 2010-3 LLC

         Class             Rating        Amount (mil. $)
         -----             ------        ---------------
         A-1               AAA (sf)               262.00
         A-2               AA (sf)                 20.50
         B*                A (sf)                  25.75
         C*                BBB (sf)                14.00
         D*                BB (sf)                 10.00
         Subordinated      NR                      72.30

                           * Deferrable.
                          NR -- Not rated.


ALPINE SECURITIZATION: DBRS Keeps BB Rating on Liquidity Facility
-----------------------------------------------------------------
DBRS has confirmed the rating of R-1 (high) (sf) for the
Commercial Paper (CP) issued by Alpine Securitization Corp.
(Alpine), an asset-backed commercial paper (ABCP) vehicle
administered by Credit Suisse, New York branch.  In addition, DBRS
has confirmed the ratings and revised the tranche sizes of the
aggregate liquidity facilities (the Liquidity) provided to Alpine
by Credit Suisse.

The $ 6,967,120,074 aggregate liquidity facilities are tranched
as:

     -- $ 6,607,213,282 rated AAA (sf)
     -- $ 75,223,995 rated AA (sf)
     -- $ 48,797,709 rated A (sf)
     -- $ 69,614,767 rated BBB (sf)
     -- $ 63,548,496 rated BB (sf)
     -- $ 21,568,114 rated B (sf)
     -- $ 81,153,711 unrated (sf)

The ratings are based on August 31, 2010 data.

The CP rating reflects the AAA credit quality of Alpine's asset
portfolio.  The updated credit quality aspect of the CP rating is
based on both the portfolio of assets and the available program-
wide credit enhancement (PWCE).  The rationale for the CP rating
is based on the updated AAA credit quality assessment as well as
DBRS' prior and ongoing review of legal, operational and liquidity
risks associated with Alpine's overall risk profile.

The ratings assigned to the Liquidity reflect the credit quality
of Alpine's asset portfolio based on an analysis that assesses
each transaction to a term standard.  The tranching of the
Liquidity reflects the credit risk of the portfolio at each rating
level.  The tranche sizes are expected to vary each month based on
changes in portfolio composition.

For Alpine, both the CP and the Liquidity ratings use DBRS'
simulation methodology, which was developed to analyze diverse
ABCP conduit portfolios.  This analysis uses the DBRS CDO Toolbox
simulation model, with adjustments to reflect the unique structure
of an ABCP conduit and its underlying assets.  DBRS determines
attachment points for risk based on an analysis of the portfolio
and models the portfolio based on key inputs such as asset
ratings, asset tenors and recovery rates.  The attachment points
determine the portion of the exposure rated AAA, AA, A through B
as well as unrated.

DBRS models the portfolio on an ongoing basis to reflect changes
in Alpine's portfolio composition and credit quality.  The rating
results are updated and posted on the DBRS website.

The applicable public methodology is the Asset-Backed Commercial
Paper Criteria Report: U.S. & European ABCP Conduits.


ANTHRACITE 2005-HY2: Fitch Affirms Ratings on Eight Classes
-----------------------------------------------------------
Fitch Ratings has affirmed eight and downgraded one class issued
by Anthracite 2005-HY2 Ltd./Corp. as a result of continued
negative credit migration and increased interest shortfalls on the
underlying collateral.

Since Fitch's last rating action in June 2010, approximately 23.5%
of the portfolio has been downgraded.  Currently, 87.5% has a
Fitch derived rating below investment grade and 57.7% has a rating
in the 'CCC' rating category or lower.  As of the Nov. 19, 2010
trustee report, 43.5% of the portfolio is experiencing interest
shortfalls, compared to 38.3% at the last review.  The class A
notes have paid down by $13.9 million since issuance.

This transaction was analyzed under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Portfolio Credit Model for projecting future default levels
for the underlying portfolio.  The default levels were then
compared to the breakeven levels generated by Fitch's cash flow
model of the CDO under the various default timing and interest
rate stress scenarios, as described in the report 'Global Criteria
for Cash Flow Analysis in Corporate CDOs'.  Based on this
analysis, the class A through C notes' breakeven rates are
generally consistent with the ratings assigned below.

For the class D through G notes, Fitch analyzed the class'
sensitivity to the default of the distressed assets ('CCC' and
below).  Given the high probability of default of the underlying
assets and the expected limited recovery prospects upon default,
the class D notes have been affirmed at 'CCsf'.  The class E notes
have been downgraded and the F and G notes have been affirmed at
'Csf', indicating default is inevitable.  As of the Nov. 19, 2010
payment date, all classes are current on their interest payments.

The Negative Rating Outlook on the class A and B notes reflects
Fitch's expectation that underlying CMBS loans will continue to
face refinance risk.  The Loss Severity rating indicates a
tranche's potential loss severity given default, as evidenced by
the ratio of tranche size to the base-case loss expectation for
the collateral, as explained in 'Criteria for Structured Finance
Loss Severity Ratings'.  The LS rating should always be considered
in conjunction with the probability of default for tranches.
Fitch does not assign LS ratings or Outlooks to classes rated
'CCC' and below.

Anthracite 2005-HY2 is backed by 74 tranches from 25 obligors, the
majority of which is commercial mortgage backed securities (CMBS,
78.3%).  The remainder of the pool consists of CMBS rake bonds
secured by subordinate portions of two commercial real estate
loans (12.7%), and REIT debt (9.1%).  The transaction closed in
July 2005 and is considered a CMBS B-piece resecuritization (also
referred to as first loss CRE CDO) as it primarily includes junior
bonds of CMBS transactions.

Fitch has affirmed these classes:

  -- $102,509,394 class A at 'BBsf/LS5'; Outlook Negative;
  -- $52,593,000 class B at 'Bsf/LS5'; Outlook Negative;
  -- $25,360,000 class C-FL at 'CCCsf';
  -- $7,000,000 class C-FX at 'CCCsf';
  -- $25,275,000 class D-FL at 'CCsf';
  -- $13,500,000 class D-FX at 'CCsf';
  -- $58,000,000 class F at 'Csf';
  -- $57,500,000 class G at 'Csf'.

In addition, Fitch has downgraded this class:

  -- $9,376,000 class E to 'Csf' from 'CCsf'.


ARBOR REALTY: Fitch Downgrades Ratings on Five Classes of Notes
---------------------------------------------------------------
Fitch Ratings has downgraded five and affirmed five classes of
Arbor Realty Mortgage Securities Series 2006-1 Ltd/LLC reflecting
Fitch's increased base case loss expectation of 28.2% compared to
21.4% at last review.  Fitch's performance expectation
incorporates prospective views regarding commercial real estate
market value and cash flow declines.

Since last review, nine assets have been removed (including one
full loan payoff) from the CDO, with seven assets newly
contributed.  Realized losses from the removal of these assets
total approximately $19 million.  Further, the new assets have a
higher average expected loss than the assets previously in the
pool.  Defaulted assets have increased to 4.8% from 2.9% at last
review while Fitch Loans of Concern are also higher at 22.4% from
15% at last review.

ARMSS 2006-1 is a commercial real estate collateralized debt
obligation managed by Arbor Realty Trust, Inc.  The transaction
has a five-year reinvestment period that ends in December 2011.
As of the Oct. 29, 2010 trustee report, all over collateralization
and interest coverage ratios were in compliance.

Under Fitch's methodology, approximately 77.1% of the portfolio is
modeled to default in the base case stress scenario, defined as
the 'B' stress.  In this scenario, the modeled average cash flow
decline is 6.8% from, generally, either year end 2009 or trailing
12-month first or second quarter 2010.  Fitch estimates that
average recoveries will be higher than average at 63.5% as 76% of
the assets are either whole loans or A-notes.

The largest component of Fitch's base case loss expectation is a
B-note secured by a large student housing property located on the
Upper East Side of Manhattan.  Due to lower than expected
occupancy and cash flow, the master tenant requested a significant
lowering of its rent obligations.  Fitch modeled a term default
and a substantial loss on this position in its base case scenario.

The next largest component of Fitch's base case loss expectation
is a B-note secured by a 785,000 sf office property located in
downtown Manhattan.  The property is overleveraged and Fitch
modeled a maturity default with a significant loss in its base
case scenario.

The third largest component of Fitch's base case loss expectation
is a whole loan on a 124,000 sf office property located in the
garment district of Manhattan.  As of second quarter 2010, the
property was approximately 75% occupied with significant lease
rollover expected in the next 12 months.  Fitch modeled a term
default with a substantial loss on in its base case scenario.

This transaction was analyzed according to the 'Surveillance
Criteria for U.S. CREL CDOs and CMBS Large Loan Floating-Rate
Transactions', which applies stresses to property cash flows and
debt service coverage ratio tests to project future default levels
for the underlying portfolio.  Recoveries are based on stressed
cash flows and Fitch's long-term capitalization rates.  The
default levels were then compared to the breakeven levels
generated by Fitch's cash flow model of the CDO under the various
default timing and interest rate stress scenarios, as described in
the report 'Global Criteria for Cash Flow Analysis in CDOs'.
Based on this analysis, the class A1A through C notes' credit
characteristics are generally consistent with the rating
categories assigned below.

The ratings for classes D through H are based on a deterministic
analysis, which considers Fitch's base case loss expectation for
the pool, and the current percentage of defaulted assets and Fitch
Loans of Concern factoring in anticipated recoveries relative to
each class' credit enhancement.  Based on this analysis, classes D
through H are consistent with the 'CCC' rating category.  Fitch's
base case loss expectation of 28.2% exceeds these classes'
respective current credit enhancement levels.

Classes A1A through C maintain a Negative Rating Outlook,
reflecting Fitch's expectation of further negative credit
migration of the underlying collateral.  These classes also
maintain Loss Severity ratings ranging from 'LS3' to 'LS5'.  The
LS ratings indicate each tranche's potential loss severity given
default, as evidenced by the ratio of tranche size to the expected
loss for the collateral under the 'B' stress.  LS ratings should
always be considered in conjunction with probability of default
indicated by a class' long-term credit rating.

Classes D through H are assigned Recovery Ratings to provide a
forward-looking estimate of recoveries on currently distressed or
defaulted structured finance securities.  Recovery Ratings are
calculated using Fitch's cash flow model, and incorporate Fitch's
current 'B' stress expectation for default and recovery rates, the
'B' stress US$ LIBOR up-stress, and a 24-month recovery lag.  All
modeled distributions are discounted at 10% to arrive at a present
value and compared to the class' tranche size to determine a
Recovery Rating.

The assignment of 'RR5' to class D reflects modeled recoveries of
17% of its outstanding balance.  The expected recovery proceeds
are broken down:

  -- Present value of expected principal recoveries ($0 million);
  -- Present value of expected interest payments ($2.3 million);
  -- Total present value of recoveries ($2.3 million);
  -- Sum of undiscounted recoveries ($3.6 million).

The assignment of 'RR5' to class E reflects modeled recoveries of
16% of its outstanding balance.  The expected recovery proceeds
are broken down:

  -- Present value of expected principal recoveries ($0 million);
  -- Present value of expected interest payments ($2.3 million);
  -- Total present value of recoveries ($2.3 million);
  -- Sum of undiscounted recoveries ($3.6 million).

Class F through H are assigned a Recovery Ratings of 'RR6' as the
present value of the recoveries is less than 10% of the class's
principal balance.

Fitch has affirmed ratings for these classes, as indicated:

  -- $230,000,000 class A1A at 'BBBsf/LS3'; Outlook Negative;
  -- $100,000,000 class A1R at 'BBBsf/LS3'; Outlook Negative;
  -- $41,100,000 class B at 'BBsf/LS5'; Outlook Negative;
  -- $16,950,000 class G at 'CCCsf/RR6';
  -- $14,100,000 class H at 'CCCsf/RR6'.

Fitch has downgraded, revised the LS ratings and assigned RRs to
these classes as indicated:

  -- $72,900,000 class A2 to 'BBsf/LS5' from 'BBBsf/LS4'; Outlook
     Negative;

  -- $31,200,000 class C to 'Bsf/LS5' from 'BBsf/LS5'; Outlook
     Negative;

  -- $13,350,000 class D to 'CCCsf/RR5' from 'BBf/LS5';

  -- $14,250,000 class E to 'CCCsf/RR5' from 'Bsf/LS5';

  -- $13,650,000 class F to 'CCCsf/RR6' from 'Bsf/LS5'.


ARBOR REALTY: Moody's Downgrades Ratings on Four Classes of Notes
-----------------------------------------------------------------
Moody's has downgraded four classes of Notes issued by Arbor
Realty Mortgage Securities Series 2004-1 due to the deterioration
in the credit quality of the underlying portfolio as evidenced by
an increase in the weighted average rating factor, an increase in
Defaulted Securities and the sensitivity of the transaction to
recovery rates.  The rating action is the result of Moody's on-
going surveillance of commercial real estate collateralized debt
obligation transactions.

  -- Cl. A, Downgraded to A1 (sf); previously on April 27, 2009
     Downgraded to Aa1 (sf)

  -- Cl. B, Downgraded to Ba2 (sf); previously on April 27, 2009
     Downgraded to Baa2 (sf)

  -- Cl. C, Downgraded to Caa2 (sf); previously on April 27, 2009
     Downgraded to Ba2 (sf)

  -- Cl. D, Downgraded to Caa3 (sf); previously on April 27, 2009
     Downgraded to Ba3 (sf)

                        Ratings Rationale

Arbor 2004-1 is a static CRE CDO transaction backed by a portfolio
A-Notes and whole loans (31.3% of the pool balance), B-Notes
(33.4%), and mezzanine loans (35.3%).  As of the October 29, 2010
Trustee report, the aggregate Note balance of the transaction has
decreased to $405.5 million from $469.0 million at issuance, with
the paydown directed to the Class A, Class C, and Class D Notes.
The paydowns to Classes C and D were a result of a junior turbo
feature that directed excess interest proceeds to paydown these
notes during the reinvestment period.  The reinvestment period
ended in April 2009 at which point any additional paydowns were
direct to paydown the Class A Notes.

There are five assets with par balance of $44.3 million (10.7% of
the current pool balance) that are considered Defaulted Securities
as of the October 29, 2010 Trustee report.  All these assets (100%
of the defaulted balance) are mezzanine loans.  Defaulted
Securities are defined as assets which are 60 or more days
delinquent in their debt service payment.  While there have been
no realized losses to the trust to date, Moody's does expects
moderate losses to occur once they are realized.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the non-
Moody's rated collateral.  For non-CUSIP collateral, Moody's is
eliminating the additional default probability stress applied to
corporate debt in CDOROM(R) v2.6 as Moody's expects the underlying
non-CUSIP collateral to experience lower default rates and higher
recovery compared to corporate debt due to the nature of the
secured real estate collateral.  The bottom-dollar WARF is a
measure of the default probability within a collateral pool.
Moody's modeled a bottom-dollar WARF of 6,605 compared to 4,500 at
last review.  The distribution of current ratings and credit
estimates is: Aaa-Aa3 (0.0% compared to 2.9% at last review),
Baa1-Baa3 (4.0% compared to 4.3% at last review), Ba1-Ba3 (3.1%
compared to 4.1% at last review), B1-B3 (22.8% compared to 41.0%
at last review), and Caa1-C (70.1% compared to 47.6% at last
review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time.  Moody's modeled to a WAL of 3.6
years compared to 2.9 years at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool.  Moody's modeled a fixed WARR
of 23.1% compared to 21.6% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).  For
non-CUSIP collateral, Moody's is reducing the maximum over
concentration stress applied to correlation factors due to the
diversity of tenants, property types, and geographic locations
inherent in the pooled transactions.  Moody's modeled a MAC of
21.8% compared to 15.3% at last review.

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

The cash flow model, CDOEdge(R) v3.2, was used to analyze the cash
flow waterfall and its effect on the capital structure of the
deal.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes.  However,
in many instances, a change in key parameter assumptions in
certain stress scenarios may be offset by a change in one or more
of the other key parameters.  Rated notes are particularly
sensitive to changes in recovery rate assumptions.  Holding all
other key parameters static, changing the recovery rate assumption
down from 23% to 13% or up to 33% would result in average rating
movement on the rated tranches of 1 to 5 notches downward and 1 to
3 notches upward, respectively.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term.  From time to time, Moody's may, if warranted, change
these expectations.  Performance that falls outside the given
range may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated when the related
securities ratings were issued.  Even so, a deviation from the
expected range will not necessarily result in a rating action nor
does performance within expectations preclude such actions.  The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.  Primary sources of assumption
uncertainty are the current stressed macroeconomic environment and
continuing weakness in the commercial real estate and lending
markets.  Moody's currently views the commercial real estate
market as stressed with further performance declines expected in a
majority of property sectors.  The availability of debt capital is
improving with terms returning towards market norms.  Job growth
and housing price stability will be necessary precursors to
commercial real estate recovery.  Overall, Moody's central global
scenario remains "hook-shaped" for 2010 and 2011; Moody's expects
overall a sluggish recovery in most of the world's largest
economies, returning to trend growth rate with elevated fiscal
deficits and persistent unemployment levels.

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.


ARBOR REALTY: Moody's Downgrades Ratings on Nine Classes of Notes
-----------------------------------------------------------------
Moody's has affirmed one and downgraded nine classes of Notes
issued by Arbor Realty Mortgage Securities Series 2006-1 due to
the deterioration in the credit quality of the underlying
portfolio as evidenced by an increase in the weighted average
rating factor.  The rating action is the result of Moody's on-
going surveillance of commercial real estate collateralized debt
obligation transactions.

  -- Cl. A-1AR, Downgraded to Aa3 (sf); previously on April 7,
     2009 Downgraded to Aa1 (sf)

  -- Cl. A-1A, Downgraded to Aa3 (sf); previously on April 7,
     2009 Downgraded to Aa1 (sf)

  -- Cl. A-2, Downgraded to Ba2 (sf); previously on April 7, 2009
     Downgraded to Baa3 (sf)

  -- Cl. B, Downgraded to B2 (sf); previously on April 7, 2009
     Downgraded to Ba2 (sf)

  -- Cl. C, Downgraded to Caa2 (sf); previously on April 7, 2009
     Downgraded to B3 (sf)

  -- Cl. D, Downgraded to Caa3 (sf); previously on April 7, 2009
     Downgraded to Caa1 (sf)

  -- Cl. E, Downgraded to Caa3 (sf); previously on April 7, 2009
     Downgraded to Caa1 (sf)

  -- Cl. F, Downgraded to Caa3 (sf); previously on April 7, 2009
     Downgraded to Caa2 (sf)

  -- Cl. G, Downgraded to Caa3 (sf); previously on April 7, 2009
     Downgraded to Caa2 (sf)

  -- Cl. H, Affirmed at Caa3 (sf); previously on April 7, 2009
     Downgraded to Caa3 (sf)

                        Ratings Rationale

Arbor 2006-1 is a revolving CRE CDO transaction backed by a
portfolio A-Notes and whole loans (79.0% of the pool balance), B-
Notes (14.2%), and mezzanine loans (6.8%).  As of the October 29,
2010 Trustee report, the aggregate Note balance of the transaction
is $600 million, the same as at securitization.  The revolving
period ends in January 2012 at which point paydowns are directed
to the Class A1 and Class A1AR Notes.

There are three assets with par balance of $29.7 million (4.9% of
the current pool balance) that are considered Defaulted Securities
as of the October 29, 2010 Trustee report.  One of these assets
(84.3% of the defaulted balance) is a whole loan, one asset (9.4%
of the defaulted balance) is a B-Note, and one asset (6.3% of the
defaulted blance) is a mezzanine loan.  Defaulted Securities are
defined as assets which are 60 or more days delinquent in their
debt service payment.  While there have been no realized losses to
the trust to date, Moody's does expect low to moderatelosses to
occur once they are realized.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the non-
Moody's rated collateral.  For non-CUSIP collateral, Moody's is
eliminating the additional default probability stress applied to
corporate debt in CDOROM(R) v2.6 as Moody's expects the underlying
non-CUSIP collateral to experience lower default rates and higher
recovery compared to corporate debt due to the nature of the
secured real estate collateral.  The bottom-dollar WARF is a
measure of the default probability within a collateral pool.  The
bottom-dollar WARF is a measure of the default probability within
a collateral pool.  Moody's modeled a bottom-dollar WARF of 5,616
compared to 3,634 at last review.  The distribution of current
ratings and credit estimates is: Aaa-Aa3 (2.3% compared to 5.1% at
last review), Baa1-Baa3 (3.9% compared to 0.0% at last review),
Ba1-Ba3 (3.1% compared to 7.8% at last review), B1-B3 (23.3%
compared to 50.9% at last review), and Caa1-C (67.5% compared to
36.3% at last review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time.  Moody's modeled to a WAL of 5.0
years compared to 8.0 years at last review.  The modeled WAL
includes the remaining revolving period.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool.  Moody's modeled a fixed WARR
of 34.0% compared to 36.0% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).  For
non-CUSIP collateral, Moody's is reducing the maximum over
concentration stress applied to correlation factors due to the
diversity of tenants, property types, and geographic locations
inherent in the pooled transactions.  Moody's modeled a MAC of
17.2% compared to 23.4% at last review.

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

The cash flow model, CDOEdge(R) v3.2, was used to analyze the cash
flow waterfall and its effect on the capital structure of the
deal.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes.  However,
in many instances, a change in key parameter assumptions in
certain stress scenarios may be offset by a change in one or more
of the other key parameters.  Rated notes are particularly
sensitive to changes in recovery rate assumptions.  Holding all
other key parameters static, changing the recovery rate assumption
down from 34% to 24% or up to 44% would result in average rating
movement on the rated tranches of 1 to 2 notches downward and 1 to
4 notches upward, respectively.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term.  From time to time, Moody's may, if warranted, change
these expectations.  Performance that falls outside the given
range may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated when the related
securities ratings were issued.  Even so, a deviation from the
expected range will not necessarily result in a rating action nor
does performance within expectations preclude such actions.  The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.  Primary sources of assumption
uncertainty are the current stressed macroeconomic environment and
continuing weakness in the commercial real estate and lending
markets.  Moody's currently views the commercial real estate
market as stressed with further performance declines expected in a
majority of property sectors.  The availability of debt capital is
improving with terms returning towards market norms.  Job growth
and housing price stability will be necessary precursors to
commercial real estate recovery.  Overall, Moody's central global
scenario remains "hook-shaped" for 2010 and 2011; Moody's expects
overall a sluggish recovery in most of the world's largest
economies, returning to trend growth rate with elevated fiscal
deficits and persistent unemployment levels.

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.


ARBOR REALTY: Moody's Takes Rating Actions on Various Classes
-------------------------------------------------------------
Moody's has affirmed three and downgraded six classes of Notes
issued by Arbor Realty Mortgage Securities Series 2005-1 due to
the deterioration in the credit quality of the underlying
portfolio as evidenced by an increase in the weighted average
rating factor, an increase in Defaulted Securities, and the
sensitivity of the transaction to recovery rates.  The rating
action is the result of Moody's on-going surveillance of
commercial real estate collateralized debt obligation
transactions.

  -- Cl. A, Affirmed at Aaa (sf); previously on April 7, 2009
     Confirmed at Aaa (sf)

  -- Cl. A-2, Affirmed at Aa3 (sf); previously on April 7, 2009
     Downgraded to Aa3 (sf)

  -- Cl. B, Affirmed at Baa2 (sf); previously on April 7, 2009
     Downgraded to Baa2 (sf)

  -- Cl. C, Downgraded to Ba3 (sf); previously on April 7, 2009
     Downgraded to Ba2 (sf)

  -- Cl. D, Downgraded to B1 (sf); previously on April 7, 2009
     Downgraded to Ba2 (sf)

  -- Cl. E, Downgraded to B2 (sf); previously on April 7, 2009
     Downgraded to Ba3 (sf)

  -- Cl. F, Downgraded to B3 (sf); previously on April 7, 2009
     Downgraded to Ba3 (sf)

  -- Cl. G, Downgraded to Caa2 (sf); previously on April 7, 2009
     Downgraded to Ba3 (sf)

  -- Cl. H, Downgraded to Caa3 (sf); previously on April 7, 2009
     Downgraded to Ba3 (sf)

                        Ratings Rationale

Arbor 2005-1 is a revolving CRE CDO transaction backed by a
portfolio A-Notes and whole loans (47.4% of the pool balance),
B-Notes and rake bonds (25.1%), mezzanine loans (25.3%), and
commercial real estate collateralized debt obligations (2.2%).
As of the October 29, 2010 Trustee report, the aggregate Note
balance of the transaction has decreased to $465.1 million from
$475 million at issuance, with the paydown directed to the Class
C, Class D, Class E, Class F, Class G, and Class H Notes.  The
paydowns are a result of a junior turbo feature that directs
excess interest proceeds ot paydown these notes during the
reinvestment period.  The reinvestment period is set to end in
April 2011 at which point any additional paydowns will be direct
to paydown the Class A Notes.  Additionally, the outstanding note
balance of the preferred shares increased to $131.3 million from
$118.8 million at issuance as the result of a sponsor equity
contribution feature as specified in the transaction
documentation.

There are three assets with par balance of $24.7 million (5.5% of
the current pool balance) that are considered Defaulted Securities
as of the October 29, 2010 Trustee report.  One of these assets
(8.9% of the defaulted balance) is a whole loan, one asset (72.7%
of the defaulted balance) is a B-Note, and one asset (11.1% of the
defaulted blance) is a mezzanine loan.  Defaulted Securities are
defined as assets which are 60 or more days delinquent in their
debt service payment.  While there have been no realized losses to
the trust to date, Moody's does expect low to moderate losses to
occur once they are realized.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the non-
Moody's rated collateral.  For non-CUSIP collateral, Moody's is
eliminating the additional default probability stress applied to
corporate debt in CDOROM(R) v2.6 as Moody's expects the underlying
non-CUSIP collateral to experience lower default rates and higher
recovery compared to corporate debt due to the nature of the
secured real estate collateral.  The bottom-dollar WARF is a
measure of the default probability within a collateral pool.
Moody's modeled a bottom-dollar WARF of 5,320 compared to 4,430 at
last review.  The distribution of current ratings and credit
estimates is: Aaa-Aa3 (0.6% compared to 5.1% at last review),
Baa1-Baa3 (0.9% compared to 0% at last review), Ba1-Ba3 (4.7%
compared to 0.0% at last review), B1-B3 (30.0% compared to 23.9%
at last review), and Caa1-C (63.8% compared to 71.1% at last
review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time.  Moody's modeled to a WAL of 4.2
years compared to 8.0 years at last review.  The current WAL is
the actual remaining collateral WAL.  The revolving period ends in
April 2011 for this quarterly paying transaction.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool.  Moody's modeled a fixed WARR
of 30.3% compared to 19.2% at last review.  The modeled WARR is
the current actual WARR.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).  For
non-CUSIP collateral, Moody's is reducing the maximum over
concentration stress applied to correlation factors due to the
diversity of tenants, property types, and geographic locations
inherent in the pooled transactions.  Moody's modeled a MAC of
16.8% compared to 17.3% at last review.

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

The cash flow model, CDOEdge(R) v3.2, was used to analyze the cash
flow waterfall and its effect on the capital structure of the
deal.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes.  However,
in many instances, a change in key parameter assumptions in
certain stress scenarios may be offset by a change in one or more
of the other key parameters.  Rated notes are particularly
sensitive to changes in recovery rate assumptions.  Holding all
other key parameters static, changing the recovery rate assumption
down from 30% to 20% or up to 40% would result in average rating
movement on the rated tranches of 1 to 5 notches downward and 1 to
4 notches upward, respectively.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term.  From time to time, Moody's may, if warranted, change
these expectations.  Performance that falls outside the given
range may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated when the related
securities ratings were issued.  Even so, a deviation from the
expected range will not necessarily result in a rating action nor
does performance within expectations preclude such actions.  The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.  Primary sources of assumption
uncertainty are the current stressed macroeconomic environment and
continuing weakness in the commercial real estate and lending
markets.  Moody's currently views the commercial real estate
market as stressed with further performance declines expected in a
majority of property sectors.  The availability of debt capital is
improving with terms returning towards market norms.  Job growth
and housing price stability will be necessary precursors to
commercial real estate recovery.  Overall, Moody's central global
scenario remains "hook-shaped" for 2010 and 2011; Moody's expects
overall a sluggish recovery in most of the world's largest
economies, returning to trend growth rate with elevated fiscal
deficits and persistent unemployment levels.

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.


ASSET BACKED: Moody's Takes Rating Actions on Various Tranches
--------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 13
tranches, confirmed the ratings of 5 tranches, and upgraded the
rating of 1 tranche, from 4 RMBS transactions issued by Asset
Backed Securities Corporation.  The collateral backing these deals
primarily consists of first-lien, fixed and adjustable-rate
subprime residential mortgages.

                        Ratings Rationale

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

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

In addition to adjustments to reflect updated loss expectations,
certain tranches have been kept on review for possible downgrade
due to uncertainty surrounding principal allocations.  In each of
Asset Backed Securities Corporation Home Equity Loan Trust 2006-
HE2, Asset Backed Securities Corporation Home Equity Loan Trust
2006-HE4, and Asset Backed Securities Corporation Home Equity Loan
Trust NC 2005-HE8, principal payments are being allocated
sequentially between Class A1 bonds and Class A1A bonds.  However,
the PSAs indicate pro-rata allocation of principal payments,
unless a sequential trigger event has occurred, which is not the
case according to the letter of the documents.  In the case of
ABSC 2005-HE8, the A1 and A1A tranches' ratings have been
confirmed, as payment method will have little impact on ratings.
However, tranches from both 2006-HE2 and 2006-HE4 have been left
on review, pending resolution of payment method.

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.

A list of updated estimated pool losses, sensitivity analysis, and
tranche recovery details is being posted on an ongoing basis for
the duration of this review period and may be found at:

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.

Complete rating actions are:

Issuer: Asset Backed Securities Corporation Home Equity Loan Trust
2006-HE2

  -- Cl. A3, Confirmed at Caa2 (sf); previously on Jan. 13, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A4, Confirmed at Caa3 (sf); previously on Jan. 13, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

Issuer: Asset Backed Securities Corporation Home Equity Loan Trust
2006-HE4

  -- Cl. A1A, Downgraded to Ba2 (sf); previously on Jan. 13, 2010
     A2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A2, Downgraded to B1 (sf); previously on Jan. 13, 2010
     Ba2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A5, Downgraded to Caa1 (sf); previously on Jan. 13, 2010
     Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A6, Downgraded to Ca (sf); previously on Jan. 13, 2010 B1
     (sf) Placed Under Review for Possible Downgrade

Issuer: Asset Backed Securities Corporation Home Equity Loan Trust
NC 2005-HE8

  -- A1, Confirmed at Aa2 (sf); previously on Jan. 13, 2010 Aa2
      (sf) Placed Under Review for Possible Downgrade

  -- A1A, Confirmed at Aa3 (sf); previously on Jan. 13, 2010 Aa3
      (sf) Placed Under Review for Possible Downgrade

  -- A2, Downgraded to A2 (sf); previously on Jan. 13, 2010 Aa3
     (sf) Placed Under Review for Possible Downgrade

  -- A5, Confirmed at Aa2 (sf); previously on Jan. 13, 2010 Aa2
     (sf) Placed Under Review for Possible Downgrade

  -- A6, Downgraded to Baa2 (sf); previously on Jan. 13, 2010 A1
     (sf) Placed Under Review for Possible Downgrade

  -- M1, Downgraded to B3 (sf); previously on Jan. 13, 2010 Baa1
     (sf) Placed Under Review for Possible Downgrade

  -- M2, Downgraded to C (sf); previously on Jan. 13, 2010 Ba2
     (sf) Placed Under Review for Possible Downgrade

  -- M3, Downgraded to C (sf); previously on Jan. 13, 2010 Caa2
    (sf) Placed Under Review for Possible Downgrade

Issuer: Asset Backed Securities Corporation Home Equity Loan
Trust, Series OOMC 2006-HE5

  -- Cl. A1, Downgraded to Baa2 (sf); previously on Jan. 13, 2010
     Aa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A4, Downgraded to B1 (sf); previously on Jan. 13, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A3, Upgraded to A1 (sf); previously on Jan. 13, 2010 Baa2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. A5, Downgraded to Caa1 (sf); previously on Jan. 13, 2010
     Ba2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. M1, Downgraded to C (sf); previously on Jan. 13, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade


ATLANTIS FUNDING: 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, and C notes from Atlantis Funding Ltd., a
collateralized loan obligation managed by Invesco Senior Secured
Management Inc. 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's underlying asset portfolio in the past year.

S&P previously downgraded all of the notes from Atlantis Funding
Ltd. in December 2009 in conjunction with their review following
the release of S&P's updated criteria for rating corporate CDOs in
September of 2009.  S&P subsequently raised its rating on the
class A-1 notes in May of this year following improvements in the
deal's performance and paydowns to the class A-1 notes.  Since
then, the transaction's performance has continued to improve, both
in terms of the credit quality of the underlying asset portfolio
and continued paydowns to the class A-1 notes.

According to the Oct. 15, 2009 trustee report, the transaction
held $66.9 million in defaulted obligations and $78.1 million in
'CCC' rated assets.  By the March 16, 2010, trustee report, the
defaulted obligations and 'CCC' rated assets held in the portfolio
had been reduced to $45.4 million and $60.2 million, respectively.
The credit performance of the portfolio has continued to improve.
As of the Nov. 10, 2010, trustee report, the transaction had only
$10.8 million in defaulted obligations and $42 million in 'CCC'
rated assets.  Additionally, the class A-1 notes have experienced
over $192 million in paydowns since April 2010, which have reduced
the class' current amount outstanding to 45.4% of its original
balance.

The largest obligor default test was the constraining factor for
the ratings on the class B and C notes.  The class B notes failed
to withstand the specified combination of underlying asset
defaults above the 'BBB (sf)' rating level and the class C notes
failed to withstand the specified combination of underlying asset
defaults above the 'BB (sf)' rating level.

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 deem necessary.

                         Rating Actions

                      Atlantis Funding Ltd.

                              Rating
                              ------
         Class           To           From
         -----           --           ----
         A-1             AA+ (sf)     AA- (sf)/Watch Pos
         A-2             AA+ (sf)     A+ (sf)/Watch Pos
         B               BBB+(sf)     BBB- (sf)
         C               BB+ (sf)     B+ (sf)


AVIATION CAPITAL: B737-400 Sale Won't Affect Fitch's Ratings
------------------------------------------------------------
Aviation Capital Group, the servicer for Aviation Capital Group
Trust, is proposing to sell one B737-400 in the ACG portfolio to a
third party.  The aircraft has been grounded since May 2009.  The
sale will result in a breach of three concentration limits as
defined by the transaction documents as a result of the declining
pool balance.  Fitch Ratings does not anticipate that the
concentration-limit breaches, in and of themselves, would
adversely impact Fitch's ratings on the trust.

Fitch currently rates the trust:

Aviation Capital Group Trust

  -- Class A-1 notes 'Bsf'; Outlook Stable;
  -- Class B-1 notes 'Csf/RR6';
  -- Class C-1 notes 'Csf/RR6';
  -- Class D-1 notes 'Csf/RR6'.


BABSON CAPITAL: S&P Raises Ratings on Various Classes of Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1A, A-1B-1, A-1B-2, A2, B-1 Def, B-2 Def, C-1 Def, and C-2 Def
notes issued by Babson CLO Ltd. 2005-I, a collateralized loan
obligation transaction managed by Babson Capital Management LLC.
At the same time, S&P removed its ratings on the class A-1B-1 and
A-1B-2 notes from CreditWatch, where S&P placed them with positive
implications on Nov. 8, 2010.  Concurrently, S&P affirmed its 'AAA
(sf)' rating on the principal protected class P notes.

The raised ratings reflect an improvement in credit quality
available to support the notes since S&P raised its ratings on the
notes on May 3, 2010.   As of the Oct. 29, 2010, trustee report,
the transaction had $21.89 million in defaulted assets, down from
$44.51 million noted in the Feb.  26, 2010, trustee report, which
S&P referenced for its May rating actions.  Furthermore, assets
from obligors rated in the 'CCC' category were reported at
$42.85 million in October 2010, compared with $64.63 million in
February 2010.

The transaction has also benefited from an increase in
overcollateralization available to support the rated notes.  The
trustee reported these O/C ratios in the Oct. 29, 2010, monthly
report:

* The class A O/C ratio was 118.88%, compared with a reported
  ratio of 117.49% in February 2010;

* The class B O/C ratio was 111.52%, compared with a reported
  ratio of 110.21% in February 2010; and

* The class C O/C ratio was 105.53%, compared with a reported
  ratio of 104.30% in February 2010.

The principal protected class P notes are fully backed by a zero
coupon Freddie Mac bond.  The rating affirmation on the class P
notes reflects this support.  The class P notes are also supported
by a portion of the unrated subordinate notes issued by Babson CLO
Ltd. 2005-I.

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 deem necessary.

                  Rating And Creditwatch Actions

                     Babson CLO Ltd. 2005-I

                            Rating
                            ------
          Class         To          From
          -----         --          ----
          A-1A          AA+ (sf)    AA- (sf)
          A-1B-1        AA+ (sf)    AA- (sf)/Watch Pos
          A-1B-2        AA+ (sf)    AA- (sf)/Watch Pos
          A2            AA (sf)     A (sf)
          B-1 Def       A- (sf)     BBB- (sf)
          B-2 Def       A- (sf)     BBB- (sf)
          C-1 Def       BB+ (sf)    B+ (sf)
          C-2 Def       BB+ (sf)    B+ (sf)

                         Rating Affirmed

                     Babson CLO Ltd. 2005-I

                       Class       Rating
                       -----       ------
                       P           AAA (sf)

  Transaction Information
  -----------------------
Issuer:              Babson CLO Ltd. 2005-I
Co-Issuer:           Babson CLO Inc. 2005-I
Collateral manager:  Babson Capital Management LLC
Underwriter:         Citigroup Global Markets Inc.
Trustee:             Bank of New York Mellon (The)
Transaction type:    Cash flow CLO


BANC OF AMERICA: Fitch Downgrades Ratings on 15 Certificates
------------------------------------------------------------
Fitch Ratings downgrades 15 classes of commercial mortgage pass-
through certificates from Banc of America Commercial Mortgage
Securities, Inc., series 2007-1, due to further deterioration of
performance primarily due to increased expected losses on the
specially serviced loans.

The downgrades reflect an increase in Fitch modeled losses across
the pool, which includes assumed losses on loans in special
servicing and on performing loans with declines in performance
indicative of a higher probability of default.  Fitch modeled
losses of 11% (10.9% cumulative transaction losses, which includes
losses realized to date) based on expected losses on the specially
serviced loans and loans that could not refinance at maturity.

As of the November 2010 distribution date, the pool's aggregate
principal balance has decreased 2.2% to $3.08 billion from
$3.15 billion at issuance.  As of November 2010, there are
cumulative interest shortfalls in the amount of $4.1 million,
affecting classes J through Q.

The largest contributor to expected loss is the largest specially
serviced loan (7.1% of the pool), secured by the Solana office
complex located in Westlake, Texas.  The loan was transferred to
special servicing in March 2009 for imminent default and has since
been modified.  One of the largest tenants at the property, Sabre
Group, vacated their space and will not renew when their lease
expires in 2011.  A reported appraisal from May 2010 indicates a
value significantly below the loan amount.

The second largest contributor to expected loss is the second
largest specially serviced asset, 575 Lexington Avenue (5.3%), is
secured by an approximately 640,000 square foot office building
located in Midtown Manhattan.  The loan transferred to special
servicing in April 2010 for imminent default.  The servicer
reported occupancy as of June 2010 was 82.8% and the reported debt
service coverage ratio as of year-end 2009 was 0.71 times.

The largest contributor to expected loss of the loans not in
special servicing is the StratREAL Industrial Portfolio I (6.2%).
The collateral consists of a portfolio of industrial properties
with the majority of properties located in the Memphis, TN and
Columbus, OH areas.  The servicer reported occupancy for the
portfolio was 87.7% as of second-quarter 2010, compared with a
combined 94.5% at issuance.

In total, there are 19 loans (17.6%) in special servicing
including four loans (0.9%) that are real estate owned.  At
Fitch's last review there were 14 loans (17.4%) in special
servicing with four loans (8%) performing and one REO loan (0.1%).

Fitch has downgraded, revised Outlooks and Loss Severity ratings,
and assigned Recovery Ratings to these classes as indicated:

  -- $259.5 million class A-J to 'BBsf/LS4' from 'BBBsf/LS3';
     Outlook to Stable from Negative;

  -- $27.5 million class B to 'Bsf/LS5' from 'BBB-sf/LS5'; Outlook
     to Stable from Negative;

  -- $35.4 million class C to 'B/LS5' from 'BBsf/LS5'; Outlook
     Negative;

  -- $27.5 million class D to 'B-/LS5' from 'BBsf/LS5'; Outlook
     Negative;

  -- $39.3 million class E to 'CCC/RR1' from 'Bsf/LS5';

  -- $39.3 million class F to 'CCC/RR1' from 'Bsf/LS5';

  -- $35.4 million class G to 'CCC/RR1' from 'B-sf/LS5';

  -- $35.4 million class H to 'CCC/RR1' from 'B-sf/LS5';

  -- $39.3 million class J to 'CCsf/RR1' from 'B-sf/LS5';

  -- $7.9 million class K to 'CCsf/RR4' from 'B-sf/LS5';

  -- $11.8 million class L to 'CCsf/RR6' from 'B-sf/LS5';

  -- $7.9 million class M to 'Csf/RR6' from 'B-sf/LS5';

  -- $3.9 million class N to 'Csf/RR6' from 'B-sf/LS5';

  -- $7.9 million class O to 'Csf/RR6' from 'B-sf/LS5';

  -- $11.8 million class P to 'Csf/RR6' from 'CCCsf/RR6'.

Additionally, Fitch has affirmed these classes and revised Rating
Outlook and LS Ratings as indicated:

  -- $2.7 million class A-1 at 'AAAsf/LS2'; Outlook Stable;
  -- $293 million class A-2 at 'AAAsf/LS2'; Outlook Stable;
  -- $444 million class A-3 at 'AAAsf/LS2'; Outlook Stable;
  -- $68.5 million class A-AB at 'AAAsf/LS2'; Outlook Stable;
  -- $698.7 million class A-4 at 'AAAsf/LS2'; Outlook Stable;
  -- $633.8 million class A-1A at 'AAAsf/LS2'; Outlook Stable;
  -- $214.5 million class A-MFX at 'AAAsf/LS4'; Outlook Stable;
  -- $100 million class A-MFL at 'AAAsf/LS4'; Outlook Stable.

Fitch does not rate the $32.6 million class Q.  Fitch withdraws
the ratings on the interest-only class XW.


BANC OF AMERICA: Moody's Affirms Ratings on 12 2007-BMB1 Certs.
---------------------------------------------------------------
Moody's Investors Service affirmed 12 classes and downgraded four
classes of Banc of America Large Loan, Inc. Commercial Mortgage
Pass-Through Certificates, Series 2007-BMB1.

  -- Cl. A-1, Affirmed at Aaa (sf); previously on Oct. 26, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-2, Affirmed at Aaa (sf); previously on Oct. 26, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-1A, Affirmed at Aaa (sf); previously on Oct. 26, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X, Affirmed at Aaa (sf); previously on Oct. 26, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. B, Affirmed at Aa3 (sf); previously on March 4, 2009
     Downgraded to Aa3 (sf)

  -- Cl. C, Affirmed at A2 (sf); previously on March 4, 2009
     Downgraded to A2 (sf)

  -- Cl. D, Affirmed at A3 (sf); previously on March 4, 2009
     Downgraded to A3 (sf)

  -- Cl. E, Affirmed at Baa1 (sf); previously on March 4, 2009
     Downgraded to Baa1 (sf)

  -- Cl. F, Affirmed at Baa2 (sf); previously on March 4, 2009
     Downgraded to Baa2 (sf)

  -- Cl. G, Affirmed at Baa3 (sf); previously on March 4, 2009
     Downgraded to Baa3 (sf)

  -- Cl. H, Downgraded to Ba2 (sf); previously on March 4, 2009
     Downgraded to Ba1 (sf)

  -- Cl. J, Downgraded to B2 (sf); previously on March 4, 2009
     Downgraded to Ba3 (sf)

  -- Cl. K, Downgraded to Caa2 (sf); previously on March 4, 2009
     Downgraded to B1 (sf)

  -- Cl. L, Downgraded to C (sf); previously on March 4, 2009
     Downgraded to B3 (sf)

  -- Cl. FMH-1, Affirmed at A2 (sf); previously on March 4, 2009
     Downgraded to A2 (sf)

  -- Cl. FMH-2, Affirmed at Baa2 (sf); previously on March 4, 2009
     Downgraded to Baa2 (sf)

                        Ratings Rationale

The downgrades were due to the deterioration in the performance of
the assets in the trust including the Readers Digest loan.  The
Readers Digest loan ($16 million, 1% of the pool balance) is
secured by a single tenant office campus located in Chappaqua, New
York and fully leased to Readers Digest.  Readers Digest is
expected to vacate the property by the end of 2010.  A cash flow
sweep has been in place that will assist in covering the debt
service as the building is marketed for lease.  A 2010 appraisal
values the property at $6.2 million which is significantly below
the pooled balance.

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

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS Large
Loan Model v 8.0 which is used for both large loan and single
borrower transactions.  The large loan model derives credit
enhancement levels based on an aggregation of adjusted loan level
proceeds derived from Moody's loan level LTV ratios.  Major
adjustments to determining proceeds include leverage, loan
structure, property type, and sponsorship.  These aggregated
proceeds are then further adjusted for any pooling benefits
associated with loan level diversity, other concentrations and
correlations.  The model also incorporates a supplementary tool to
allow for the testing of the credit support at various rating
levels.  The scenario or "blow-up" analysis tests the credit
support for a rating assuming that all loans in the pool default
with an average loss severity that is commensurate with the rating
level being tested.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated March 4, 2009.  The
previous review was part of Moody's first quarter 2009 ratings
sweep and incorporated assumptions for capitalization rates and
stressed cash flows that were outlined in "Rating Methodology
Update: US CMBS Conduit and Fusion Review Prompted by Declining
Property Values and Rising Delinquencies" dated February 5, 2009.
See the ratings tab on the issuer / entity page on moodys.com for
the last rating action and the ratings history.

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.

                         Deal Performance

As of the November 15, 2010 distribution date, the transaction's
certificate balance decreased by approximately 16% to
$1.45 billion from $1.73 billion at securitization due to the
payoff of three loans and principal pay downs associated with
five loans.  The Certificates are collateralized by eleven
floating-rate loans ranging in size from 1% to 25% of the pooled
trust mortgage balance.  The largest three loans account for 62%
of the pooled balance.

The pool has not experienced any losses to date.  Currently three
loans are in special servicing, including the the Farallon MHC
Portfolio loan ($366.2 million; 25% of the pooled balance), the
Stamford Portfolio loan ($301.5 million; 21%), and the Simply Self
Storage loan ($33.7 million, 2%).  Both the Farallon MHC Portfolio
loan and the Simply Self Storage loan are requesting maturity
extensions and are in negotiations.  The Stamford Portfolio loan
has been extended and is expected to return to the master
servicer.

Moody's weighed average pooled loan to value ratio is 85% compared
to 91% at last review on March 4, 2009 and 68% at securitization.
Moody's pooled stressed DSCR is 1.29X, the same as last review and
compared to 1.50X at securitization.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.
Large loan transactions generally have a Herf of less than 20.
The pool has a Herf of 6 compared to 7 at last review.

The three largest exposures represent 62% of the pooled balance.
The largest pooled exposure is the Farallon MHC Portfolio Loan
which consists of a pooled portion of $366 million (22% of the
pool) and non-pooled portion of $84 million which supports three
non-pooled or rake classes.  The loan is a 47% pari-passu interest
in a $950 million senior mortgage which is secured by 273 cross-
collateralized and cross-defaulted mobile home communities located
throughout the country.  The loan was transferred to special
servicing in July 2010 due to concerns regarding refinancing at
the August 2012 maturity of the floating rate portion of the debt.
The loan continues to perform and the cash flow has increased
since securitization.  Moody's current pooled LTV is 64% and
stressed DSCR is 1.56X.  Moody's current credit estimate for the
pooled balance is Aa2, the same as last review.  Moody's current
credit estimate for the non-pooled or rake classes FMH-1 and FMH-2
are A2 and Baa2, respectively, the same as last review.

The second largest pooled exposure is the Stamford Office
Portfolio loan ($301.5 million -- 21%) which is secured by seven
office properties totaling 1.7 million square feet located in
Stamford, Connecticut.  The loan was transferred to special
servicing in July 2009 and the borrower has negotiated a loan
extension until August 2012 with two 1 year extensions.  The loan
is expected to return to the master servicer shortly.  Moody's
current LTV is 99% and stressed DSCR is 0.93X.  Moody's current
credit estimate is B1 compared to Ba2 at last review.

The OSI Restaurant Portfolio loan ($233 million -- 16%) is the
third largest loan in the pool and is secured by 343 properties
located in 35 states.  The loan is a 50% pari-passu interest in
a $466 million senior mortgage.  The cash flow has been stable
since securitization and the loan has paid down approximately
$9 million.  Moody's current pooled LTV is 75% and stressed DSCR
is 1.41X.  Moody's current credit estimate is Ba1 compared to Ba2
at last review.


BANC OF AMERICA: Moody's Downgrades Ratings on 14 Certificates
--------------------------------------------------------------
Moody's Investors Service downgraded the ratings of 14 classes and
affirmed eight classes of Banc of America Commercial Mortgage
Pass-Through Certificates, Series 2006-4:

  -- Cl. A-2, Affirmed at Aaa (sf); previously on Oct. 20, 2006
     Definitive Rating Assigned Aaa (sf)


  -- Cl. A-3A, Affirmed at Aaa (sf); previously on Oct. 20, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3B, Affirmed at Aaa (sf); previously on Oct. 20, 2006
     Assigned Aaa (sf)

  -- Cl. A-AB, Affirmed at Aaa (sf); previously on Oct. 20, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-1A, Affirmed at Aaa (sf); previously on Oct. 20, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-4, Affirmed at Aaa (sf); previously on Oct. 20, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. XP, Affirmed at Aaa (sf); previously on Oct. 20, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. XC, Affirmed at Aaa (sf); previously on Oct. 20, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-M, Downgraded to Aa1 (sf); previously on Oct. 7, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-J, Downgraded to Baa2 (sf); previously on Oct. 7, 2010
     A1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B, Downgraded to Baa3 (sf); previously on Oct. 7, 2010 A2
      (sf) Placed Under Review for Possible Downgrade

  -- Cl. C, Downgraded to B1 (sf); previously on Oct. 7, 2010 A3
      (sf) Placed Under Review for Possible Downgrade

  -- Cl. D, Downgraded to B3 (sf); previously on Oct. 7, 2010 Baa1
      (sf) Placed Under Review for Possible Downgrade

  -- Cl. E, Downgraded to Caa1 (sf); previously on Oct. 7, 2010
     Baa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. F, Downgraded to Caa2 (sf); previously on Oct. 7, 2010
     Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. G, Downgraded to Caa3 (sf); previously on Oct. 7, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. H, Downgraded to C (sf); previously on Oct. 7, 2010 Ba3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. J, Downgraded to C (sf); previously on Oct. 7, 2010 B2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. K, Downgraded to C (sf); previously on Oct. 7, 2010 B3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. L, Downgraded to C (sf); previously on Oct. 7, 2010 Caa1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. M, Downgraded to C (sf); previously on Oct. 7, 2010 Caa1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. N, Downgraded to C (sf); previously on Oct. 7, 2010 Caa2
     (sf) Placed Under Review for Possible Downgrade

                        Ratings Rationale

The downgrades are due to higher expected losses for the pool
resulting from realized and anticipated losses from specially
serviced and troubled loans.  The affirmations are due to key
parameters, including Moody's loan to value ratio, Moody's
stressed debt service coverage ratio and the Herfindahl Index,
remaining within acceptable ranges.  Based on Moody's current base
expected loss, the credit enhancement levels for the affirmed
classes are sufficient to maintain their current ratings.

On October 7, 2010, Moody's placed 14 classes on review for
possible downgrade.  This action concludes Moody's review.

Moody's rating action reflects a cumulative base expected loss of
8.6% of the current balance.  At last review, Moody's cumulative
base expected loss was 4.9%.  Moody's stressed scenario loss is
14.8% of the current balance.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels.  If future performance materially declines,
the expected level of credit enhancement and the priority in the
cash flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions.  Conduit model results at the Aa2 level are driven
by property type, Moody's actual and stressed DSCR, and Moody's
property quality grade (which reflects the capitalization rate
used by Moody's to estimate Moody's value).  Conduit model results
at the B2 level are driven by a pay down analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl
score, a measure of loan level diversity, is a primary determinant
of pool level diversity and has a greater impact on senior
certificates.  Other concentrations and correlations may be
considered in Moody's analysis.  Based on the model pooled credit
enhancement levels at Aa2 and B2, the remaining conduit classes
are either interpolated between these two data points or
determined based on a multiple or ratio of either of these two
data points.  For fusion deals, the credit enhancement for loans
with investment-grade credit estimates is melded with the conduit
model credit enhancement into an overall model result.  Fusion
loan credit enhancement is based on the underlying rating of the
loan which corresponds to a range of credit enhancement levels.
Actual fusion credit enhancement levels are selected based on loan
level diversity, pool leverage and other concentrations and
correlations within the pool.  Negative pooling, or adding credit
enhancement at the underlying rating level, is incorporated for
loans with similar credit estimates in the same transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 33 compared to 51 at Moody's prior review.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated May 7, 2008.

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 ratings.

                         Deal Performance

As of the November 1, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 3% to $2.6 billion
from $2.7 billion at securitization.  The Certificates are
collateralized by 162 mortgage loans ranging in size from less
than 1% to 7% of the pool, with the top ten loans representing 34%
of the pool.  Two loans have defeased, representing 2% of the
pool, and are collateralized by U.S. Government securities.  The
pool contains two loans, representing 1% of the pool, with credit
estimates.

Thirty-seven loans, representing 16% of the pool, are on the
master servicer's watchlist.  The watchlist includes loans which
meet certain portfolio review guidelines established as part of
the CRE Finance Council monthly reporting package.  As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Three loans have been liquidated from the pool, resulting in an
aggregate realized loss of $6.8 million (30% loss severity
overall).  Twenty loans, representing 12% of the pool, are
currently in special servicing.  Moody's has estimated an
aggregate $146 million loss (45% expected loss on average) for the
specially serviced loans.

Moody's has assumed a high default probability for 13 poorly
performing loans representing 8% of the pool and has estimated a
$41.9 million loss (20% expected loss based on a 50% probability
default) from these troubled loans.

Moody's was provided with partial year 2009 operating results for
72% of the pool.  Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 100% compared to 144% at Moody's
prior review.  Moody's net cash flow reflects a weighted average
haircut of 17.1% to the most recently available net operating
income.  Moody's value reflects a weighted average capitalization
rate of 9.1%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.47X and 1.04X, respectively, compared to
1.0X and 0.88X at last review.  Moody's actual DSCR is based on
Moody's net cash flow and the loan's actual debt service.  Moody's
stressed DSCR is based on Moody's NCF and a 9.25% stressed rate
applied to the loan balance.

The largest loan with a credit estimate is the Glen Oaks Shopping
Center Loan ($20 million -- 0.8% of the pool), which is secured by
a 244,000 square foot retail center located in Nassau County, New
York.  Moody's current credit estimate and stressed DSCR are Aa1
and 1.92X, respectively, compared to Aa2 and 1.60X at last review.
The second loan with a credit estimate is the 345 East 86th Street
Apartments Loan ($5.2 million -- 0.2% of the pool), which is
secured by a 114-unit residential co-op building located in New
York, New York.  Moody's current credit estimate is Aaa, the same
as last review.

The top three performing loans represent 14% of the pool balance.
The largest loan is the Technology Corners at Moffett Park Loan
($185.2 million -- 7.0% of the pool), which is secured by a
716,000 square foot Class A office complex located in Sunnyvale,
California.  Financial performance has improved since last review.
Occupancy was reported at 100% as of June 2010, the same as last
review.  Moody's LTV and stressed DSCR are 133% and 0.94X,
respectively, compared to 139% and 0.85X at last review.

The second largest loan is the Marriott Indianapolis Loan
($101.8 million -- 3.9% of the pool), which is secured by a 615-
room hotel located in downtown Indianapolis, Indiana.  The
property's financial performance has been stable.  Moody's LTV and
stressed DSCR are 90% and 1.29X, respectively, compared to 105%
and 1.17X at last review.

The third largest loan is the Mesa Mall Loan ($87.25 million --
3.3% of the pool), which is secured by a 560,264 square foot
enclosed regional shopping mall located in Grand Junction,
Colorado.  Anchor tenants include Sears, Herbergers and
Sutherland's Lumber Home included in the collateral supporting the
loan and Target, Cabella and JC Penney not included in the
collateral.  Moody's LTV and stressed DSCR are 113% and 0.88X,
respectively, compared to 116% and 0.80X at last review.


BANC OF AMERICA: Moody's Downgrades Ratings on 183 Tranches
-----------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 183
tranches and confirmed the ratings of two tranches from 10 RMBS
transactions issued by Banc of America Alternative Loan Trust.
The collateral backing these deals primarily consists of first-
lien, fixed and adjustable-rate Alt-A residential mortgages.

                        Ratings Rationale

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

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

The rating action also reflects a correction to the ratings of
Banc of America Alternative Loan Trust 2006-2 Class 5-A-3 and
Class 5-A-4.  In previous rating actions, the loss allocations for
Class 5-A-3 and Class 5-A-4 were treated pro rata.  According to
the rules outlined in the Pooling and Servicing Agreement.,Class
5-A-4 will absorb Class 5-A-3's portion of loss as long as Class
5-A-4 remains outstanding.  Moody's rating has been adjusted to
reflect that losses are allocated to Class 5-A-3 and Class 5-A-4,
as described in the PSA.

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

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.

A list of updated estimated pool losses, sensitivity analysis, and
tranche recovery details is being posted on an ongoing basis for
the duration of this review period and may be found at:

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: Banc of America Alternative Loan Trust 2006-1
  -- Cl. 1-CB-1, Downgraded to Caa1 (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

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

  -- Cl. 3-CB-1, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 4-CB-1, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-IO, Downgraded to Caa1 (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-PO, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

Issuer: Banc of America Alternative Loan Trust 2006-2

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

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

  -- Cl. 3-CB-1, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 4-CB-1, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 5-A-3, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 5-A-4, Downgraded to C (sf); previously on Jan. 14, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 5-A-5, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

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

  -- Cl. 5-IO, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 5-PO, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 6-A-1, Downgraded to B2 (sf); previously on Jan. 14, 2010
     Ba2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 15-IO, Downgraded to B1 (sf); previously on Jan. 14, 2010
     Ba2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 15-PO, Downgraded to B3 (sf); previously on Jan. 14, 2010
     Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 7-A-1, Downgraded to B1 (sf); previously on Jan. 14, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-IO, Downgraded to Caa1 (sf); previously on Jan. 14,
     2010 B1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-PO, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

Issuer: Banc of America Alternative Loan Trust 2006-3

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

  -- Cl. 2-CB-1, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-1, Downgraded to Caa1 (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-2, Downgraded to Caa1 (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

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

  -- Cl. 3-A-4, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-5, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-6, Downgraded to Ca (sf); previously on Jan. 14, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-7, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

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

  -- Cl. 3-PO, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 4-CB-1, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 5-CB-1, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 6-A-1, Downgraded to Baa1 (sf); previously on Jan. 14,
     2010 Aa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 6-IO, Downgraded to Baa1 (sf); previously on Jan. 14,
     2010 Aa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 6-PO, Downgraded to B2 (sf); previously on Jan. 14, 2010
     Aa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-IO, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-PO, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

Issuer: Banc of America Alternative Loan Trust 2006-4

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

  -- Cl. 1-A-2, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-3, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-4, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-5, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-6, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-IO, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-PO, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1, Downgraded to B1 (sf); previously on Jan. 14, 2010
     Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 15-IO, Downgraded to B1 (sf); previously on Jan. 14, 2010
     Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 15-PO, Downgraded to Caa1 (sf); previously on Jan. 14,
     2010 Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-CB-1, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-CB-2, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-CB-3, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-CB-4, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-CB-5, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-CB-6, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 4-CB-1, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 5-CB-1, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-IO, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-PO, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

Issuer: Banc of America Alternative Loan Trust 2006-5

  -- Cl. CB-1, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-2, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-3, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-4, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-5, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-6, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-7, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-8, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-9, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-10, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-11, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-12, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-13, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-14, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-15, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-16, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-17, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-18, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-IO, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-PO, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

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

  -- Cl. 2-A-3, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

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

  -- Cl. 2-A-4, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-5, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-6, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

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

  -- Cl. 2-A-8, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-9, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-1, Downgraded to B1 (sf); previously on Jan. 14, 2010
     Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-IO, Downgraded to B1 (sf); previously on Jan. 14, 2010
     Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-PO, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

Issuer: Banc of America Alternative Loan Trust 2006-6

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

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

  -- Cl. CB-3, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-4, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-5, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-6, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-7, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-8, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-9, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-10, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-IO, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-11, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-PO, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-5, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

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

  -- Cl. 2-A-7, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-8, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-9, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-10, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-11, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-12, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-13, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

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

  -- Cl. 2-A-15, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-16, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

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

Issuer: Banc of America Alternative Loan Trust 2006-7

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

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

  -- Cl. A-4, Downgraded to Caa3 (sf); previously on Jan. 14, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-5, Downgraded to Caa3 (sf); previously on Jan. 14, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-6, Downgraded to Caa3 (sf); previously on Jan. 14, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

Issuer: Banc of America Alternative Loan Trust 2006-8

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

  -- Cl. 1-A-2, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-3, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-4, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-5, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

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

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

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

  -- Cl. 3-A-1, Confirmed at Caa1 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-IO, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-PO, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

Issuer: Banc of America Alternative Loan Trust 2006-9

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

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

  -- Cl. A-3, Downgraded to Caa3 (sf); previously on Jan. 14, 2010

     B3 (sf) Placed Under Review for Possible Downgrade

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

  -- Cl. 1-CB-1, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. CB-IO, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 30-PO, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-NC-1, Downgraded to Ca (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. NC-IO, Downgraded to Ca (sf); previously on Jan. 14, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

Issuer: Banc of America Alternative Loan Trust 2007-1

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

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

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

  -- Cl. 3-A-1, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-2, Downgraded to C (sf); previously on Jan. 14, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

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

  -- Cl. 3-A-4, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-5, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-6, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-7, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-8, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-9, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-10, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-11, Downgraded to Ca (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-12, Downgraded to Ca (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-13, Downgraded to C (sf); previously on Jan. 14, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

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

  -- Cl. 3-A-16, Downgraded to Ca (sf); previously on Jan. 14,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-17, Downgraded to Ca (sf); previously on Jan. 14,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-18, Downgraded to Ca (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-19, Downgraded to Ca (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-20, Downgraded to C (sf); previously on Jan. 14, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-21, Downgraded to Ca (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-22, Downgraded to C (sf); previously on Jan. 14, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-23, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-24, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-25, Downgraded to Ca (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-26, Downgraded to Ca (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-27, Downgraded to Ca (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-28, Downgraded to Ca (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-29, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-30, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-31, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-32, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-33, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-34, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-35, Downgraded to Ca (sf); previously on Jan. 14,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-IO, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-PO, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 4-A-1, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

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


BEAR STERNS: Fitch Downgrades Ratings on 12 2006-PWR14 Certs.
-------------------------------------------------------------
Fitch Ratings has downgraded 12 classes of Bear Sterns Commercial
Mortgage Securities Trust, series 2006-PWR14 commercial mortgage
pass-through certificates due to further deterioration of
performance, most of which involves increased losses on the
specially serviced loans.

The downgrades reflect an increase in Fitch expected losses across
the pool.  Fitch modeled losses of 7.8% of the remaining pool;
expected losses of the original pool are at 7.9%, including losses
already incurred to date.  Fitch has designated 85 loans (37%) as
Fitch Loans of Concern, which includes 17 specially serviced loans
(7.1%).  Fitch expects classes J through P could eventually be
fully depleted from losses associated with the specially serviced
assets.

As of the November 2011 distribution date, the pool's aggregate
principal balance has been paid down by approximately 2.9% to
$2.4 billion from $2.5 billion at issuance.  No loans have
defeased since issuance.  Interest shortfalls are affecting
classes K through P.

The largest contributor to modeled losses (2.7% of the pool
balance) is the Philips at Sunrise Shopping Center loan.  The loan
is secured by a 414,082-square foot retail center located in
Massapequa, New York.  The property was 99.9% occupied at issuance
but saw occupancy drop to 85.6% following the bankruptcies of
Circuit City and Linens 'N Things.  The loan was previously in
special servicing (between March 2009 and August 2010) because the
borrower requested debt service relief due to the vacancy of the
bankrupt tenants, and because the borrower filed suit against the
loan originator and the trust alleging that the originator
obtained an inflated valuation on the loan.  Recently, the
borrower was able to re-lease one of the vacant anchor spaces to
Michael's and the loan was reinstated with the master servicer.
The modification includes a deferral of several missed payments.
Additionally, the pay rate corresponding to the monthly debt
service payments has been altered.  To date, the borrower has
performed under the agreement and the loan is current.  Fitch
estimated the property's debt service coverage ratio at
approximately 1.11 times inclusive of the new lease.

The next largest contributor to modeled losses (1.4%) is the Drury
Inn Portfolio loan, collateralized by three hotels with 453 rooms
under the Best Western and Drury Inn Flags.  The hotels are
located in San Antonio (two properties) and Albuquerque (one).
Performance and cash flow continue to decline.  As of mid-year
2010, the portfolio reported a DSCR of 1.01x, compared with 1.86x
underwritten at issuance.  The portfolio has struggled with a 50%
net operating income decline due to lower occupancy; and debt
service coverage was further affected by the expiration of the
upfront interest-only period.  The loan continues to perform but
is considered a Fitch Loan of Concern.

The third largest contributor to modeled losses (1.6%) is the
Fountain Square loan.  The loan is secured by a 165,872-sf
anchored retail center located in Brookfield, WI, approximately 12
miles west of the Milwaukee CBD.  Coverage slipped to 1.00x after
Circuit City and La-Z-Boy vacated, putting occupancy at 65.7% in
2009.  Recently, the spaces were re-leased to Golfsmith and Buy
Buy Baby, bringing occupancy back to 100%.  However, the new
leases appear to have been signed at lower market rents.
Additional expirations are manageable until 2016 (when the loan is
anticipated to repay), at which time approximately 28% of the
space is scheduled to expire.  The loan was a construction take-
out with a Fitch DSCR of 0.98x at issuance.  The loan remains a
Fitch Loan of Concern.

Fitch has downgraded these classes and revised or assigned the
Outlooks and Recovery Ratings as indicated:

  -- $24.7 million class C to 'B/LS5' from 'BB/LS5'; Outlook to
     Stable from Negative;

  -- $37 million class D to 'B-/LS5' from 'B/LS5'; Outlook
     Negative;

  -- $21.6 million class E to 'CCC/RR1' from 'B/LS5';

  -- $24.7 million class F to 'CCC/RR1' from 'B-/LS5';

  -- $24.7 million class G to 'CC/RR1' from 'B-/LS5';

  -- $24.7 million class H to 'CC/RR6' from 'B-/LS5';

  -- $9.3 million class J to 'CC/RR6' from 'B-/LS5';

  -- $6.2 million class K to 'CC/RR6' from 'B-/LS5';

  -- $9.3 million class L to 'CC/RR6' from 'B-/LS5';

  -- $3.1 million class M to 'C/RR6' from 'B-/LS5';

  -- $6.2 million class N to 'C/RR6' from 'B-/LS5';

  -- $6.2 million class O to 'C/RR6' from 'CCC/RR6'.

Fitch has also affirmed these classes and revised the Loss
Severity ratings and Outlooks as indicated:

  -- $48.2 million class A-1 at 'AAA/LS2'; Outlook Stable;

  -- $170.7 million class A-2 at 'AAA/LS2'; Outlook Stable;

  -- $68.9 million class A-3 at 'AAA/LS2'; Outlook Stable;

  -- $125.1 million class A-AB at 'AAA/LS2'; Outlook Stable;

  -- $950.9 million class A-4 at 'AAA/LS2'; Outlook Stable;

  -- $291.6 million class A-1A at 'AAA/LS2'; Outlook Stable;

  -- $246.8 million class A-M at 'AAA/LS3'; Outlook Stable;

  -- $222.1 million class A-J at 'BBB/LS3'; Outlook Stable;

  -- $46.3 million class B at 'BB/LS5'; Outlook to Stable from
     Negative.

Fitch does not rate the $16.7 million class P.

Fitch has withdrawn the rating on the interest-only classes X-1,
X-2, and X-W.


BEAR STERNS: Fitch Downgrades Ratings on 13 2007-PWR17 Certs.
-------------------------------------------------------------
Fitch Ratings has downgraded 13 classes of Bear Sterns Commercial
Mortgage Securities Trust 2007-PWR17, commercial mortgage pass-
through certificates, due to further deterioration of performance,
most of which involves increased losses on the specially serviced
loans.

The downgrades reflect an increase in Fitch expected losses across
the pool.  Fitch modeled losses of 8.7% of the remaining pool;
expected losses of the original pool are at 8.7%, including losses
already incurred to date.  Fitch has designated 39 loans (18%) as
Fitch Loans of Concern, which includes 13 specially serviced loans
(8.3%).  Fitch expects classes M through S may be fully depleted
from losses associated with the specially serviced assets.

As of the November 2011 distribution date, the pool's aggregate
principal balance has been paid down by approximately 1.8% to
$3.2 billion from $3.3 billion at issuance.  No loans have
defeased since issuance.  Interest shortfalls are affecting
classes J through S.

The Fitch-stressed LTV for the pool is 95%.  The top 15 loans
represent 41% of the pool, 11 of the top 15 were assumed to
default and incur a loss, with severities ranging from 4% to 44%.

The largest contributor to loss (5.6% of pool balance) is the RRI
Hotel Portfolio loan which is secured by 79 Red Roof Inn hotels
located across 24 states.  The total outstanding loan balance is
$517.4 million, of which $181.8 is securitized within this
transaction as a pari passu A-1 note.  The loan transferred to
special servicing in June 2009.  The borrower and special servicer
are negotiating terms of a potential modification and foreclosure
has been initiated on six properties.

The next largest contributor to losses (7.7%) is the largest loan
in the transaction, DRA/Colonial Office Portfolio.  The interest-
only loan is secured by 19 office and retail properties that
comprise approximately 5.2 million square feet across six MSA's.
The loan has a total balance of $741.9 million and is split into
three equal pari passu notes, of which the A-2 note is securitized
in this transaction.  Fitch expects the loan which has a stressed
Fitch Loan to Value of 111% will not refinance at maturity, as it
does not pass Fitch's maturity stress.  The most recent servicer-
reported DSCR for the portfolio is 1.19 times for the first six
months of 2010 and 1.21x as of year-end 2009.  Occupancy decreased
slightly from year-end 2009 to 85.2% from 86.7%.

The third largest contributor to losses (7.3) is the Bank of
America Center.  The interest only loan, which is the second
largest in the transaction, is secured by a 56 story office
building in Houston, Texas.  Fitch expects the loan, which has a
stressed Fitch LTV of 111%, to default at maturity based on
current performance.  The most recent servicer-reported DSCR for
the portfolio is 1.32x for the first six months of 2010 and 1.26x
as of year-end 2009.  Occupancy increased slightly from year-end
2009 to 91.9% from 89.3%.

Fitch downgrades these classes and revises the Outlooks, Loss
Severity ratings, and Recovery Ratings as indicated:

  -- $24.5 million class D to 'B/LS5' from ' BB/LS5'; Outlook
     Stable;

  -- $20.4 million class E to 'B-/LS5' from ' BB/LS5 '; Outlook
     Negative;

  -- $28.5 million class F to 'B-/LS5' from ' B/LS5 '; Outlook
     Negative;

  -- $32.6 million class G to 'CCC/RR1'from 'B-/LS5';

  -- $36.7 million class H to 'CCC/RR1' from 'B-/LS5 ';

  -- $32.6 million class J to 'CCC/RR1' from ' B-/LS5 ';

  -- $32.6 million class K to 'CC/RR3' from ' B-/LS5 ';

  -- $12.2 million class L to 'CC/RR6 from' B-/LS5 ';

  -- $12.2 million class M to C/RR6' from ' B-/LS5 ';

  -- $12.2 million class N to 'C/RR6' from CCC/RR6' ';

  -- $8.2 million class O to 'C/RR6' from 'CCC/RR6' ';

  -- $4.1 million class P to 'CRR6' from 'CCC/RR6';

  -- $8.2 million class Q to 'C/RR6' from 'CCC/RR6'.

Fitch also affirms these classes and revises the LS ratings as
indicated:

  -- $52.4 million class A-1 at 'AAA/LS2'; Outlook Stable;
  -- $194.1 million class A-2 at 'AAA/LS2'; Outlook Stable;
  -- $311.8 million class A-3 at 'AAA/LS2'; Outlook Stable;
  -- $132 million class A-AB at 'AAA/LS2'; Outlook Stable;
  -- $1.18 billion class A-4 at 'AAA/LS2'; Outlook Stable;
  -- $363.6 million class A-1A at 'AAA/LS2'; Outlook Stable;
  -- $231 million class A-M at 'AAA/LS3'; Outlook Stable;
  -- $95 million class A-MFL at 'AAA/LS3'; Outlook Stable;
  -- $269 million class A-J at 'BBB/LS4'; Outlook Stable;
  -- $28.5 million class B at 'BB/LS5'; Outlook Stable;
  -- $44.8 million class C at 'BB/LS5'; Outlook Stable.

Fitch does not rate the $41.8 million class S.

Fitch withdraws the rating on the interest-only classes X-1 and X-
2.


BEAR STEARNS: Moody's Takes Rating Actions on Two 1999-C1 Certs.
----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of two classes,
downgraded one class, and affirmed six classes of Bear Stearns
Commercial Mortgage Securities Inc., Commercial Mortgage Pass-
Through Certificates, Series 1999-C1:

  -- X, Affirmed at Aaa (sf); previously on Feb. 10, 1999 Assigned
     Aaa (sf)

  -- B, Affirmed at Aaa (sf); previously on Feb. 9, 2005 Upgraded
     to Aaa (sf)

  -- C, Affirmed at Aaa (sf); previously on July 12, 2006 Upgraded
     to Aaa (sf)

  -- D, Upgraded to Aaa (sf); previously on March 17, 2008
     Upgraded to Aa2 (sf)

  -- E, Upgraded to Aa3 (sf); previously on March 17, 2008
     Upgraded to A1 (sf)

  -- G, Affirmed at Ba3 (sf); previously on Feb. 9, 2005
     Downgraded to Ba3 (sf)

  -- H, Affirmed at B2 (sf); previously on Feb. 9, 2005 Downgraded
     to B2 (sf)

  -- I, Downgraded to Ca (sf); previously on March 17, 2008
     Downgraded to Caa3 (sf)

  -- J, Affirmed at C (sf); previously on Feb. 9, 2005 Downgraded
     to C (sf)

                        Ratings Rationale

The upgrades are due to overall improved pool performance and a
significant increase in subordination levels since Moody's last
review.  The downgrade is due to higher expected losses for the
pool resulting from realized and anticipated losses from specially
serviced and troubled loans.  The affirmations and are due to key
parameters, including Moody's loan to value ratio, Moody's
stressed debt service coverage ratio and the Herfindahl Index,
remaining within acceptable ranges.  Based on Moody's current base
expected loss, the credit enhancement levels for the affirmed
classes are sufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of
5.1% of the current balance.  At last review, Moody's cumulative
base expected loss was 2.2%.  Moody's stressed scenario loss is
6.8% of the current balance.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels.  If future performance materially declines,
the expected level of credit enhancement and the priority in the
cash flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions.  Conduit model results at the Aa2 level are driven
by property type, Moody's actual and stressed DSCR, and Moody's
property quality grade (which reflects the capitalization rate
used by Moody's to estimate Moody's value).  Conduit model results
at the B2 level are driven by a pay down analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl
score, a measure of loan level diversity, is a primary determinant
of pool level diversity and has a greater impact on senior
certificates.  Other concentrations and correlations may be
considered in Moody's analysis.  Based on the model pooled credit
enhancement levels at Aa2 and B2, the remaining conduit classes
are either interpolated between these two data points or
determined based on a multiple or ratio of either of these two
data points.  For fusion deals, the credit enhancement for loans
with investment-grade underlying ratings is melded with the
conduit model credit enhancement into an overall model result.
Fusion loan credit enhancement is based on the credit estimate of
the loan which corresponds to a range of credit enhancement
levels.  Actual fusion credit enhancement levels are selected
based on loan level diversity, pool leverage and other
concentrations and correlations within the pool.  Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit estimates in
the same transaction.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated March 17, 2008.

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 ratings.

                         Deal Performance

As of the November 15, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 81% to
$91.1 million from $478 million at securitization.  The
Certificates are collateralized by 31 mortgage loans ranging in
size from less than 1% to 8% of the pool, with the top ten loans
representing 55% of the pool.  Five loans have defeased,
representing 11% of the pool, and are collateralized by U.S.
Government securities.  There are no loans with credit estimates.

Four loans, representing 15% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council monthly reporting package.  As part of Moody's
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Eleven loans have been liquidated from the pool, resulting in an
aggregate realized loss of $5.4 million (35% loss severity
overall).  Two loans, representing 3% of the pool, are currently
in special servicing.  The specially serviced loans are
represented by a retail center and mobile home community.  Moody's
has estimated an aggregate $1.3 million loss (45% expected loss on
average) for these two specially serviced loans.

Moody's has assumed a high default probability for two poorly
performing loans representing 11% of the pool and has estimated a
$2 million loss (20% expected loss based on a 50% probability
default) from these troubled loans.  Moody's rating action
recognizes potential uncertainty around the timing and magnitude
of loss from these troubled loans.

Moody's was provided with partial year 2009 operating results for
68% of the pool.  Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 46% compared to 66% at Moody's
prior review.  Moody's net cash flow reflects a weighted average
haircut of 11.3% to the most recently available net operating
income.  Moody's value reflects a weighted average capitalization
rate of 9.9%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 3.97X and 3.57X, respectively, compared to
1.84X and 2.11X at last review.  Moody's actual DSCR is based on
Moody's net cash flow and the loan's actual debt service.  Moody's
stressed DSCR is based on Moody's NCF and a 9.25% stressed rate
applied to the loan balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 18 compared to 23 at Moody's prior review.

The top three performing loans represent 21% of the pool balance.
The largest loan is the Hamilton Station Apartments Loan
($7.6 million -- 8.4% of the pool), which is secured by a 284-unit
apartment complex located in Columbus, Georgia.  Performance has
been stable with the property 93% leased as of June 2010 compared
to 97% as of December 2009.  Despite the drop in occupancy,
performance has improved since last review.  The loan has also
benefitted from 7% amortization since last review.  Moody's LTV
and stressed DSCR are 57% and 1.81X, respectively, compared to 70%
and 1.48X at last review.

The second largest loan is the Eden Center Loan ($6.2 million --
6.8% of the pool), which is secured by a 207,000 square foot
retail center located in Falls Church, Virginia.  The property's
financial performance has improved since last review due to higher
revenue achievement.  The property was 100% leased as of December
2009 compared to 90% at securitization.  The loan has amortized
19% since last review.  Moody's LTV and stressed DSCR are 15% and
>4.0X, respectively, compared to 19% and 3.92X at last review.

The third largest conduit loan is The Lakes Apartment Complex
($5.1 million -- 5.6% of the pool), which is secured by a 172-unit
apartment complex located in Columbus, Georgia.  The property was
94% leased as of June 2010 compared to 99% as of December 2009.
Despite the drop in occupancy, performance has improved since last
review.  The loan has also benefitted from 7% amortization since
last review.  Moody's LTV and stressed DSCR are 49% and 2.03X,
respectively, compared to 68% and 1.48X at last review.


BEAR STEARNS: Moody's Upgrades Ratings on Two 2001-TOP4 Certs.
--------------------------------------------------------------
Moody's Investors Service upgraded the ratings of two classes,
affirmed eight classes and downgraded four classes of Bear Stearns
Commercial Mortgage Securities Trust 2001-TOP4, Commercial
Mortgage Pass-Through Certificates, Series 2001-TOP4:

  -- Cl. A-2, Affirmed at Aaa (sf); previously on Nov. 8, 2001
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3, Affirmed at Aaa (sf); previously on Nov. 8, 2001
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-1, Affirmed at Aaa (sf); previously on Nov. 8, 2001
     Assigned Aaa (sf)

  -- Cl. B, Affirmed at Aaa (sf); previously on Aug. 16, 2006
     Upgraded to Aaa (sf)

  -- Cl. C, Affirmed at Aaa (sf); previously on Sept. 25, 2008
     Upgraded to Aaa (sf)

  -- Cl. D, Upgraded to Aa1 (sf); previously on Sept. 25, 2008
     Upgraded to Aa2 (sf)

  -- Cl. E, Upgraded to A2 (sf); previously on Sept. 25, 2008
     Upgraded to A3 (sf)

  -- Cl. F, Affirmed at Baa3 (sf); previously on Nov. 8, 2001
     Definitive Rating Assigned Baa3 (sf)

  -- Cl. G, Affirmed at Ba1 (sf); previously on Nov. 8, 2001
     Definitive Rating Assigned Ba1 (sf)

  -- Cl. H, Affirmed at Ba2 (sf); previously on Nov. 8, 2001
     Definitive Rating Assigned Ba2 (sf)

  -- Cl. J, Downgraded to B3 (sf); previously on Nov. 8, 2001
     Definitive Rating Assigned Ba3 (sf)

  -- Cl. K, Downgraded to Caa3 (sf); previously on Nov. 8, 2001
     Definitive Rating Assigned B1 (sf)

  -- Cl. L, Downgraded to C (sf); previously on June 15, 2005
     Downgraded to B3 (sf)

  -- Cl. M, Downgraded to C (sf); previously on June 15, 2005
     Downgraded to Caa1 (sf)

                        Ratings Rationale

The upgrades are due to the significant increase in subordination
due to loan payoffs and amortization and stable overall
performance.  The pool has paid down by 25% since last review.  In
addition, the pool benefits from 19% defeasance.

The downgrades are due to higher expected losses for the pool
resulting from anticipated losses from specially serviced and
troubled loans.  The affirmations are due to key parameters,
including Moody's loan to value ratio, Moody's stressed debt
service coverage ratio and the Herfindahl Index, remaining within
acceptable ranges.  Based on Moody's current base expected loss,
the credit enhancement levels for the affirmed classes are
sufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of
3.1% of the current balance.  At last review, Moody's cumulative
base expected loss was 1.5%.  Moody's stressed scenario loss is
4.7% of the current balance.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels.  If future performance materially declines,
the expected level of credit enhancement and the priority in the
cash flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions.  Conduit model results at the Aa2 level are driven
by property type, Moody's actual and stressed DSCR, and Moody's
property quality grade (which reflects the capitalization rate
used by Moody's to estimate Moody's value).  Conduit model results
at the B2 level are driven by a paydown analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl
score, a measure of loan level diversity, is a primary determinant
of pool level diversity and has a greater impact on senior
certificates.  Other concentrations and correlations may be
considered in Moody's analysis.  Based on the model pooled credit
enhancement levels at Aa2 and B2, the remaining conduit classes
are either interpolated between these two data points or
determined based on a multiple or ratio of either of these two
data points.  For fusion deals, the credit enhancement for loans
with investment-grade credit estimates is melded with the conduit
model credit enhancement into an overall model result.  Fusion
loan credit enhancement is based on the underlying rating of the
loan which corresponds to a range of credit enhancement levels.
Actual fusion credit enhancement levels are selected based on loan
level diversity, pool leverage and other concentrations and
correlations within the pool.  Negative pooling, or adding credit
enhancement at the underlying rating level, is incorporated for
loans with similar credit estimates in the same transaction.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated September 26, 2007.

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.

                         Deal Performance

As of the November 15, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 47% to
$474.6 million from $902.5 million at securitization.  The
Certificates are collateralized by 115 mortgage loans ranging in
size from less than 1% to 8% of the pool, with the top ten loans
representing 33% of the pool.  Twenty-four loans, representing 19%
of the pool, have defeased and are collateralized with U.S.
Government securities, compared to 15% at last review.  The pool
includes two loans with investment grade credit estimates,
representing 11% off the pool.

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

Four loans have been liquidated from the pool since
securitization, resulting in an aggregate $5.99 million loss (50%
loss severity on average).  The pool had not realized any losses
at last review.  Two loans, representing 1.4% of the pool, are
currently in special servicing.  The two specially serviced loans
are secured by office properties.  The master servicer has
recognized an aggregate $4.7 million appraisal reduction for the
specially serviced loans.  Moody's has estimated an aggregate
$4.97 million loss (76% expected loss on average) for the
specially serviced loans.

Moody's has assumed a high default probability for seven poorly
performing loans representing 6.3% of the pool and has estimated
an aggregate $6.0 million loss (20% expected loss based on a 50%
probability of default) from these troubled loans.

Moody's was provided with full year 2009 operating results for 95%
of the pool.  Excluding specially serviced and troubled loans,
Moody's weighted average LTV for the conduit component is 66%
compared to 73% at Moody's prior review.  Moody's net cash flow
reflects a weighted average haircut of 12.1% to the most recently
available net operating income.  Moody's value reflects a weighted
average capitalization rate of 9.7%.

Moody's actual and stressed DSCRs for the performing conduit loans
are 1.53X and 1.78X, respectively, compared to 1.42X and 1.50X at
last review.  Moody's actual DSCR is based on Moody's net cash
flow and the loan's actual debt service.  Moody's stressed DSCR is
based on Moody's NCF and a 9.25% stressed rate applied to the loan
balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 38 compared to 60 at Moody's prior review.

The largest loan with a credit estimate is the Morris Corporate
Center IV Loan ($37.2 million -- 7.8%), which is secured by a
340,000 square foot Class A office complex located in Parsippany,
New Jersey.  The property was 91% leased as of July 2010.  The
loan sponsor is Lexington Corporate Properties Trust, a publicly
traded REIT, and the New York Common Retirement Fund.  Moody's
current credit estimate and stressed DSCR are Baa3 and 1.55X,
respectively, compared to Baa3 and 1.49X at the prior review.

The second loan with a credit estimate is the Tyson's Square Loan
($12.6 million -- 2.7%), which is secured by a 167,000 SF retail
power center located in Tyson's Corner, Virginia.  The property
was 83% occupied as of June 2010 compared to 100% at last review.
Major tenants include Marshalls and the Sports Authority.  The
loan has benefited from 31% amortization since securitization.
Moody's current credit estimate and stressed DSCR are Aa2 and
2.05X, respectively, compared to Aa2 and 2.01X at the prior
review.

The top three performing conduit loans represent 12% of the pool
balance.  The largest loan is the Bridgewater Promenade Loan
($27.8 million -- 5.9% of the pool), which is secured by a 234,000
SF power center located in Bridgewater, New Jersey.  The property
has maintained 100% occupancy since securitization.  Major tenants
include Bed Bath & Beyond, Babies"R"Us and Marshalls.  Moody's LTV
and stressed DSCR are 80% and 1.29X, respectively, compared to 88%
and 1.16X at last review.

The second largest loan is Metaldyne Portfolio Loan ($14.9 million
-- 3.1% of the pool), which is secured by five industrial
buildings totaling 534,000 SF.  The properties are located in Ohio
(2), Illinois, Georgia and Michigan.  Originally, all of the
properties were 100% leased to Metaldyne Machining and Assembly
Company, Inc. through 2021.  Metaldyne filed for bankruptcy in May
2009 and has since vacated all of the buildings.  As of June 2010,
occupancy for the portfolio was 63%.  The loan is on the master
servicer's watchlist for low occupancy.  Moody's LTV and stressed
DSCR are 95% and 1.13X, respectively, compared to 73% and 1.41X at
last review.

The third largest loan is The Crossing at Stonegate Loan
($12.9 million -- 2.7% of the pool), which is secured by a 109,000
SF grocery anchored retail center located in Parker, Colorado.
Occupancy as of June 2010 was 98% compared to 96% at last review.
Moody's LTV and stressed DSCR are 85% and 1.20X, respectively,
compared to 87% and 1.19X at last review.


BEAR STEARNS: Moody's Downgrades Ratings on 15 2005-TOP20 Certs.
----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of 15 classes and
affirmed six classes of Bear Stearns Commercial Mortgage
Securities Trust 2005-TOP20, Commercial Mortgage Pass-Through
Certificates, Series 2005-TOP20:

  -- Cl. A-2, Affirmed at Aaa (sf); previously on Nov. 17, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3, Affirmed at Aaa (sf); previously on Nov. 17, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-AB, Affirmed at Aaa (sf); previously on Nov. 17, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-4A, Affirmed at Aaa (sf); previously on Nov. 17, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-4B, Affirmed at Aaa (sf); previously on Nov. 17, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X, Affirmed at Aaa (sf); previously on Nov. 17, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-J, Downgraded to A3 (sf); previously on Nov. 3, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. B, Downgraded to Baa1 (sf); previously on Nov. 3, 2010
     Aa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. C, Downgraded to Baa2 (sf); previously on Nov. 3, 2010
     Aa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. D, Downgraded to Ba1 (sf); previously on Nov. 3, 2010 Aa3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. E, Downgraded to B2 (sf); previously on Nov. 3, 2010 A2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. F, Downgraded to B3 (sf); previously on Nov. 3, 2010 A3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. G, Downgraded to Caa1 (sf); previously on Nov. 3, 2010
     Baa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. H, Downgraded to Caa3 (sf); previously on Nov. 3, 2010
     Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. J, Downgraded to Ca (sf); previously on Nov. 3, 2010 Ba2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. K, Downgraded to C (sf); previously on Nov. 3, 2010 Ba3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. L, Downgraded to C (sf); previously on Nov. 3, 2010 B2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. M, Downgraded to C (sf); previously on Nov. 3, 2010 B3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. N, Downgraded to C (sf); previously on Nov. 3, 2010 Caa1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. O, Downgraded to C (sf); previously on Nov. 3, 2010 Caa2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. P, Downgraded to C (sf); previously on Nov. 3, 2010 Caa3
     (sf) Placed Under Review for Possible Downgrade

                        Ratings Rationale

The downgrades are due to higher expected losses for the pool
resulting from anticipated losses from specially serviced and
troubled loans and concerns about loans approaching maturity in an
adverse environment.  Seven loans, representing 16% of the pool,
have either matured or are scheduled to mature within the next 24
months and have a Moody's stressed debt service coverage ratio
less than 1.0X.

The affirmations are due to key parameters, including Moody's loan
to value ratio, the Herfindahl Index and Moody's stressed DSCR,
remaining within acceptable ranges.  Based on Moody's current base
expected loss, the credit enhancement levels for the affirmed
classes are sufficient to maintain their current ratings.

On November 3, 2010, Moody's placed Classes AJ through P on review
for possible downgrade.  This action concludes Moody's review.

Moody's rating action reflects a cumulative base expected loss of
6.1% of the current balance.  At last review, Moody's cumulative
base expected loss was 2.5%.  Moody's stressed scenario loss is
12.6% of the current balance.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels.  If future performance materially declines,
the expected level of credit enhancement and the priority in the
cash flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions.  Conduit model results at the Aa2 level are driven
by property type, Moody's actual and stressed DSCR, and Moody's
property quality grade (which reflects the capitalization rate
used by Moody's to estimate Moody's value).  Conduit model results
at the B2 level are driven by a paydown analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl
score, a measure of loan level diversity, is a primary determinant
of pool level diversity and has a greater impact on senior
certificates.  Other concentrations and correlations may be
considered in Moody's analysis.  Based on the model pooled credit
enhancement levels at Aa2 and B2, the remaining conduit classes
are either interpolated between these two data points or
determined based on a multiple or ratio of either of these two
data points.  For fusion deals, the credit enhancement for loans
with investment-grade credit estimates is melded with the conduit
model credit enhancement into an overall model result.  Fusion
loan credit enhancement is based on the underlying rating of the
loan which corresponds to a range of credit enhancement levels.
Actual fusion credit enhancement levels are selected based on loan
level diversity, pool leverage and other concentrations and
correlations within the pool.  Negative pooling, or adding credit
enhancement at the underlying rating level, is incorporated for
loans with similar credit estimates in the same transaction.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated September 23, 2009.

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

                         Deal Performance

As of the November 12, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 8% to $1.92 billion
from $2.07 billion at securitization.  The Certificates are
collateralized by 213 mortgage loans ranging in size from less
than 1% to 6% of the pool, with the top ten loans representing 38%
of the pool.  There are ten loans, representing 9.9% of the pool,
with investment grade credit estimates.

Forty loans, representing 15% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council monthly reporting package.  Moody's has assumed a
high default probability for eight of the watchlisted loans has
estimated a $18.2 million loss (20% expected loss based on an 50%
default probability) from these troubled loans.

One loan has been liquidated from the pool, resulting in a
realized loss of $663,439 (60% loss severity).  Nine loans,
representing 10% of the pool, are currently in special servicing.
The largest specially serviced loan is the Lakeforest Mall Loan
($121.1 million -- 6.3%) which is secured by the borrower's
interest in a 1.1 million square foot regional mall located in
Gaithersburg, Maryland.  The mall is anchored by Sears, J.C.
Penney, Macy's and Lord & Taylor, none of which are loan
collateral.  The property was 65% leased, the same as at last
review.  This mall is managed by Simon Property Group.  The loan
was transferred into special servicing May 2010 due to maturity
default.  However, the loan has been extended 12 months.  The new
maturity date is July 2011 and the loan is pending return to the
master servicer.  Moody's has not estimated a loss for this loan.
Moody's LTV and stressed DSCR are 101% and 0.99X, respectively,
compared to 93% and 1.14X at last review.

The remaining specially serviced loans are secured by a mix of
retail, office, manufactured housing and multifamily properties
and each represent less than 2% of the pool.  Moody's has
estimated an aggregate $42.1 million loss (64% expected loss on
average) for eight of the specially serviced loans.

Moody's was provided with full year 2009 operating results for 99%
of the pool.  Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 98% compared to 95% at last
review.  Moody's net cash flow reflects a weighted average haircut
of 12% to the most recently available net operating income.
Moody's value reflects a weighted average capitalization rate of
9.5%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.62X and 1.12X, respectively, compared to
1.71X and 1.15X at last review.  Moody's actual DSCR is based on
Moody's net cash flow and the loan's actual debt service.  Moody's
stressed DSCR is based on Moody's NCF and a 9.25% stressed rate
applied to the loan balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 39 compared to 41 at last review.

The largest loan with a credit estimate is the 200 Madison Avenue
Loan ($45 million -- 2.3%), which is secured by a pari passu
interest in a $90.0 million first mortgage loan secured by a
667,000 square foot office building located in New York City.  The
property occupies a full city block on the west side of Madison
Avenue between 35th and 36th Street.  The property was 99% leased
as of June 2010, similar to last review.  The two largest tenants
are Phillips-Van Heusen Corp. (23% of the net rentable area (NRA),
lease expiration October 2023) and Lally McFarland Pantello (15%
of the NRA, lease expiration May 2013).  The cash flow has been
stable since securitization.  Moody's current credit estimate and
stressed DSCR are Aa2 and 1.67X, respectively, compared to Aa2 and
1.69X at last review.

The second largest loan with a credit estimate is the Depot
Business Park Loan ($38.7 million -- 2.0%), which is secured by a
2.3 million square foot office building located in Sacramento,
California.  The property was 75% leased as of June 2010 compared
to 75% at last review.  The two largest tenants are the California
Department of Corrections (7% of the NRA, lease expiration April
2016) and Big Bear Fireworks, Inc. (4% of the NRA, lease
expiration September 2012).  The cash flow has been stable since
securitization and the loan has amortized 2% since last review.
Moody's current credit estimate and stressed DSCR are Baa3 and
1.61X, respectively, compared to Baa3 and 1.39X at last review.

The third largest loan with a credit estimate is the 1345 Avenue
of the Americas Loan ($30 million -- 1.6%), which is secured by
a 9.1% pari passu interest in a first mortgage loan secured by a
1.9 million square foot Class A office building located in New
York City.  The property was 100% leased as of June 2010, the
same as at last review.  The property is also encumbered by a
$216.5 million B Note that is held outside the trust.  The
property performance has improved since last review and the loan
has amortized 36% since securitization.  Moody's current credit
estimate and stressed DSCR are Aaa and 2.25X, respectively,
compared to Aaa and 1.51X at last review.

The remaining eight loans with credit estimates comprise 5.5%
of the pool.  The current credit estimates, which are the same
as at last review and securitization, are: Fifth & Pine Loan
($28.5 million -- 1.5%) -- Baa3; 1301 West Highlands Boulevard
Loan ($18.3 million -- 1.0%) -- Baa3; Park Avenue Plaza Loan
($13.2 million -- 0.7%) - Aaa; 2200 Harbor Boulevard Loan
($12.0 million -- 0.6%) -- A2; Pride Center Loan ($9.1 million --
0.5%) -- Aaa; 60 East End Avenue Coop Loan ($8.9 million -- 0.5%)
-- Aaa; Queen's Boulevard Office Loan ($7.8 million -- 0.4%) --
Baa3 and 520 East 72nd Street Coop Loan ($6.5 million -- 0.3%) --
Aaa.

The top three performing conduit loans represent 15% of the
pool balance.  The largest loan is the Westin Copley Place Loan
($105 million -- 5.5%), which is a 50% pari passu interest in a
$210.0 million first mortgage loan secured by a 803-room full
service hotel located in Boston, Massachusetts.  Property
performance has been stable since securitization.  The loan is
interest only for its entire term.  Moody's LTV and stressed DSCR
are 103% and 1.13X, respectively, compared to 105% and 1.11X at
last review.

The second largest loan is the West Town Mall Loan ($103.8 million
-- 5.4%), which is secured by a 916,000 square foot regional mall
located in Madison, Wisconsin.  The mall was 99% leased as of
December 2009, the same as at last review and securitization.  The
anchors for the property are J.C.  Penney, The Boston Store and
Sears.  Property performance has declined slightly since last
review.  Moody's LTV and stressed DSCR are 81% and 1.14X,
respectively, compared to 79% and 1.24X at last review.

The third largest loan is the Two Renaissance Square Loan
($85.2 million -- 4.4%), which is secured by a 470,464 square
foot office property located in Phoenix, Arizona.  The property
was 93% leased as of December 2009 compared to 98% at last review.
Property performance has remained stable since last review.
Moody's LTV and stressed DSCR are 110% and 0.88X, respectively,
compared to 117% and 0.90X at last review.


BEAR STEARNS: Moody's Reviews Ratings on 14 2007-PWR16 Certs.
-------------------------------------------------------------
Moody's Investors Service placed 14 classes of Bear Stearns
Commercial Mortgage Securities Trust Commercial Mortgage Pass-
Through Certificates, Series 2007-PWR16 on review for possible
downgrade:

  -- Cl. A-M, Aaa (sf) Placed Under Review for Possible Downgrade;
     previously on July 6, 2007 Definitive Rating Assigned Aaa
     (sf)

  -- Cl. A-J, Baa1 (sf) Placed Under Review for Possible
     Downgrade; previously on Oct. 8, 2009 Downgraded to Baa1 (sf)

  -- Cl. B, Baa2 (sf) Placed Under Review for Possible Downgrade;
     previously on Oct. 8, 2009 Downgraded to Baa2 (sf)

  -- Cl. C, Ba1 (sf) Placed Under Review for Possible Downgrade;
     previously on Oct. 8, 2009 Downgraded to Ba1 (sf)

  -- Cl. D, Ba2 (sf) Placed Under Review for Possible Downgrade;
     previously on Oct. 8, 2009 Downgraded to Ba2 (sf)

  -- Cl. E, Ba3 (sf) Placed Under Review for Possible Downgrade;
     previously on Oct. 8, 2009 Downgraded to Ba3 (sf)

  -- Cl. F, B1 (sf) Placed Under Review for Possible Downgrade;
     previously on Oct. 8, 2009 Downgraded to B1 (sf)

  -- Cl. G, B2 (sf) Placed Under Review for Possible Downgrade;
     previously on Oct. 8, 2009 Downgraded to B2 (sf)

  -- Cl. H, B3 (sf) Placed Under Review for Possible Downgrade;
     previously on Oct. 8, 2009 Downgraded to B3 (sf)

  -- Cl. J, Caa1 (sf) Placed Under Review for Possible Downgrade;
     previously on Oct. 8, 2009 Downgraded to Caa1 (sf)

  -- Cl. K, Caa2 (sf) Placed Under Review for Possible Downgrade;
     previously on Oct. 8, 2009 Downgraded to Caa2 (sf)

  -- Cl. L, Caa3 (sf) Placed Under Review for Possible Downgrade;
     previously on Oct. 8, 2009 Downgraded to Caa3 (sf)

  -- Cl. M, Ca (sf) Placed Under Review for Possible Downgrade;
     previously on Oct. 8, 2009 Downgraded to Ca (sf)

  -- Cl. N, Ca (sf) Placed Under Review for Possible Downgrade;
     previously on Oct. 8, 2009 Downgraded to Ca (sf)

The classes were placed on review for possible downgrade due to
higher expected losses for the pool resulting from realized and
anticipated losses from specially serviced and troubled loans.

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated October 8, 2009.

                   Deal And Performance Summary

As of the November 15, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 2% to $3.25 billion
from $3.31 billion at securitization.  The Certificates are
collateralized by 256 mortgage loans ranging in size from less
than 1% to 15% of the pool, with the top ten loans representing
42% of the pool.  The pool does not contain any defeased loans or
loans with investment grade credit estimates.

Seventy-five loans, representing 22% of the pool, are on the
master servicer's watchlist.  The watchlist includes loans which
meet certain portfolio review guidelines established as part of
the CRE Finance Council monthly reporting package.  As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Four loans have been liquidated from the pool, resulting in an
aggregate realized loss of $11.9 million (63% loss severity
overall).  Twenty loans, representing 20% of the pool, are
currently in special servicing.  The master servicer has
recognized an aggregate $68.2 million appraisal reduction for 14
of the specially serviced loans.

Moody's review will focus on potential losses from specially
serviced and troubled loans and the performance of the overall
pool.


BEAR STEARNS: Moody's Downgrades Ratings on 71 Tranches
-------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 71
tranches and confirmed the ratings of 3 tranches from 10 RMBS
transactions issued by Bear Stearns Mortgage Funding Trust.  The
collateral backing these transactions primarily consists of first-
lien, adjustable-rate, negative amortization residential
mortgages.

                        Ratings Rationale

The actions are a result of the rapidly deteriorating performance
of option arm pools in conjunction with macroeconomic conditions
that remain under duress.  The actions reflect Moody's updated
loss expectations on option arm pools issued from 2005 to 2007.

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

Certain securities, as noted below, are insured by financial
guarantors.  The Cl. II-A-2 tranche issued by Bear Stearns
Mortgage Funding Trust 2006-AR2, and the Cl. A-2 tranche issued by
Bear Stearns Mortgage Funding Trust 2006-AR4, are wrapped by Ambac
Assurance Corporation (Segregated Account -- Unrated).  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.  RMBS securities wrapped by
Ambac Assurance Corporation are rated at their underlying rating
without consideration of Ambac'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.

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: Bear Stearns Mortgage Funding Trust 2006-AR1

  -- Cl. I-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-X, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: Bear Stearns Mortgage Funding Trust 2006-AR2

  -- Cl. I-A-1, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-X, Downgraded to Caa2 (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Downgraded to C (sf); previously on April 16,
     2010 Downgraded to Ca (sf) and Placed Under Review for
     Possible Downgrade

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

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

Issuer: Bear Stearns Mortgage Funding Trust 2006-AR3

  -- Cl. I-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-A-2A, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Grantor Trust I-A-2B, Downgraded to C (sf); previously on
     Jan. 27, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Underlying I-A-2B, Downgraded to C (sf); previously on
     Jan. 27, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. I-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-X, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-2A, Downgraded to C (sf); previously on Jan. 27,
     2010 Ca (sf) Placed Under Review for Possible Downgrade

  -- Grantor Trust II-A-2B, Downgraded to C (sf); previously on
     Jan. 27, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Underlying II-A-2B, Downgraded to C (sf); previously on
     Jan. 27, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. II-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: Bear Stearns Mortgage Funding Trust 2006-AR4

  -- Cl. A-1, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to C (sf); previously on April 16, 2010
     Downgraded to Ca (sf) and Placed Under Review for Possible
     Downgrade

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

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

Issuer: Bear Stearns Mortgage Funding Trust 2006-AR5

  -- Cl. I-A-1, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-X, Downgraded to Caa2 (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-1, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: Bear Stearns Mortgage Funding Trust 2007-AR1

  -- Cl. I-A-1, Confirmed at Caa2 (sf); previously on Jan. 27,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-X, Confirmed at Caa2 (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-1, Upgraded to Aaa (sf); previously on Jan. 27, 2010
     A1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Confirmed at Caa1 (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-3, Downgraded to Ca (sf); previously on Jan. 27,
     2010 Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-4, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: Bear Stearns Mortgage Funding Trust 2007-AR2, Mortgage
Pass-Through Certificates, Series 2007-AR2

  -- Cl. A-1, Downgraded to Caa2 (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to C (sf); previously on Jan. 27, 2010 Ca
      (sf) Placed Under Review for Possible Downgrade

Issuer: Bear Stearns Mortgage Funding Trust 2007-AR3

  -- Cl. I-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-X, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     B1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-1A-1, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-1A-2, Downgraded to C (sf); previously on Jan. 27,
     2010 Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-1A-3, Downgraded to C (sf); previously on Jan. 27,
     2010 Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-2A-1, Downgraded to Ca (sf); previously on Jan. 27,
     2010 Caa3 (sf) Placed Under Review for Possible Downgrade

Issuer: Bear Stearns Mortgage Funding Trust 2007-AR4

  -- Cl. I-A-1, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. Grantor Trust I-A-3, Downgraded to C (sf); previously on
     Jan. 27, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. Underlying I-A-3, Downgraded to C (sf); previously on
     Jan. 27, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. I-X-1, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-X-2, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-2A, Downgraded to C (sf); previously on Jan. 27,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. Grantor Trust II-A-2B, Downgraded to C (sf); previously
     on Jan. 27, 2010 Caa2 (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. Underlying II-A-2B, Downgraded to C (sf); previously on
     Jan. 27, 2010 Caa2 (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. II-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: Bear Stearns Mortgage Funding Trust 2007-AR5

  -- Cl. I-A-1A, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 A3 (sf) Placed Under Review for Possible Downgrade

  -- Grantor Trust I-A-1B, Downgraded to Caa2 (sf); previously on
     Jan. 27, 2010 A3 (sf) Placed Under Review for Possible
     Downgrade

  -- Underlying I-A-1B, Downgraded to Caa2 (sf); previously on
     Jan. 27, 2010 A3 (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. I-A-2A, Downgraded to C (sf); previously on Jan. 27, 2010
     B2 (sf) Placed Under Review for Possible Downgrade

  -- Grantor Trust I-A-2B, Downgraded to C (sf); previously on
     Jan. 27, 2010 B2 (sf) Placed Under Review for Possible
     Downgrade

  -- Underlying I-A-2B, Downgraded to C (sf); previously on
     Jan. 27, 2010 B2 (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. I-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-X-1, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 A3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-X-2, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 A3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-1, Downgraded to Caa1 (sf); previously on Jan. 27,
     2010 A2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Downgraded to Ca (sf); previously on Jan. 27,
     2010 Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade


BEAR STEARNS: S&P Raises Ratings on Five 2003-TOP10 Securities
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on five
classes of commercial mortgage-backed securities from Bear Stearns
Commercial Mortgage Securities Trust 2003-TOP10.  Concurrently,
S&P raised its ratings on four classes of CMBS from Morgan Stanley
Capital I Inc.'s series 2003-IQ4, also known as Morgan Stanley
Capital I Inc. 2003-1290.  In addition, S&P affirmed its ratings
on 11 other classes from BSCMS 2003-TOP10 and affirmed its rating
on one other class from MSC 2003-IQ4.

The raised BSCMS 2003-TOP10 ratings are due to increased credit
enhancement levels resulting from the deleveraging of the pool.
The upgrades and affirmations follow S&P's analysis of the
remaining collateral in the transaction, the transaction
structure, and the liquidity available to the securities.

S&P's analysis included a review of the credit characteristics of
all of the loans in the pool.  Using servicer-provided financial
information, S&P calculated an adjusted debt service coverage of
1.81x and a loan-to-value ratio of 66.2%.  S&P further stressed
the loans' cash flows under its 'AAA' scenario to yield a weighted
average DSC of 1.50x and an LTV of 85.6%.  The implied defaults
and loss severity under the 'AAA' scenario were 11.6% and 22.6%,
respectively.  The DSC and LTV calculations S&P noted above
exclude 25 defeased loans ($156.7 million, 16.3%), one co-op
loan ($68.4 million, 7.1%), and two specially serviced loans
($12.8 million, 1.3%).  S&P separately estimated losses for the
two specially serviced loans and included them in its 'AAA'
scenario implied default and loss figures.

The affirmations of S&P's ratings on the BSCMS 2003-TOP10
principal and interest certificates reflect subordination levels
that are consistent with the outstanding ratings.  S&P affirmed
its ratings on the class X-1 and X-2 interest-only certificates
from the same transaction based on S&P's current criteria.

The raised and affirmed MSC 2004-IQ4 ratings follow S&P's revised
valuation of the 1290 Avenue of the Americas property, which
secures a subordinate B note that is the sole source of cash flow
for the MSC 2004-IQ4 securities.  S&P discuss the 1290 Avenue of
the Americas loan in detail below.

              BSCMS 2003-Top10 Credit Considerations

As of the November 2010 remittance report, two assets
($12.8 million, 1.3%) were with the special servicer, C-III
Asset Management LLC.  One is in foreclosure ($6.6 million,
0.68%) and one is more than 90 days delinquent ($6.2 million,
0.65%).

The College Square Shopping Center Phase I loan ($7.1 million
total exposure, 0.68%) is the largest loan with the special
servicer.  The loan is secured by a 126,000-sq.-ft. anchored
retail center in Stockton, Calif.  The loan was transferred to the
special servicer on Dec. 7, 2009, and a foreclosure motion was
filed on Jan. 5, 2010.  As of Dec. 31, 2009, the reported DSC and
occupancy were 1.10x and 26%, respectively.  Standard & Poor's
anticipates a minimal loss upon the eventual resolution of this
loan.

The 1140 East Altamonte Drive loan ($6.7 million total exposure,
0.65%) is the second loan with the special servicer.  The loan is
secured by a 105,900-sq.-ft. anchored retail center in Altamonte
Springs, Florida.  The loan was transferred to the special
servicer on May 12, 2010, due to imminent payment default.  The
borrower requested payment relief because it was unable to lease a
32,300-sq.-ft. space formerly occupied by Circuit City.  C-III is
currently working through an approval of a new 17,000-sq.-ft.
lease.  The loan payment status is more than 90 days delinquent.
As of Dec. 31, 2009, the reported DSC and occupancy were 0.85x and
95%, respectively.  Standard & Poor's anticipates a minimal loss
upon the eventual resolution of this loan.

               BSCMS 2003-Top10 Transaction Summary

As of the November 2010 remittance report, the collateral balance
was $960.4 million, which is 79.2% of the balance at issuance.
The collateral includes 147 loans, down from 167 loans at
issuance.  Twenty-five ($156.7 million, 16.3%) of the loans are
defeased.  As of the November 2010 remittance report, the master
servicer, Wells Fargo Bank N.A., had provided financial
information for all of the nondefeased loans in the pool, all of
which was full-year 2008, full-year 2009, and partial-year 2010
data.

S&P calculated a weighted average DSC of 1.82x for the pool
based on the reported figures.  S&P's adjusted DSC and LTV,
which exclude 25 defeased loans ($156.7 million, 16.6%), one co-op
loan ($68.4 million, 7.1%), and two specially serviced assets
($12.8 million, 1.3%), were 1.81x and 66.2%, respectively.  S&P
separately estimated losses for the two specially serviced loans
and included them in its 'AAA' scenario implied default and loss
figures.

Twenty-two loans ($114.2 million, 11.9%) are on the master
servicer's watchlist.  Ten loans ($36.8 million, 3.8%) have a
reported DSC below 1.10x, and eight of these loans ($32.4 million,
3.4%) have a reported DSC of less than 1.00x.  To date, the pool
has experienced principal losses totaling $1.6 million on two
loans.

Standard & Poor's stressed the loans in the pool according to its
U.S. conduit/fusion criteria.  The resultant credit enhancement
levels support the raised and affirmed ratings.

             Summary of Top 10 BSCMS 2003-Top10 Loans

The top 10 real estate exposures have an aggregate outstanding
balance of $352.3 million (36.7%), none of which are currently
with the special servicer or on the master servicer's watchlist.
Using servicer-reported numbers, S&P calculated a weighted average
DSC of 1.86x for the top 10 loans.  S&P's adjusted DSC and LTV for
the top 10 loans were 1.81x and 60.2%, respectively.  Details
regarding the three largest loans are:

The North Shore Towers loan ($68.4 million, 7.1%) is the largest
loan in the pool and is secured by a cooperative owned apartment
complex comprising 1,844 units in three 34-story buildings in
Floral Park, Queens, New York.  The property contains an arcade
level that runs beneath all three buildings and contains 27,831
sq. ft. of retail space, as well as 16 residential units.  As of
Dec. 31, 2009, the reported DSC and occupancy were 1.71x and 100%,
respectively.

The 1290 Avenue of the Americas loan is the second-largest loan in
the pool and has a current whole-loan balance of $418.0 million,
which is split into a $363.0 million A note and a $55.0 million B
note; the B note is the sole asset of the MSC 2003-IQ4 trust and
the sole source of cash flow for the "TN" certificates.  The A
note is split into five pari passu portions: one $66.0 million
note was included in Morgan Stanley Dean Witter Capital I Trust
2003-TOP9; one $66.0 million note (6.9% of the pool) was included
in the BSCMS 2003-TOP10 trust; one $75.4 million note was included
in Prudential Commercial Mortgage Trust I 2003-PWR1; and the
remaining two notes, which total $155.6 million, were included in
Morgan Stanley Dean Witter Capital I Trust 2003-HQ2.  The loan
matures in January 2013.

The loan is secured by the fee interest in a 43-story,
1.98 million-sq.-ft. office building in midtown Manhattan on the
Avenue of the Americas between 51st and 52nd streets.  The largest
tenants include AXA Equitable Life Insurance (22% of the net
rentable area), Morrison & Foerster LLP (10%), and Cushman &
Wakefield Inc. (8%).  As of Dec. 31, 2009, the master servicer
reported a whole-loan DSC of 1.27x based on net cash flow and a
DSC of 1.42x for the senior participation.  Wells Fargo also
reported 96% occupancy as of June 30, 2010.  Standard & Poor's
adjusted valuation was 20% higher than at issuance, resulting in a
stressed whole-loan LTV ratio of 53.4%.  The upgrades and
affirmation of the MSC 2003-IQ4 "TN" certificate ratings are
consistent with S&P's revised valuation of the 1290 Avenue of the
Americas property.


The Federal Center Plaza loan has a whole-loan balance of
$130.1 million and consists of two pari passu notes, one of which
is included in the trust ($65.1 million, 6.8%).  The loan is
secured by two adjacent eight-story office buildings totaling
721,600 sq. ft. and an adjoining 912-space underground parking
garage in southwest Washington, D.C.  Two General Services Agency
tenants occupy approximately 95% of the subject property through
2013 and 2019, respectively.  The GSA has leased the subject
property for use and occupancy by the federal government since its
completion (in 1981-1982).  As of Dec. 31, 2009, the reported DSC
and occupancy were 1.42x and 92%, respectively.

                         Ratings Raised

   Bear Stearns Commercial Mortgage Securities Trust 2003-TOP10
Commercial mortgage pass-through certificates series 2003-TOP10

            Rating
            ------
     Class  To           From         Credit enhancement (%)
     -----  --           ----         ----------------------
     C      AA- (sf)     A+ (sf)               8.98
     D      A+ (sf)      A (sf)                7.72
     E      A- (sf)      BBB+ (sf)             6.15
     F      BBB+ (sf)    BBB (sf)              5.20
     G      BBB (sf)     BBB- (sf)             4.41

                  Morgan Stanley Capital I Inc.
  Commercial mortgage pass-through certificates series 2003-IQ4

                              Rating
                              ------
                  Class  To           From
                  -----  --           ----
                  TN-A   A+ (sf)      A (sf)
                  TN-B   A (sf)       A- (sf)
                  TN-C   A- (sf)      BBB+ (sf)
                  TN-D   BBB+ (sf)    BBB (sf)

                        Ratings Affirmed

   Bear Stearns Commercial Mortgage Securities Trust 2003-TOP10
Commercial mortgage pass-through certificates series 2003-TOP10

         Class  Rating            Credit enhancement (%)
         -----  ------            ----------------------
         A-1    AAA (sf)                           16.56
         A-2    AAA (sf)                           16.56
         B      AA+ (sf)                           12.93
         H      BB+ (sf)                            3.31
         J      BB (sf)                             2.83
         K      BB- (sf)                            2.20
         L      B+ (sf)                             1.73
         M      B (sf)                              1.41
         N      B- (sf)                             1.10
         X-1    AAA (sf)                             N/A
         X-2    AAA (sf)                             N/A

                  Morgan Stanley Capital I Inc.
  Commercial mortgage pass-through certificates series 2003-IQ4

                        Class  Rating
                        -----  ------
                        TN-E   BBB- (sf)

                       N/A - Not applicable.


BIRCH REAL: Fitch Affirms Ratings on Five Classes of Notes
----------------------------------------------------------
Fitch Ratings has affirmed five classes of Birch Real Estate CDO I
and revised the Rating Outlook on class A-1 due to amortization in
the capital structure since Fitch's last review in January 2010
offsetting portfolio credit deterioration and increased portfolio
concentration.  The rating actions are:

  -- $1,601,384 class A-1 notes affirmed at 'AA/LS5', Outlook
     revised to Stable from Negative;

  -- $26,000,000 class A-2L notes affirmed at 'CCC';

  -- $5,000,000 class A-2 notes affirmed at 'CCC';

  -- $10,000,000 class A-3L notes affirmed at 'CC';

  -- $11,040,000 class B-1 notes affirmed at 'C'.

This review was conducted under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Structured Finance Portfolio Credit Model for projecting
future default levels for the underlying portfolio.  These default
levels were then compared to the breakeven levels generated by
Fitch's cash flow model of the CDO under various default timing
and interest rate stress scenarios, as described in the report
'Global Criteria for Cash Flow Analysis in CDOs'.  Fitch also
considered additional qualitative factors into its analysis to
conclude the rating affirmations for the rated notes.

Credit enhancement levels for the class A-1, class A-2L, class A-2
and class A-3L notes have noticeably improved since Fitch's last
review in January 2010 due to amortization of the senior notes.
However, the improvement is offset by the portfolio's credit
quality continuing to deteriorate, with 10.7% of the portfolio
downgraded a weighted average of 11.5 notches.  The portion of the
portfolio considered defaulted has increased to 29.4%, according
to the Nov. 1, 2010 trustee report, from 26.9% as listed in the
Dec. 1, 2009 report.  Additionally, Fitch is concerned about
adverse selection as the portfolio continues to amortize and
become more concentrated.

The Outlook on the class A-1 notes is revised to Stable because
the class is likely to be redeemed in the next one to two payment
periods and has sufficient credit enhancement to withstand
volatility within that time.

The Loss Severity rating of 'LS5' for the class A-1 notes
indicates the tranches' potential loss severity given default, as
evidenced by the ratio of tranche size to the base-case loss
expectation for the collateral, as explained in Fitch's 'Criteria
for Structured Finance Loss Severity Ratings'.  The LS rating
should always be considered in conjunction with the notes' long-
term credit rating.  Fitch does not assign LS ratings to tranches
rated 'CCC' and below.

The class B-1 notes are still not receiving any distributions due
to the failing A coverage tests.  Fitch continues to expect that
default is inevitable at or prior to maturity.

Birch CDO I is a structured finance collateralized debt obligation
that closed on Dec. 20, 2002.  The static portfolio of collateral
was selected by Bear Stearns & Co. Inc. and is now comprised of
residential mortgage-backed securities, commercial mortgage-backed
securities and commercial asset-backed securities from primarily
1999 through 2002 vintage transactions.


BRASCAN STRUCTURED: Moody's Takes Rating Actions on Various Notes
-----------------------------------------------------------------
Moody's has affirmed one and upgraded four classes of Notes issued
by Brascan Structured Notes 2004-1, Ltd, due to the rapid
amortization of Notes since last review and the current level of
overcollateralization of the Notes.  The rating action is the
result of Moody's on-going surveillance of commercial real estate
collateralized debt obligation transactions.

  -- Cl. A, Affirmed at Aaa (sf); previously on March 25, 2009
     Confirmed at Aaa (sf)

  -- Cl. B, Upgraded to Aaa (sf); previously on March 25, 2009
     Confirmed at Aa2 (sf)

  -- Cl. C, Upgraded to Aa1 (sf); previously on March 25, 2009
     Confirmed at A3 (sf)

  -- Cl. D, Upgraded to A1 (sf); previously on March 25, 2009
     Confirmed at Baa3 (sf)

  -- Cl. E, Upgraded to A3 (sf); previously on March 25, 2009
     Confirmed at Ba2 (sf)

                        Ratings Rationale

Brascan Structured Notes 2004-1 is a CRE CDO transaction backed by
B-Notes (15.2%), commercial mortgage backed securities (77.2%),
and CRE CDO securities (7.6%).  As of the October 15, 2010 Trustee
report, the aggregate Note balance of the transaction is
$177.1 million, compared to $300.7 million at issuance.

There are no assets that are considered Defaulted Securities as of
the October 15, 2010 Trustee report.  Defaulted Assets that are
not CMBS are defined as assets which are 30 or more days
delinquent in their debt service payment.

Moody's has identified these parameters as key indicators of the
expected loss within CRE CDO transactions: WARF, weighted average
life, weighted average recovery rate, and Moody's asset
correlation.  These parameters are typically modeled as actual
parameters for static deals and as covenants for managed deals.
Per the legal documentation the transactions has ended its
reinvestment period in January 2010.

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the non-
Moody's rated reference obligations.  For non-CUSIP collateral,
Moody's is eliminating the additional default probability stress
applied to corporate debt in CDOROM(R) v2.6 as Moody's expects the
underlying non-CUSIP collateral to experience lower default rates
and higher recovery compared to corporate debt due to the nature
of the secured real estate collateral.  The bottom-dollar WARF is
a measure of the default probability within a collateral pool.
Moody's modeled a bottom-dollar WARF of 2,208 compared to 833 at
last review.  The distribution of current ratings and credit
estimates is: Aaa-Aa3 (31.9% compared to 38.2% at last review),
A1-A3 (14.7% compared to 9.4% at last review), Baa1-Baa3 (7.0%
compared to 20.4% at last review), Ba1-Ba3 (10.6% compared to
20.1% at last review), B1-B3 (14.0% compared to 7.8% at last
review), and Caa1-C (21.7% compared to 4.1% at last review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time.  Moody's modeled to a WAL of 2.7
years compared to 1.6 years at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool.  Moody's modeled a fixed WARR
of 39.5% compared to 45.9% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).  For
non-CUSIP collateral, Moody's is reducing the maximum over
concentration stress applied to correlation factors due to the
diversity of tenants, property types, and geographic locations
inherent in pooled transactions.  Moody's modeled a MAC of 5.9%
compared to 19.3% at last review.  The relatively low MAC is due
to higher default probability collateral concentrated within a
small number of collateral names.

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

The cash flow model, CDOEdge(R) v3.2, was used to analyze the cash
flow waterfall and its effect on the capital structure of the
deal.

Changes in any one or combination of key parameters may have have
rating implications on certain classes of rated notes.  However,
in many instances, a change in assumptions of any one key
parameter may be offset by a change in one or more of the other
key parameters.  Rated notes are particularly sensitive to changes
in recovery rate assumptions.  Holding all other key parameters
static, changing the recovery rate assumption down from 39.5% to
29.5% or up to 49.5% would result in average rating movement on
the rated tranches of 0 to 3 notches downward and 0 to 1 notches
upward, respectively.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term.  From time to time, Moody's may, if warranted, change
these expectations.  Performance that falls outside the given
range may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated when the related
securities ratings were issued.  Even so, a deviation from the
expected range will not necessarily result in a rating action nor
does performance within expectations preclude such actions.  The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.  Primary sources of assumption
uncertainty are the current stressed macroeconomic environment and
continuing weakness in the commercial real estate and lending
markets.  Moody's currently views the commercial real estate
market as stressed with further performance declines expected in a
majority of property sectors.  The availability of debt capital is
improving with terms returning towards market norms.  Job growth
and housing price stability will be necessary precursors to
commercial real estate recovery.  Overall, Moody's central global
scenario remains "hook-shaped" for 2010 and 2011; Moody's expects
overall a sluggish recovery in most of the world's largest
economies, returning to trend growth rate with elevated fiscal
deficits and persistent unemployment levels.

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.


CAPITALSOURCE COMMERCIAL: Moody's Upgrades Ratings on Two Notes
---------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by CapitalSource Commercial Loan
Trust 2006-2:

  -- US$71,250,000 Class B Floating Rate Deferrable Asset
     Backed Notes Notes, Upgraded to Aaa (sf); previously on
     September 11, 2009 Confirmed at Aa2 (sf)

  -- US$157,500,000 Class C Floating Rate Deferrable Asset
     Backed Notes Notes, Upgraded to Baa1 (sf); previously on
     September 11, 2009 Confirmed at Ba1 (sf)

                        Ratings Rationale

According to Moody's, the rating actions taken on the notes result
primarily from the delevering of the Class A Notes (the Class A-
PT, the Class A-1A and the Class A-1B Notes), which have been paid
down by approximately 82% or $564 million since the last rating
action in October 2009.  In addition to principal paydowns, excess
spread is being diverted to pay down the Class A Notes.  Moody's
observes that the substantial delevering of the notes more than
offsets the underlying pool's credit deterioration and high
concentration in the finance sector.

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 $571.4 million, weighted average default probability
of 37.87% (implying a WARF of 6950), a weighted average recovery
rate upon default of 36.57%, and a diversity score of 26.  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.

CapitalSource Commercial Loan Trust 2006-2, issued in September
2006, is a collateralized loan obligation backed primarily by a
portfolio of senior secured loans of middle market issuers.

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.

For securities whose default probabilities are assessed through
credit estimates, Moody's applied additional default probability
stresses by assuming an equivalent of Caa3 for CEs that were not
updated within the last 15 months, which currently account for
approximately 19.4% of the collateral balance.  In addition,
Moody's applied a 1.5 notch-equivalent assumed downgrade for CEs
last updated between 12-15 months ago, and a 0.5 notch-equivalent
assumed downgrade for CEs last updated between 6-12 months ago.
For each CE where the related exposure constitutes more than 3% of
the collateral pool, Moody's applied a 2-notch equivalent assumed
downgrade (but only on the CEs representing in aggregate the
largest 30% of the pool) in lieu of the aforementioned stresses.
Notwithstanding the foregoing, in all cases the lowest assumed
rating equivalent is Caa3.

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% (4956)

  -- Class A-PT: 0
  -- Class A-1B: 0
  -- Class B: 0
  -- Class C: +5
  -- Class D: +4
  -- Class E: +6

Moody's Adjusted WARF +20% (7434)

  -- Class A-PT: 0
  -- Class A-1B: 0
  -- Class B: 0
  -- Class C: -1
  -- Class D: -1
  -- Class E: -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% (38.57%)

  -- Class A-PT: 0
  -- Class A-1B: 0
  -- Class B: 0
  -- Class C: +1
  -- Class D: +1
  -- Class E: +1

Moody's Adjusted WARR -2% (34.57%)

  -- Class A-PT: 0
  -- Class A-1B: 0
  -- Class B: 0
  -- Class C: 0
  -- Class D: 0
  -- Class E: 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:

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 charged off assets: The timing and ultimate value
   of recoveries from charged-off loans and delinquent loans
   create additional uncertainties.

3) Exposure to credit estimates: The deal is exposed to a large
   number of securities whose default probabilities are assessed
   through credit estimates.  In the event that Moody's is not
   provided the necessary information to update the credit
   estimates in a timely fashion, the transaction may be impacted
   by any default probability stresses Moody's may assume in lieu
   of updated credit estimates.  Moody's also conducted stress
   tests to assess the collateral pool's concentration risk in
   obligors bearing a credit estimate that constitute more than 3%
   of the collateral pool.


CAPLEASE CDO: Moody's Downgrades Ratings on Five Classes of Notes
-----------------------------------------------------------------
Moody's has downgraded five classes of Notes issued by Caplease
CDO 2005-1, Ltd. due to the deterioration in the credit quality of
the underlying portfolio as evidenced by an increase in the
weighted average rating factor.  The rating action is the result
of Moody's on-going surveillance of commercial real estate
collateralized debt obligation transactions.

  -- Cl. A, Downgraded to Aa2 (sf); previously on April 9, 2009
     Confirmed at Aaa (sf)

  -- Cl. B, Downgraded to Baa1 (sf); previously on April 9, 2009
     Downgraded to Aa3 (sf)

  -- Cl. C, Downgraded to Ba1 (sf); previously on April 9, 2009
     Downgraded to Baa1 (sf)

  -- Cl. D, Downgraded to Ba2 (sf); previously on April 9, 2009
     Confirmed at Baa2 (sf)

  -- Cl. E, Downgraded to Ba3 (sf); previously on April 9, 2009
     Confirmed at Baa3 (sf)

                        Ratings Rationale

Caplease CDO 2005-1, Ltd., is a CRE CDO transaction backed by
credit tenant lease loans (72.1% of the pool balance), commercial
mortgage backed securities (16.9%), corporate credit notes (5.8%)
and rake bonds (5.1%).  As of the October 25, 2010 Trustee report,
the aggregate Note balance of the transaction has decreased to
$290.8 million from $300.0 million at issuance.

There are currently no assets classified as Defaulted Securities.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the non-
Moody's rated collateral.  The bottom-dollar WARF is a measure of
the default probability within a collateral pool.  Moody's modeled
a bottom-dollar WARF of 787 compared to 703 at last review.  The
distribution of current ratings and credit estimates is: Aaa-Aa3
(7.8% compared to 9.1% at last review), A1-A3 (8.9% compared to
10.2% at last review), Baa1-Baa3 (53.2% compared to 51.0% at last
review), Ba1-Ba3 (19.8% compared to 23.2% at last review), and B1-
B3 (10.3% compared to 6.4% at last review).

WAL acts to adjust the probability of default of the collateral in
the pool for time.  Moody's modeled to a WAL of 9.0 years compared
to 9.6 years at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool.  Moody's modeled a fixed WARR
of 39.1% compared to 39.0% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 17.7% compared to 14.2% at last review.

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

The cash flow model, CDOEdge(R) v3.2, was used to analyze the cash
flow waterfall and its effect on the capital structure of the
deal.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes.  However,
in many instances, a change in key parameter assumptions in
certain stress scenarios may be offset by a change in one or more
of the other key parameters.  Rated notes are particularly
sensitive to changes in recovery rate assumptions.  Holding all
other key parameters static, changing the recovery rate assumption
down from 15.9% to 5.9% or up to 25.9% would result in average
rating movement on the rated tranches of 0 to 1 notches downward
and 1 to 2 notches upward, respectively.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term.  From time to time, Moody's may, if warranted, change
these expectations.  Performance that falls outside the given
range may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated when the related
securities ratings were issued.  Even so, a deviation from the
expected range will not necessarily result in a rating action nor
does performance within expectations preclude such actions.  The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.  Primary sources of assumption
uncertainty are the current stressed macroeconomic environment and
continuing weakness in the commercial real estate and lending
markets.  Moody's currently views the commercial real estate
market as stressed with further performance declines expected in a
majority of property sectors.  The availability of debt capital is
improving with terms returning towards market norms.  Job growth
and housing price stability will be necessary precursors to
commercial real estate recovery.  Overall, Moody's central global
scenario remains "hook-shaped" for 2010 and 2011; Moody's expects
overall a sluggish recovery in most of the world's largest
economies, returning to trend growth rate with elevated fiscal
deficits and persistent unemployment levels.

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.


CDC COMMERCIAL: Moody's Upgrades Ratings on Four 2002-FX1 Certs.
----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of four classes,
downgraded one class and affirmed 10 classes of CDC Commercial
Mortgage Trust 2002-FX1, Commercial Mortgage Pass-Through
Certificates, Series 2002-FX1:

  -- Cl. A-2, Affirmed at Aaa (sf); previously on June 27, 2002
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-CL, Affirmed at Aaa (sf); previously on June 27, 2002
     Definitive Rating Assigned Aaa (sf)

  -- Cl. B, Affirmed at Aaa (sf); previously on Nov. 11, 2005
     Upgraded to Aaa (sf)

  -- Cl. C, Affirmed at Aaa (sf); previously on Nov. 11, 2005
     Upgraded to Aaa (sf)

  -- Cl. D, Affirmed at Aaa (sf); previously on Nov. 11, 2005
     Upgraded to Aaa (sf)

  -- Cl. E, Affirmed at Aaa (sf); previously on Apr 18, 2007
     Upgraded to Aaa (sf)

  -- Cl. F, Affirmed at Aaa (sf); previously on May 14, 2008
     Upgraded to Aaa (sf)

  -- Cl. G, Upgraded to Aaa (sf); previously on May 14, 2008
     Upgraded to Aa2 (sf)

  -- Cl. H, Upgraded to Aa1 (sf); previously on May 14, 2008
     Upgraded to A1 (sf)

  -- Cl. J, Upgraded to A2 (sf); previously on May 14, 2008
     Upgraded to Baa2 (sf)

  -- Cl. K, Upgraded to Ba1 (sf); previously on June 27, 2002
     Definitive Rating Assigned Ba2 (sf)

  -- Cl. L, Affirmed at Ba3 (sf); previously on June 27, 2002
     Definitive Rating Assigned Ba3 (sf)

  -- Cl. M, Affirmed at B1 (sf); previously on June 27, 2002
     Definitive Rating Assigned B1 (sf)

  -- Cl. N, Affirmed at B2 (sf); previously on June 27, 2002
     Definitive Rating Assigned B2 (sf)

  -- Cl. P, Downgraded to Caa1 (sf); previously on June 27, 2002
     Definitive Rating Assigned B3 (sf)

                        Ratings Rationale

The upgrades are due to increased the credit subordination levels
resulting from paydowns and amortization and overall stable pool
performance.  The pool balance has decreased by 30% since last
review.  The downgrade is due to higher expected losses resulting
from anticipated losses from specially serviced and troubled
loans.

The affirmations are due to key parameters, including Moody's loan
to value ratio, Moody's stressed DSCR and the Herfindahl Index,
remaining within acceptable ranges.  Based on Moody's current base
expected loss, the credit enhancement levels for the affirmed
classes are sufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of
3.1% of the current balance.  At last review, Moody's cumulative
base expected loss was 2.8%.  Moody's stressed scenario loss is
7.2% of the current balance.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels.  If future performance materially declines,
the expected level of credit enhancement and the priority in the
cash flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions.  Conduit model results at the Aa2 level are driven
by property type, Moody's actual and stressed DSCR, and Moody's
property quality grade (which reflects the capitalization rate
used by Moody's to estimate Moody's value).  Conduit model results
at the B2 level are driven by a paydown analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl
score, a measure of loan level diversity, is a primary determinant
of pool level diversity and has a greater impact on senior
certificates.  Other concentrations and correlations may be
considered in Moody's analysis.  Based on the model pooled credit
enhancement levels at Aa2 and B2, the remaining conduit classes
are either interpolated between these two data points or
determined based on a multiple or ratio of either of these two
data points.  For fusion deals, the credit enhancement for loans
with investment-grade credit estimates is melded with the conduit
model credit enhancement into an overall model result.  Fusion
loan credit enhancement is based on the credit estimate of the
loan which corresponds to a range of credit enhancement levels.
Actual fusion credit enhancement levels are selected based on loan
level diversity, pool leverage and other concentrations and
correlations within the pool.  Negative pooling, or adding credit
enhancement at the credit estimate level, is incorporated for
loans with similar credit estimates in the same transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 5 compared to 17 at Moody's prior review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology.  This methodology uses the
excel-based Large Loan Model v 8.0 and then reconciles and weights
the results from the two models in formulating a rating
recommendation.  The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios.  Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship.  These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated May 14, 2008.

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.

                        Deal Performance

As of the November 18, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 39% to
$391.3 million from $637.5 million at securitization.  The
Certificates are collateralized by 26 mortgage loans ranging in
size from less than 1% to 14% of the pool, with the top ten non-
defeased loans representing 40% of the pool.  Eleven loans,
representing 59% of the pool, have defeased and are collateralized
with U.S. Government securities.  At last review defeasance
represented 60% of the pool balance.

Eleven loans, representing 18% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council monthly reporting package.  As part of Moody's
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

One loan has been liquidated from the pool, resulting in a
realized loss of $756,881 (38% loss severity).  One loan,
representing 0.4% of the pool, is currently in special servicing.
Moody's has estimated a $542,793 loss (40% expected loss) for this
loan.

Moody's has assumed a high default probability for three poorly
performing loans representing 11% of the pool and has estimated a
$8.9 million loss (20% expected loss based on a 50% probability
default) from these troubled loans.

Moody's was provided with full year 2009 and partial year 2010
operating results for 99% of the pool.  Excluding specially
serviced and troubled loans, Moody's weighted average LTV is 78%
compared to 85% at Moody's prior review.  Moody's net cash flow
reflects a weighted average haircut of 12% to the most recently
available net operating income.  Moody's value reflects a weighted
average capitalization rate of 9.7%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.28X and 1.41X, respectively, compared to
1.27X and 1.38X at last review.  Moody's actual DSCR is based on
Moody's net cash flow and the loan's actual debt service.  Moody's
stressed DSCR is based on Moody's NCF and a 9.25% stressed rate
applied to the loan balance.

The top three non-defeased loans represent 26% of the pool
balance.  The largest loan is the Seattle Supermall Loan
($55.6 million -- 14.2%), which is secured by a 935,000 square
foot retail center located in Auburn, Washington.  The property is
92% leased compared to 95% at last review.  Major tenants include
Sam's Club and Burlington Coat Factory.  Net Operating Income
(NOI) has declined 12% since last review.  Moody's LTV and
stressed DSCR are 80% and 1.34X, respectively, compared to 76% and
1.43X at last review.

The second largest loan is the Marriott Islandia Loan
($23.8 million -- 6.1%), which is secured by a 278-room full
service hotel located in Islandia (Suffolk County), New York.
Performance has declined since last review due to the decline in
business and tourist travel resulting from the economic recession.
Revenue per participating room (RevPAR) for full-year 2009 was
$74.90 compared to $91.10 at last review and $107.00 at
securitization.  Part of the decline in performance has been
offset by amortization.  The loan is structured with a 25-year
amortization schedule and has amortized by approximately 15% since
securitization.  The loan is on the master servicer's watchlist
due to low DSCR.  Moody's considers this loan to be a high default
risk and has identified it as a troubled loan.  Moody's LTV and
stressed DSCR are 133% and 0.91X, respectively, compared to 103%
and 1.18X at last review.

The third largest loan is the Grand Avenue Loan ($21.1 million --
5.4%) which is secured by a 100,240 square foot retail center
located in Queens, New York.  The center is anchored by a Stop and
Shop which leases 52% of the net rentable area through December
2022.  The center is 93% leased compared to 90% at last review.
Performance has been stable.  Moody's LTV and stressed DSCR are
86% and 1.10X, respectively, compared to 86% and 1.09X at last
review.


CEDARWOODS CRE: Moody's Junks Ratings on 3 Classes of Notes
-----------------------------------------------------------
Moody's has downgraded eight classes of Notes issued by Cedarwoods
CRE CDO, Ltd., due to the deterioration in the credit quality of
the underlying portfolio as evidenced by an increase in the
weighted average rating factor and the current level of Defaulted
Securities.  The rating action is the result of Moody's on-going
surveillance of commercial real estate collateralized debt
obligation transactions.

  -- Cl. A-1, Downgraded to A1 (sf); previously on March 9, 2009
     Downgraded to Aa1 (sf)

  -- Cl. A-2, Downgraded to Baa3 (sf); previously on March 9, 2009
     Downgraded to A1 (sf)

  -- Cl. A-3, Downgraded to Ba2 (sf); previously on March 9, 2009
     Downgraded to A3 (sf)

  -- Cl. B, Downgraded to B1 (sf); previously on March 9, 2009
     Downgraded to Baa2 (sf)

  -- Cl. C, Downgraded to Caa1 (sf); previously on March 9, 2009
     Downgraded to Ba3 (sf)

  -- Cl. D, Downgraded to Caa2 (sf); previously on March 9, 2009
     Downgraded to B2 (sf)

  -- Cl. E, Downgraded to Caa3 (sf); previously on March 9, 2009
     Downgraded to B3 (sf)

  -- Cl. F, Downgraded to Caa3 (sf); previously on March 9, 2009
     Downgraded to Caa1 (sf)

                        Ratings Rationale

Cedarwoods CRE CDO, Ltd. is a revolving CRE CDO transaction backed
by commercial mortgage backed securities (73.6% of the pool
balance), CRE CDOs (21.7%) real estate investment trust debt
securities (4.7%) and one rake bond which is less than 0.1% of the
pool.  As of the November 19, 2010 Trustee report, the aggregate
Note balance of the transaction has remained at $400.0 million,
the same as at issuance.  The revolving period is set to end in
July 2011.

There are seventeen assets with a par balance of $67.6 million
(12.6% of the current pool balance) that are considered Defaulted
Securities as of the November 19, 2010 Trustee report.  There are
also four assets with a par balance $24.9 million (4.6% of the
current pool balance) that are considered Deferred Interest PIK
securities.  Moody's expects significant losses to occur from the
Defaulted Securities and Deferred Interest PIK securities once
they are realized.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the non-
Moody's rated collateral.  The bottom-dollar WARF is a measure of
the default probability within a collateral pool.  Moody's modeled
a bottom-dollar WARF of 3,541 compared to 1,792 at last review.
The distribution of current ratings and credit estimates is: Aaa-
Aa3 (3.5% compared to 0.4% at last review), A1-A3 (10.8% compared
to 7.4% at last review), Baa1-Baa3 (25.3% compared to 46.1% at
last review), Ba1-Ba3 (15.3% compared to 21.1% at last review),
B1-B3 (12.1% compared to 10.5% at last review), and Caa1-C (33.0%
compared to 14.2% at last review).

WAL acts to adjust the probability of default of the collateral in
the pool for time.  Moody's modeled to a WAL of 8.0 years,
reflecting the remaining revolving period, compared to 7.9 years
at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool.  Moody's modeled a fixed WARR
of 17.1% compared to 17.8% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 10.4% compared to 11.6% at last review.

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

The cash flow model, CDOEdge(R) v3.2, was used to analyze the cash
flow waterfall and its effect on the capital structure of the
deal.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes.  However,
in many instances, a change in key parameter assumptions in
certain stress scenarios may be offset by a change in one or more
of the other key parameters.  Rated notes are particularly
sensitive to changes in recovery rate assumptions.  Holding all
other key parameters static, changing the recovery rate assumption
down from 17.1% to 7.1% or up to 27.1% would result in average
rating movement on the rated tranches of 0 to 2 notches downward
and 0 to 2 notches upward, respectively.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term.  From time to time, Moody's may, if warranted, change
these expectations.  Performance that falls outside the given
range may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated when the related
securities ratings were issued.  Even so, a deviation from the
expected range will not necessarily result in a rating action nor
does performance within expectations preclude such actions.  The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.  Primary sources of assumption
uncertainty are the current stressed macroeconomic environment and
continuing weakness in the commercial real estate and lending
markets.  Moody's currently views the commercial real estate
market as stressed with further performance declines expected in a
majority of property sectors.  The availability of debt capital is
improving with terms returning towards market norms.  Job growth
and housing price stability will be necessary precursors to
commercial real estate recovery.  Overall, Moody's central global
scenario remains "hook-shaped" for 2010 and 2011; Moody's expects
overall a sluggish recovery in most of the world's largest
economies, returning to trend growth rate with elevated fiscal
deficits and persistent unemployment levels.

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.


CEDARWOODS CRE: Moody's Junks Ratings on Four Classes
-----------------------------------------------------
Moody's has downgraded eight classes of Notes issued by Cedarwoods
CRE CDO II, Ltd., due to the deterioration in the credit quality
of the underlying portfolio as evidenced by an increase in the
weighted average rating factor and the current level of Defaulted
Securities.  The rating action is the result of Moody's on-going
surveillance of commercial real estate collateralized debt
obligation transactions.

  -- Cl. A-1, Downgraded to A2 (sf); previously on March 19, 2009
     Confirmed at Aaa (sf)

  -- Cl. A-2, Downgraded to Ba1 (sf); previously on March 19, 2009
     Downgraded to Aa2 (sf)

  -- Cl. A-3, Downgraded to Ba3 (sf); previously on March 19, 2009
     Downgraded to A2 (sf)

  -- Cl. B, Downgraded to B1 (sf); previously on March 19, 2009
     Downgraded to Baa1 (sf)

  -- Cl. C, Downgraded to Caa1 (sf); previously on March 19, 2009
     Downgraded to Baa3 (sf)

  -- Cl. D, Downgraded to Caa2 (sf); previously on March 19, 2009
     Downgraded to Ba1 (sf)

  -- Cl. E, Downgraded to Caa3 (sf); previously on March 19, 2009
     Downgraded to Ba1 (sf)

  -- Cl. F, Downgraded to Caa3 (sf); previously on March 19, 2009
     Confirmed at Ba2 (sf)

                        Ratings Rationale

Cedarwoods CRE CDO II, Ltd., is a revolving CRE CDO transaction
backed by commercial mortgage backed securities (74.9% of the pool
balance), CRE CDOs (20.1%), rake bonds (2.7%) and real estate
investment trust debt securities (2.2%).  As of the November 19,
2010 Trustee report, the aggregate Note balance of the transaction
has remained at $600.0 million, the same as at issuance.  The
revolving period is set to end in February 2012.

There are twenty-four assets with a par balance of $109.1 million
(13.0% of the current pool balance) that are considered Defaulted
Securities as of the November 19, 2010 Trustee report.  There are
also four assets with a par balance $50.5 million (6.0% of the
current pool balance) that are considered Deferred Interest PIK
securities.  Moody's expects significant losses to occur from the
Defaulted Securities and Deferred Interest PIK securities once
they are realized.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the non-
Moody's rated collateral.  The bottom-dollar WARF is a measure of
the default probability within a collateral pool.  Moody's modeled
a bottom-dollar WARF of 4,000 compared to 1,144 at last review.
The distribution of current ratings and credit estimates is: Aaa-
Aa3 (4.9% compared to 3.1% at last review), A1-A3 (8.3% compared
to 12.5% at last review), Baa1-Baa3 (23.0% compared to 35.9% at
last review), Ba1-Ba3 (13.6% compared to 29.6% at last review),
B1-B3 (11.0% compared to 15.9% at last review), and Caa1-C (39.1%
compared to 3.1% at last review).

WAL acts to adjust the probability of default of the collateral in
the pool for time.  Moody's modeled to a WAL of 9.2 years,
reflecting the remaining revolving period, compared to 8.5 years
at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool.  Moody's modeled a fixed WARR
of 15.9% compared to 21.8% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 10.0% compared to 22.4% at last review.

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

The cash flow model, CDOEdge(R) v3.2, was used to analyze the cash
flow waterfall and its effect on the capital structure of the
deal.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes.  However,
in many instances, a change in key parameter assumptions in
certain stress scenarios may be offset by a change in one or more
of the other key parameters.  Rated notes are particularly
sensitive to changes in recovery rate assumptions.  Holding all
other key parameters static, changing the recovery rate assumption
down from 15.9% to 5.9% or up to 25.9% would result in average
rating movement on the rated tranches of 0 to 2 notches downward
and 1 to 2 notches upward, respectively.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term.  From time to time, Moody's may, if warranted, change
these expectations.  Performance that falls outside the given
range may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated when the related
securities ratings were issued.  Even so, a deviation from the
expected range will not necessarily result in a rating action nor
does performance within expectations preclude such actions.  The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.  Primary sources of assumption
uncertainty are the current stressed macroeconomic environment and
continuing weakness in the commercial real estate and lending
markets.  Moody's currently views the commercial real estate
market as stressed with further performance declines expected in a
majority of property sectors.  The availability of debt capital is
improving with terms returning towards market norms.  Job growth
and housing price stability will be necessary precursors to
commercial real estate recovery.  Overall, Moody's central global
scenario remains "hook-shaped" for 2010 and 2011; Moody's expects
overall a sluggish recovery in most of the world's largest
economies, returning to trend growth rate with elevated fiscal
deficits and persistent unemployment levels.

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.


CHL MORTGAGE: Moody's Downgrades Ratings on 112 Tranches
--------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 112
tranches from 12 RMBS transactions, backed by option arm loans,
issued by Countrywide.

                        Ratings Rationale

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

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

The 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.

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: CHL Mortgage Pass-Through Trust 2005-1

  -- Cl. 1-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-X, Downgraded to C (sf); previously on Jan. 27, 2010 B2
      (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-3, Downgraded to Ca (sf); previously on Jan. 27, 2010
     B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-X, Downgraded to C (sf); previously on Jan. 27, 2010 B2
     (sf) Placed Under Review for Possible Downgrade

Issuer: CHL Mortgage Pass-Through Trust 2005-11

  -- Cl. 3-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-3, Downgraded to Ca (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-X, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 4-A-1, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 4-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 4-X, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 5-A-1, Downgraded to Ca (sf); previously on Jan 14, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 5-A-2, Downgraded to C (sf); previously on Jan 14, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 5-X, Downgraded to C (sf); previously on Jan 14, 2010 B3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. 6-A-1, Downgraded to Caa3 (sf); previously on Jan 14,
     2010 A3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 6-A-2, Downgraded to C (sf); previously on Jan 14, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 6-X, Downgraded to C (sf); previously on Jan 14, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

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

Issuer: CHL Mortgage Pass-Through Trust 2005-2

  -- Cl. 1-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-X, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 A1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-3, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-4, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-X, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

Issuer: CHL Mortgage Pass-Through Trust 2005-3

  -- Cl. 1-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-2, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 A1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-4, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-5, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-X, Downgraded to C (sf); previously on Jan. 27, 2010 B3
      (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Aa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-X, Downgraded to C (sf); previously on Jan. 27, 2010 B3
     (sf) Placed Under Review for Possible Downgrade

Issuer: CHL Mortgage Pass-Through Trust 2005-4

  -- Cl. 1-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-X-1, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-X-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. M-X, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. M, Downgraded to C (sf); previously on Jan. 27, 2010 Caa1
      (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-X, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-1, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-X-1, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-X-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 4-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 A1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 4-A-2, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 4-X-1, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 4-X-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 5-A-1, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 5-X, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 6-A-1, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 6-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 6-A-3, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 6-X, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

Issuer: CHL Mortgage Pass-Through Trust 2005-7

  -- Cl. 2-A-1, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 A1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-X, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-2, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-X, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-M-1, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

Issuer: CHL Mortgage Pass-Through Trust 2005-9

  -- Cl. 1-A-1, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 A1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-3, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 A1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-5, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Ba2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-6, Downgraded to C (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-X, Downgraded to C (sf); previously on Jan. 27, 2010 B1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-X, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to C (sf); previously on Jan. 27, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

Issuer: CHL Mortgage Pass-Through Trust 2005-HYB1

  -- Cl. 1-A-1, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-X, Downgraded to C (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-M, Downgraded to C (sf); previously on Jan. 27, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1, Downgraded to Ca (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-X, Downgraded to C (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-1, Downgraded to Ca (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

Issuer: CHL Mortgage Pass-Through Trust 2006-3

  -- Cl. 1-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-2, Downgraded to Ca (sf); previously on Jan. 27, 2010
     B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: CHL Mortgage Pass-Through Trust 2006-OA1

  -- Cl. 1-A-1, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-X, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1, Downgraded to Ca (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-X, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

Issuer: CHL Mortgage Pass-Through Trust 2006-OA4

  -- Cl. A-1, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

Issuer: CHL Mortgage Pass-Through Trust, Series 2006-OA5

  -- Cl. 1-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. X, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-2, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade


CITIGROUP COMMERCIAL: S&P Raises Ratings on 2006-FL2 Certificates
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on four
pooled classes of commercial mortgage pass-through certificates
from Citigroup Commercial Mortgage Trust 2006-FL2.  Concurrently,
S&P lowered its ratings on two other pooled classes and affirmed
its rating on one additional pooled class from this transaction.
In addition, S&P affirmed its ratings on 16 raked classes of
commercial mortgage pass-through certificates from CGCMT 2006-FL2,
COMM 2006-FL12, and Banc of America Large Loan Inc.'s series 2006-
BIX1 (BALL 2006-BIX1).  All three transactions are U.S. commercial
mortgage-backed securities transactions.

S&P's rating actions follow its analysis of the CGCMT 2006-FL2
transaction, which included the revaluation of the collateral
securing the remaining seven floating-rate loans in the pool, two
of which are currently with the special servicer.  All of the
loans are indexed to one-month LIBOR.

The upgrades of the CGCMT 2006-FL2 pooled classes E, F, G, and H
reflect increased credit enhancement levels due to the
deleveraging of the pooled trust balance since S&P's last review,
dated Aug. 31, 2009.  Since then, the pooled trust balance has
declined 65.8%, primarily reflecting the payoff of the City
National Plaza loan.  S&P's upgrades were tempered by refinancing
risks.  All of the remaining loans have final maturities in 2010
or 2011.

The downgrades of the CGCMT 2006-FL2 pooled classes K and L
primarily reflect valuation declines since S&P's last review.
The seven remaining loans, which are secured by lodging
($104.8 million, 64.1% of the pooled trust balance) and office
($58.6 million, 35.9%) properties, have experienced valuation
declines averaging 10.3% since S&P's last review.

S&P affirmed its ratings on the "CN1" and "CP" raked certificate
classes from COMM 2006-FL12 and BALL 2006-BIX1, respectively.
These certificates derive 100% of their cash flow from a
subordinate nonpooled component of the CarrAmerica National Pool
Portfolio loan.  S&P also affirmed its ratings on the class "CAC,"
"CA2," and "CA" raked certificates from CGCMT 2006-FL2, COMM
2006-FL12, and BALL 2006-BIX1, respectively, which derive 100% of
their cash flow from a subordinate nonpooled component of the
CarrAmerica CARP Pool Portfolio loan.  In addition, S&P affirmed
its 'CCC- (sf)' ratings on the "RAM" raked certificate classes
from CGCMT 2006-FL2, which derive 100% of their cash flow from a
subordinate nonpooled component of the Radisson Ambassador Plaza
Hotel and Casino loan.  Lastly, S&P affirmed its ratings on the
"DHC" raked certificate classes from CGCMT 2006-FL2, which derive
100% of their cash flow from a subordinate nonpooled component of
the Doubletree Hospitality & Centre Plaza Office loan.  The
affirmed ratings follow S&P's analysis of the respective loans,
which S&P describe in more detail below.

                       Lodging Collateral

Lodging properties secure four loans (including the mixed-use
Doubletree Hospitality & Centre Plaza Office loan) in the CGCMT
2006-FL2 pool totaling $104.8 million (64.1% of the pooled trust
balance) according to the Nov. 18, 2010, trustee remittance
report.  These properties are in San Juan, Puerto Rico (30.6% of
the CGCMT 2006-FL2 pooled trust balance); Houston, Texas (15.4%),
Modesto, California (10.1%); and Teton Village, Wyo. (8.0%).  S&P
based S&P's hotel analyses, in part, on a review of the borrowers'
operating statements available for year-to-date 2010, the 12
months ended Dec. 31, 2009, the borrower's 2010 budgets, and the
Smith Travel Research reports.  S&P noted that a reduction in
business and leisure travel, in its opinion, significantly
affected the performance of lodging properties in 2009 compared
with 2008.  S&P's analysis also considered current conditions in
the local lodging markets for year-to-date 2010.  According to
STR, the Houston lodging market posted a 5.8% decrease in revenue
per available room for the first 10 months of 2010 compared with
2009, whereas the general U.S. hotel industry reported a 4.9%
increase in RevPAR for the same period.  S&P's lodging property
valuations have declined, on average, by 14.9% from the levels S&P
assessed in its last review of CGCMT 2006-FL2.

                    The Largest Lodging Loan

The Radisson Ambassador Plaza Hotel and Casino loan, the largest
loan in the CGCMT 2006-FL2 pool, is secured by a 233-room, full-
service hotel, which includes a 14,800-sq.-ft. casino, in San
Juan, Puerto Rico.  The loan has a trust and whole-loan balance of
$54.4 million, which consists of a $50.0 million senior pooled
component (30.6% of the pooled trust balance) and a $4.4 million
subordinate nonpooled component that supports the class RAM-1 and
RAM-2 raked certificates.  In addition, the equity interests in
the borrower of the whole loan secure $35.6 million of mezzanine
debt.  The master servicer, Wells Fargo Bank N.A., reported an in-
trust debt service coverage of 1.73x for year-end 2009 and
occupancy of 76.4% for the 12 months ended Sept. 30, 2010.  S&P's
adjusted valuation, which yielded a stressed in-trust loan-to-
value ratio of 251.8%, has fallen 10.0% since its last review of
CGCMT 2006-FL2.  The valuation declines since issuance and S&P's
last review primarily reflect declines in casino revenue.
Accordingly, S&P affirmed its 'CCC- (sf)' ratings on the CGCMT
2006-FL2 "RAM" raked certificate classes.  The loan matures on
July 9, 2011, and has no extension options remaining.

              Lodging Loan With The Special Servicer

There is one lodging loan in the CGCMT 2006-FL2 pool with the
special servicer.  The Snake River Lodge & Spa loan, the second-
smallest loan in the CGCMT 2006-FL2 pool, is secured by an 88-
room, full-service luxury hotel, which includes a 17,000-sq.-ft.
spa, at the base of the Jackson Hole mountain range in Teton
Village, Wyo.  The loan has a whole-loan balance of $27.0 million
that consists of a $13.1 million senior pooled component (8.0%
of the CGCMT 2006-FL2 pooled trust balance), a $1.1 million
subordinate nonpooled component raked to the CGCMT 2006-FL2
SRL certificate class (not rated by Standard & Poor's), and a
$12.8 million nontrust junior participation interest.  The loan
was transferred to the special servicer, also Wells Fargo, on
Feb. 11, 2010, after the borrower did not pay off the loan by its
Feb. 9, 2010, maturity date.  Wells Fargo reports that it is
currently exploring various liquidation strategies, including a
discounted payoff.  The reported occupancy was 47.7% for the 12
months ended Sept. 30, 2010.  While an updated April 2010
appraisal valued the property at above the trust balance, S&P's
adjusted valuation resulted in a stressed in-trust LTV ratio of
194.3%, down 11.1% since its last review of CGCMT 2006-FL2.  S&P
based its valuation primarily on the borrower's operating
statements for year-to-date 2010 as of September, as well as the
borrower's 2010 budget.

            Lodging Loan With Rated Raked Certificates

In addition to the CGCMT 2006-FL2 "RAM" raked certificates,
Standard & Poor's also rates the CGCMT 2006-FL2 "DHC" raked
certificates.  The Doubletree Hospitality & Centre Plaza
Office loan, the fifth-largest loan in the CGCMT 2006-FL2
pool, is secured by a mixed-use facility in Modesto, Calif.,
containing, among other items, 258 hotel rooms and 58,500
rentable sq. ft. of office space.  This loan has a whole-loan
balance of $26.7 million, which consists of a $16.4 million
senior pooled component (10.1% of the CGCMT 2006-FL2 pooled
trust balance), a $3.1 million subordinate nonpooled component
that supports the "DHC" raked certificates, and a $7.2 million
nontrust junior participation interest.  Wells Fargo reported
a combined DSC of 2.76x for the six months ended June 30, 2010,
and 58.2% occupancy for the 12 months ended July 31, 2010, on
the hotel portion and 90.8% occupancy as of October 2010 on the
office portion.  S&P's adjusted valuation, which yielded a
stressed in-trust LTV ratio of 88.3%, is on par with the levels
S&P assessed in its last review of CGCMT 2006-FL2.  Accordingly,
S&P affirmed its ratings on the CGCMT 2006-FL2 "DHC" raked
certificate classes.  The loan matures on July 9, 2011, and has
no extension options remaining.

                        Office Collateral

Office properties secure three loans totaling $58.6 million (35.9%
of the CGCMT 2006-FL2 pooled trust balance).  The office
properties are predominantly concentrated in California (16.8% of
the pooled trust balance), Washington D.C. (15.9%), and Texas
(2.6%).  S&P based its analysis of the office properties on S&P's
review of the borrowers' operating statements available for year-
to-date 2010, the 12 months ended Dec. 31, 2009, the borrowers'
2010 budgets, and the borrowers' 2010 rent rolls.  Based on S&P's
analysis, its office property valuations, on average, have fallen
5.7% since its last review of CGCMT 2006-FL2.  S&P generally
attribute the declines to lower rental rates, higher vacancy
rates, and/or higher operating expenses since its last review of
CGCMT 2006-FL2.

                     The Largest Office Loan

The CarrAmerica National Pool Portfolio loan, the largest office
loan and the second-largest loan in the CGCMT 2006-FL2 pool, is
secured by 30 office properties totaling 8.7 million sq. ft. in
the states of California, Texas, Colorado, and Washington.  The
loan has a whole-loan balance of $614.4 million that is split into
three pari passu pieces.  The first is a $46.1 million pari passu
loan that is further divided into a $28.8 million senior pooled
component (17.7% of the CGCMT 2006-FL2 pooled trust balance), a
$3.8 million subordinate nonpooled component that is raked to the
CGCMT 2006-FL2 "CAN" certificate classes (not rated by Standard &
Poor's), and a $13.5 million nontrust junior participation
interest.  In addition, the equity interests in the borrower of
the whole loan secure four mezzanine loans totaling $166.2
million.  The $228.5 million senior portion of the second pari
passu piece, which includes the class CN1, CN2, and CN3 raked
certificates, collateralizes the COMM 2006-FL12 transaction.
Classes CN2 and CN3 are not rated by Standard & Poor's.  The
$174.1 million senior portion of the third pari passu piece, which
includes the class J-CP, K-CP, and L-CP raked certificates,
collateralizes the BALL 2006-BIX1 transaction.  Wells Fargo
reported an in-trust DSC of 11.91x and 77.3% occupancy for the 12
months ended June 30, 2010.  S&P's adjusted valuation, which
yielded a stressed LTV ratio of 65.6%, is on par with the levels
S&P assessed in its last review of CGCMT 2006-FL2.  Accordingly,
S&P affirmed its ratings on the COMM 2006-FL12 class "CN1" and
BALL 2006-BIX1 "CP" raked certificates.  The loan matures on
Aug. 9, 2011, and has no extension options remaining.

        Office Loan Maturing Within The Next Three Months

There is one office loan in the CGCMT 2006-FL2 pool that is
maturing within the next three months.  The H Street loan,
the third-largest loan in the CGCMT 2006-FL2 pool, is secured by
three office buildings totaling 189,900 sq. ft. in Washington,
D.C.  The loan has a trust and whole-loan balance of $26.0 million
(15.9%).  In addition, the equity interests in the borrower of
the whole loan secure mezzanine debt with a maximum balance of
$14.8 million.  Wells Fargo reported an in-trust DSC of 12.01x for
the six months ended June 30, 2010, and 100% occupancy as of
June 30, 2010.  S&P's adjusted valuation, which yielded a stressed
in-trust LTV ratio of 74.8%, is down 14.7% since its last review
of CGCMT 2006-FL2, due primarily to increased operating expenses.
The loan matures on Dec. 9, 2010.  Wells Fargo recently informed
us that the loan was transferred to the special servicer on
Dec. 2, 2010, due to imminent default.  It is S&P's understanding
from Wells Fargo that the transfer to special servicing is in
connection with the borrower's efforts to refinance the loan.

            Office Loan With Rated Raked Certificates

Standard & Poor's also rates the "CAC" raked certificates in CGCMT
2006-FL2.  The CarrAmerica CARP Pool Portfolio loan, the smallest
loan in the CGCMT 2006-FL2 pool, is secured by four office
properties totaling 719,030 sq. ft. in Austin, Texas, and San
Mateo and Mountain View, Calif.  The loan has a whole-loan balance
of $82.0 million that is split into three pari passu pieces.  The
first is a $6.1 million pari passu loan that is further divided
into a $3.8 million senior pooled component (2.3% of the CGCMT
2006-FL2 pooled trust balance), a $0.6 million subordinate
nonpooled component that is raked to the CGCMT 2006-FL2 "CAC"
certificate classes, and a $1.7 million nontrust junior
participation interest.  In addition, the equity interests in the
borrower of the whole loan secure two mezzanine loans totaling
$14.4 million.  The $31.1 million senior portion of the second
pari passu piece, which includes the class CA1, CA2, CA3, and CA4
raked certificates, collateralizes the COMM 2006-FL12 transaction.
Classes CA1, CA3, and CA4 are not rated by Standard & Poor's.  The
$23.7 million senior portion of the third pari passu piece, which
includes the class J-CA, K-CA, and L-CA raked certificates,
collateralizes the BALL 2006-BIX1 transaction.  Wells Fargo
reported an in-trust DSC of 9.70x and 83.1% occupancy for the 12
months ended June 30, 2010.  S&P's adjusted valuation, which
yielded a stressed LTV ratio of 76.1%, is on par with the levels
S&P assessed in its last review of CGCMT 2006-FL2.  Accordingly,
S&P affirmed its ratings on the CGCMT 2006-FL2 "CAC," COMM 2006-
FL12 "CA2," and BALL 2006-BIX1 "CA" raked certificate classes.
The loan matures on Aug. 9, 2011, and has no extension options
remaining.

                         Ratings Raised

          Citigroup Commercial Mortgage Trust 2006-FL2
          Commercial mortgage pass-through certificates

               Rating
               ------
   Class    To           From           Credit enhancement (%)
   -----    --           ----           ----------------------
   E        AAA (sf)     A+ (sf)                         85.82
   F        AA (sf)      BBB+ (sf)                       69.38
   G        A (sf)       BBB- (sf)                       54.78
   H        BBB (sf)     BB+ (sf)                        42.00

                         Ratings Lowered

          Citigroup Commercial Mortgage Trust 2006-FL2
          Commercial mortgage pass-through certificates

               Rating
               ------
   Class    To           From           Credit enhancement (%)
   -----    --           ----           ----------------------
   K        CCC+ (sf)    B- (sf)                         14.61
   L        CCC- (sf)    CCC (sf)                         0.00

                        Ratings Affirmed

          Citigroup Commercial Mortgage Trust 2006-FL2
          Commercial mortgage pass-through certificates

   Class          Rating                Credit enhancement (%)
   -----          ------                ----------------------
   J              BB (sf)                                28.30
   CAC-1          BB+ (sf)                                 N/A
   CAC-2          BB+ (sf)                                 N/A
   CAC-3          BB (sf)                                  N/A
   DHC-1          B+ (sf)                                  N/A
   DHC-2          B- (sf)                                  N/A
   DHC-3          CCC (sf)                                 N/A
   RAM-1          CCC- (sf)                                N/A
   RAM-2          CCC- (sf)                                N/A

                          COMM 2006-FL12
          Commercial mortgage pass-through certificates

   Class          Rating                Credit enhancement (%)
   -----          ------                ----------------------
   CN1            A- (sf)                                  N/A
   CA2            BB+ (sf)                                 N/A

                 Banc of America Large Loan Inc.
  Commercial mortgage pass-through certificates series 2006-BIX1

   Class          Rating                Credit enhancement (%)
   -----          ------                ----------------------
   J-CP           A+ (sf)                                  N/A
   K-CP           A- (sf)                                  N/A
   L-CP           BBB (sf)                                 N/A
   J-CA           BB+ (sf)                                 N/A
   K-CA           BB+ (sf)                                 N/A
   L-CA           BB (sf)                                  N/A

                      N/A - Not applicable.


CITIGROUP COMMERCIAL: Fitch Cuts Ratings on 17 2007-C6 Certs.
-------------------------------------------------------------
Fitch Ratings has downgraded 17 classes of Citigroup Commercial
Mortgage Trust 2007-C6, commercial mortgage pass-through
certificates, due to further deterioration of performance, most of
which involves increased losses on the specially serviced loans.

The downgrades reflect an increase in Fitch expected losses across
the pool.  Fitch modeled losses of 8.9% for the remaining pool;
expected losses of the original pool are at 9.1%, including losses
already incurred to date.  Fitch has designated 71 loans (19%) as
Fitch Loans of Concern, which includes 27 specially serviced loans
(7.5%).  Fitch expects classes L through S may be fully depleted
from losses associated with the specially serviced assets.

As of the November 2011 distribution date, the pool's aggregate
principal balance has been paid down by approximately 1% to
$4.7 billion from $4.76 billion at issuance.  One loan (0.03%) is
currently defeased.  Interest shortfalls are affecting classes N
through S.

The Fitch stressed loan-to-value for the pool is 98.6%.  The top
15 loans represent 36% of the pool, 11 of the top 15 were assumed
to default and incur a loss, with severities ranging from 1% to
32%.

The largest contributor to loss (2.6% of pool balance) is secured
by a 43-building multifamily portfolio with 951 units located in
the Hyde Park neighborhood of Chicago.  The property is near the
completion of a three-phase renovation - originally expected to be
completed in the spring of 2010 - that is anticipated to be
completed in the first quarter of 2011.  Despite cash flow
remaining insufficient to cover debt service obligations, the loan
remains current, and the borrower has indicated to the servicer
that it will continue to invest additional equity to cover debt
service until the renovations are complete.  As a majority of work
has been completed, the property's Debt service coverage ratio has
improved from 0.31 times at year-end 2009 to 0.5x as of June 2010.
The renovation reserve established at closing has been reduced
from $26 million to $1.7 million according to the October 2010
servicer reserve report.  Fitch does not expect property will
stabilize to original expectations due to compression in the
market's asking rates, as well as an increase in vacancy.

The next loan of concern (1.8%), which returned to special
servicing in August 2010 for imminent default, is secured by a
regional mall in Moreno Valley, CA, located within the Inland
Empire.  The property totals 1,078,378 square feet, with 472,844
sf of collateral.  The property is anchored by Macy's, JCPenney,
and Sears.  Major tenants include The Limited and Harkins Theater.
The property, which reported a YE 2009 DSCR of 1.23x and an
occupancy of 78.1% (as of June 2010; down from 91% at issuance),
has been identified by the sponsor, General Growth Properties, as
a property that may not be able to service its debt in the future.
The primary reason for the decline in performance is due to the
loss of several tenants, including Gottschalks which occupied
150,000 sf.  The servicer is discussing workout options with GGP,
including a possible modification and loan extension.  The loan's
current maturity date is Sept. 6, 2013.

The next largest loan of concern (1.3%) is secured by a 263,757 sf
retail center in Chino Hills, California.  Constructed in phases
between 2000 and 2003, the property consists of 12 buildings and
ground leased space and represents a portion of a larger 500,000
sf power center in Chino Hills, California.  The loan is interest-
only for the entire loan term.  The largest tenants are Sports
Chalet, Inc. (15.9% of net rentable area), Best Buy Stores LP
(11.8% of NRA), and Stein Mart, Inc. (11.8% of NRA).  Near-term
lease expirations include 14.7% in 2011, 1.3% in 2012, and 11.8%
in 2013.  Occupancy at the property dropped to 88% as of March
2010 after tenants vacated, including Off Broadway Shoes (9.1% of
NRA).  Fitch analysis of the loan resulted in a higher probability
of default during the loan term due to declining occupancy and its
effects on cash flow.

Fitch downgrades these classes and revises the Outlooks, LS
ratings, and Recovery Ratings as indicated:

  -- $248.3 million class A-J to 'BBB-sf/LS4' from 'BBB/LS3';
     Outlook to Stable from Negative;

  -- $150 million class A-JFL to 'BBB-sf/LS4' from 'BBB/LS3';
     Outlook to Stable from Negative;

  -- $23.8 million class B to 'BBsf/LS5' from 'BBB-/LS5'; Outlook
     to Stable from Negative;

  -- $35.7 million class D to 'Bsf/LS5' from 'BB/LS5'; Outlook
     Negative;

  -- $29.7 million class E to 'CCCsf/RR1' from 'BB/LS5';

  -- $35.7 million class F to 'CCCsf/RR1' from 'B/LS5' ;

  -- $47.6 million class G to 'CCCsf/RR1' from 'B-/LS5';

  -- $53.5 million class H to 'CCCsf/RR1' from 'B-/LS5';

  -- $65.4 million class J to 'CCsf/RR3' from 'B-/LS5';

  -- $53.5 million class K to 'CCsf/RR5' from 'B-/LS5';

  -- $11.9 million class L to 'C/RR6' from 'B-/LS5';

  -- $11.9 million class M to 'C/RR6' from 'B-/LS5';

  -- $17.8 million class N to 'C/RR6' from 'B-/LS5';

  -- $11.9 million class O to 'C/RR6' from 'B-/LS5';

  -- $5.9 million class P to 'C/RR6' from 'B-/LS5';

  -- $5.9 million class Q to 'C/RR6' from 'B-/LS5'.

Fitch also affirms these classes and revises the LS ratings as
indicated:

  -- $115.4 million class A-1 at 'AAAsf/LS2 from LS1'; Outlook
     Stable

  -- $259 million class A-2 at 'AAAsf/LS2 from LS1'; Outlook
     Stable

  -- $387 million class A-3 at 'AAAsf/LS2 from LS1'; Outlook
     Stable

  -- $126.3 million class A-3B at 'AAAsf/LS2 from LS1'; Outlook
     Stable

  -- $140 million class A-SB at 'AAAsf/LS2 from LS1'; Outlook
     Stable

  -- $1.573 billion class A-4 'AAAsf/LS2 from LS1'; Outlook Stable

  -- $200 million class A-4FL at 'AAAsf/LS2 from LS1'; Outlook
     Stable

  -- $484.6 million class A-1A at 'AAAsf/LS2 from LS1'; Outlook
     Stable

  -- $425.6 million class A-M at 'AAAsf/LS3'; Outlook Stable

  -- $50 million class A-MFL at 'AAAsf/LS3'; Outlook Stable

  -- $71.3 million class C at 'BB/LS5'; Outlook Negative.

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


COBALT CMBS: Moody's Confirms Ratings on Two 2007-C2 Certs.
-----------------------------------------------------------
Moody's Investors Service confirmed the ratings of two classes,
affirmed 11 classes and downgraded 11 classes of Cobalt CMBS
Commercial Mortgage Trust, Commercial Mortgage Pass-Through
Certificates, Series 2007-C2:

  -- Cl. A-2, Affirmed at Aaa (sf); previously on April 19, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-AB, Affirmed at Aaa (sf); previously on April 19, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X, Affirmed at Aaa (sf); previously on April 19, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3, Confirmed at Aaa (sf); previously on Oct. 7, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-1A, Confirmed at Aaa (sf); previously on Oct. 7, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-MFL, Downgraded to A1 (sf); previously on Oct. 7, 2010
     Aa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-MFX, Downgraded to A1 (sf); previously on Oct. 7, 2010
     Aa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-JFL, Downgraded to Ba3 (sf); previously on Oct. 7, 2010
     Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-JFX, Downgraded to Ba3 (sf); previously on Oct. 7, 2010
     Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B, Downgraded to B3 (sf); previously on Oct. 7, 2010 Ba2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. C, Downgraded to Caa2 (sf); previously on Oct. 7, 2010 B2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. D, Downgraded to Caa3 (sf); previously on Oct. 7, 2010 B3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. E, Downgraded to Ca (sf); previously on Oct. 7, 2010 Caa1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. F, Downgraded to C (sf); previously on Oct. 7, 2010 Caa3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. G, Downgraded to C (sf); previously on Oct. 7, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. H, Downgraded to C (sf); previously on Oct. 7, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. J, Affirmed at C (sf); previously on Dec. 3, 2009
     Downgraded to C (sf)

  -- Cl. K, Affirmed at C (sf); previously on Dec. 3, 2009
     Downgraded to C (sf)

  -- Cl. L, Affirmed at C (sf); previously on Dec. 3, 2009
     Downgraded to C (sf)

  -- Cl. M, Affirmed at C (sf); previously on Dec. 3, 2009
     Downgraded to C (sf)

  -- Cl. N, Affirmed at C (sf); previously on Dec. 3, 2009
     Downgraded to C (sf)

  -- Cl. O, Affirmed at C (sf); previously on Dec. 3, 2009
     Downgraded to C (sf)

  -- Cl. P, Affirmed at C (sf); previously on Dec. 3, 2009
     Downgraded to C (sf)

  -- Cl. Q, Affirmed at C (sf); previously on Dec. 3, 2009
     Downgraded to C (sf)

                         Ratings Rationale

The downgrades are due to higher expected losses for the pool
resulting from anticipated losses from specially serviced and
troubled loans and interest shortfalls.  The confirmations and
affirmations are due to key parameters, including Moody's loan to
value ratio, Moody's stressed debt service coverage ratio and the
Herfindahl Index, remaining within acceptable ranges.  Based on
Moody's current base expected loss, the credit enhancement levels
for the affirmed classes are sufficient to maintain their current
ratings.

On October 7, 2010, Moody's placed 13 classes on review for
possible downgrade.  This action concludes Moody's review.

Moody's rating action reflects a cumulative base expected loss of
12.0% of the current balance.  At last review, Moody's cumulative
base expected loss was 9.6%.  Moody's stressed scenario loss is
26.9% of the current balance.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels.  If future performance materially declines,
the expected level of credit enhancement and the priority in the
cash flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions.  Conduit model results at the Aa2 level are driven
by property type, Moody's actual and stressed DSCR, and Moody's
property quality grade (which reflects the capitalization rate
used by Moody's to estimate Moody's value).  Conduit model results
at the B2 level are driven by a paydown analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl
score, a measure of loan level diversity, is a primary determinant
of pool level diversity and has a greater impact on senior
certificates.  Other concentrations and correlations may be
considered in Moody's analysis.  Based on the model pooled credit
enhancement levels at Aa2 and B2, the remaining conduit classes
are either interpolated between these two data points or
determined based on a multiple or ratio of either of these two
data points.  For fusion deals, the credit enhancement for loans
with investment-grade credit estimates is melded with the conduit
model credit enhancement into an overall model result.  Fusion
loan credit enhancement is based on the underlying rating of the
loan which corresponds to a range of credit enhancement levels.
Actual fusion credit enhancement levels are selected based on loan
level diversity, pool leverage and other concentrations and
correlations within the pool.  Negative pooling, or adding credit
enhancement at the underlying rating level, is incorporated for
loans with similar credit estimates in the same transaction.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated December 3, 2009.

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.

                         Deal Performance

As of the November 18, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 4% to $2.3 billion
from $2.4 billion at securitization.  The Certificates are
collateralized by 143 mortgage loans ranging in size from less
than 1% to 11% of the pool, with the top ten loans representing
45% of the pool.  The pool includes one loan with an investment
grade credit estimate, representing 6% of the pool.

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

Eight loans have been liquidated from the pool since
securitization, resulting in an aggregate $30.5 million loss
(46% loss severity on average).  There were no realized losses
at last review.  Fifteen loans, representing 17% of the pool,
are currently in special servicing.  The largest specially
serviced loan is the Peter Cooper Village and Stuyvesant Loan
($250.0 million -- 10.7% of the pool), which represents a pari
passu interest in a $3.0 billion first mortgage loan spread among
five CMBS deals.  The A note had $1.4 billion in mezzanine debt
behind it at securitization.  The loan is secured by two adjacent
multifamily apartment complexes with 11,230 units located on the
east side of Manhattan.  A September 2010 appraisal valued the
property at $2.8 billion, leading the master servicer to recognize
a $51.3 million appraisal reduction in November 2010.  Moody's
values the PCV/ST complex at $1.8 billion, which reflects a 38%
loss severity for the first mortgage.  Moody's valuation was
heavily weighted towards an income approach based on 2008 actual
income inflated to the present (80%), with additional
consideration given to an income approach based on rolling back
converted apartment rents to stabilized levels with rent
concessions expected to continue on market rate units (10%).
Finally, a conversion of one-third of the complex to for sale co-
operative housing at a net per unit sale price of $515,000, which
would result in no loss to the first mortgage, was also considered
at a 10% probability of occurrence.

The remaining 14 specially serviced loans are secured by a mix of
property types.  The master servicer has recognized an aggregate
$20.6 million appraisal reduction for seven of the remaining
specially serviced loans.  Moody's has estimated an aggregate
$165.3 million loss (42% expected loss on average) for all of the
specially serviced loans.

Moody's has assumed a high default probability for 17 poorly
performing loans representing 7.7% of the pool and has estimated
an aggregate $35.7 million loss (20% expected loss based on a 50%
probability of default) from these troubled loans.

Based on the most recent remittance statement, Class H through
S have experienced cumulative interest shortfalls totaling
$1.4 million.  Interest shortfalls increased from Class L to
Class H in November due to the servicer recognizing appraisal
entitlement reductions on several loans, including the PCV/ST
Loan, based on recent appraisal reductions.  Moody's anticipates
that the pool will continue to experience interest shortfalls
because of the high exposure to specially serviced loans.
Interest shortfalls are caused by special servicing fees,
including workout and liquidation fees, ASERs and extraordinary
trust expenses.

Moody's was provided with full year 2009 operating results for 93%
of the pool.  Excluding specially serviced and troubled loans,
Moody's weighted average LTV for the conduit component is 119%
compared to 118% at Moody's prior review.  Moody's net cash flow
reflects a weighted average haircut of 11.4% to the most recently
available net operating income.  Moody's value reflects a weighted
average capitalization rate of 9.2%.

Moody's actual and stressed DSCRs for the performing conduit loans
are 1.27X and 0.88X, respectively, compared to 1.25X and 0.87X at
last review.  Moody's actual DSCR is based on Moody's net cash
flow and the loan's actual debt service.  Moody's stressed DSCR is
based on Moody's NCF and a 9.25% stressed rate applied to the loan
balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 28 compared to 29 at Moody's prior review.

The loan with a credit estimate is the GGP-sponsored Ala Moana
Portfolio Loan ($97.4 million -- 4.2%), which is a pari passu
interest in a first mortgage loan secured by a 2.0 million square
foot mixed-use portfolio located on the island of Hawaii.  The
largest property is the Ala Moana Mall, which is considered the
world's largest open-air shopping center.  As of March 2010, the
portfolio was 95% leased, essentially the same as at last review.
The loan was transferred to special servicing in April 2009 when
GGP filed for bankruptcy.  It is anticipated that GGP will
significantly pay down the current balance once the new company
emerges from bankruptcy.  In addition, the loan's maturity will be
extended to 2018 and the loan will be structured with a 25-year
amortization schedule.  Moody's credit estimate and stressed DSCR
are A3 and 0.90X, respectively, compared to A3 and 0.87X at the
prior review.

The top three performing conduit loans represent 21% of the
pool balance.  The largest loan is the 75 Broad Street Loan
($243.5 million -- 10.5% of the pool), which is secured by a
648,000 SF office telecom building located in the Financial
District of New York.  The property was 95% leased as of June
2010 compared to 96% at last review.  The largest tenants include
Internap (13% of the new rentable area; lease expiration December
2016) and the Board of Education (12% of the NRA; lease expiration
August 2018).  The loan is interest only for its entire ten-year
term.  Moody's LTV and stressed DSCR are 117% and 0.85X,
respectively, compared to 125% and 0.80X at last review.

The second largest loan is The Woodies Building Loan
($172.1 million -- 7.4% of the pool), which is secured by a
485,000 SF mixed use office/retail property located in East End
sub-market of Washington, D.C.  The office component represents
73% of the NRA and is predominantly leased to government agencies.
The largest office tenants are the Federal Bureau of Investigation
(31% of the NRA; lease expirations in 2015 and 2016), the National
Endowment of Democracy (10% of the NRA; lease expiration in June
2016) and the Environmental Protection Agency (10% of the NRA;
lease expiration in March 2014).  The largest retail tenants are
Forever 21, H&M and Zara.  As of December 2009, the property was
91% leased compared to 94% at last review.  Moody's LTV and
stressed DSCR are 147% and 0.66X, respectively, compared to 131%
and 0.74X at last review.

The third largest loan is the One Summer Street Loan
($80.2 million -- 3.4% of the pool), which is secured by a 388,000
SF office telecom building located in Boston, Massachusetts.  The
largest tenants include Qwest Communications Corp (17% of the NRA;
lease expiration June 2015) and WiTel Communications LLC (15% of
the NRA; lease expiration February 2020).  The property was 64%
leased as of June 2010, compared to 58% at last review.  The loan
is interest only for the first 24 months of its ten-year term.
Moody's LTV and stressed DSCR are 93% and 1.19X, respectively,
compared to 105% and 1.06X at last review.


COBALTS TRUST: Moody's Reviews 'Ba3' Rating on Certificates
-----------------------------------------------------------
Moody's Investors Service announced that it has placed on review
for downgrade these certificates issued by COBALTS Trust for
Sprint Capital Notes:

  -- 1,000,000 8.125% COBALTS Trust Series Sprint Capital
     Certificates, Series 2002-1; Ba3, Placed on Review for
     Downgrade; Previously on December 10, 2009 Downgraded to Ba3

The transaction is a structured note whose rating is based on the
rating of the Underlying Securities and the legal structure of the
transaction.  The rating action is a result of the change of the
rating of $29,686,000 6.875% Notes due 2028 issued by Sprint
Capital Corporation which were placed on review for downgrade by
Moody's on November 15, 2010.


COLTS 2007-1: S&P Affirms Ratings on Various Classes of Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on the
class A, B, C, D, and E notes from COLTS 2007-1 Ltd., a
collateralized loan obligation transaction with Ivy Hill Asset
Management L.P, an affiliate of Ares Management LLC, as
subservicer.  At the same time, S&P removed the ratings on class
A, B, and C from CreditWatch with positive implications.

The affirmations reflect S&P's view of the combined, and somewhat
offsetting, effect of a reduction in the outstanding balance of
the class A notes, as well as the credit deterioration S&P has
observed in the transaction's underlying portfolio since its last
rating action in February 2010.

According to the Nov. 5, 2010, trustee report, the transaction
held $24.9 million in defaulted assets, which is an increase from
the $17.4 million noted in the Dec. 4, 2009, trustee report.  In
addition, assets from obligors rated in the 'CCC' category were
16.18% of the collateral pool in November 2010, compared with
16.19% in December 2009.  The class A overcollateralization test
improved to 153.43% in November 2010 from 131.02% as of December
2009, largely as a result of $80.9 million in pay downs to the
class A notes since S&P's last rating action.  In S&P's view,
credit deterioration in the underlying collateral pool somewhat
offsets the positive impact of the reduction of the class A notes.

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 deem necessary.

                  Rating And Creditwatch Actions

                        COLTS 2007-1 Ltd.

                           Rating
                           ------
           Class       To          From
           -----       --          ----
           A           AA+ (sf)    AA+ (sf)/Watch Pos
           B           AA- (sf)    AA- (sf)/Watch Pos
           C           BBB (sf)    BBB (sf)/Watch Pos

                        Ratings Affirmed

                        COLTS 2007-1 Ltd.

                Class                   Rating
                -----                   ------
                D                       B+ (sf)
                E                       CCC- (sf)


COMM 2001-J2: Moody's Affirms Ratings on 16 2001-J2 Certs.
----------------------------------------------------------
Moody's Investors Service affirmed the ratings of 16 classes of
COMM 2001-J2 Commercial Pass-Through Certificates, Series 2001-J2:

  -- Cl. A-1, Affirmed at Aaa (sf); previously on April 14, 2003
     Upgraded to Aaa (sf)

  -- Cl. A-1F, Affirmed at Aaa (sf); previously on April 14, 2003
     Upgraded to Aaa (sf)

  -- Cl. A-2, Affirmed at Aaa (sf); previously on April 14, 2003
     Upgraded to Aaa (sf)

  -- Cl. A-2F, Affirmed at Aaa (sf); previously on April 14, 2003
     Upgraded to Aaa (sf)

  -- Cl. B, Affirmed at Aaa (sf); previously on Nov. 10, 2006
     Upgraded to Aaa (sf)

  -- Cl. C, Affirmed at Aaa (sf); previously on March 27, 2007
     Upgraded to Aaa (sf)

  -- Cl. D, Affirmed at Aaa (sf); previously on March 27, 2007
     Upgraded to Aaa (sf)

  -- Cl. E, Affirmed at Aa2 (sf); previously on June 26, 2008
     Upgraded to Aa2 (sf)

  -- Cl. F, Affirmed at Aa3 (sf); previously on June 26, 2008
     Upgraded to Aa3 (sf)

  -- Cl. G, Affirmed at Baa2 (sf); previously on March 27, 2007
     Upgraded to Baa2 (sf)

  -- Cl. H, Affirmed at Caa1 (sf); previously on March 27, 2007
     Downgraded to Caa1 (sf)

  -- Cl. X, Affirmed at Aaa (sf); previously on April 14, 2003
     Upgraded to Aaa (sf)

  -- Cl. XP, Affirmed at Aaa (sf); previously on April 14, 2003
     Upgraded to Aaa (sf)

  -- Cl. XC, Affirmed at Aaa (sf); previously on April 14, 2003
     Upgraded to Aaa (sf)

  -- Cl. E-CS, Affirmed at Aa2 (sf); previously on June 26, 2008
     Upgraded to Aa2 (sf)

  -- Cl. E-IO, Affirmed at Aa2 (sf); previously on June 26, 2008
     Upgraded to Aa2 (sf)

The affirmations are based on the expectation of continuing stable
performance of the loans securing the certificates, the
substitution of defeasance collateral for three loans (the AT&T
Building Loan, the Wyndham Anatole Hotel Loan and the Thayer
Lodging Portfolio Loan) that combined account for 30% of the trust
balance, the high quality of the two largest assets in the trust,
the Citigroup Center Loan (32% of the non-defeased collateral) and
the Willowbrook Mall Loan (17% of the non-defeased collateral),
and Moody's expected loss projections for the pool.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS Large
Loan Model v 8.0 which is used for both large loan and single
borrower transactions.  The large loan model derives credit
enhancement levels based on an aggregation of adjusted loan level
proceeds derived from Moody's loan level LTV ratios.  Major
adjustments to determining proceeds include leverage, loan
structure, property type, and sponsorship.  These aggregated
proceeds are then further adjusted for any pooling benefits
associated with loan level diversity, other concentrations and
correlations.  The model also incorporates a supplementary tool to
allow for the testing of the credit support at various rating
levels.  The scenario or "blow-up" analysis tests the credit
support for a rating assuming that loans in the pool default with
an average loss severity that is commensurate with the rating
level being tested.  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 ratings are determined by a committee process that
considers both quantitative and qualitative factors.  Therefore,
the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated October 28, 2009.

                         Deal Performance

As of the November 16, 2010 Payment Date, the transaction's
certificate balance has decreased by 14% to $1.3 billion from
$1.5 billion at securitization due to scheduled principal
amortization.  Currently the certificates are collateralized by
seven fixed-rate mortgage loans and three defeased loans.  The
three largest loans account for 50% of the trust balance.

Moody's was provided with full-year 2009 and year-to-date 2010
operating statements for 100% of the non-defeased loans in the
trust.  Moody's weighted average loan to value ratio is 55%
compared to 57% at last review.  Moody's stressed debt service
coverage ratio is 1.75X compared to 1.66X at last review.  Moody's
stressed DSCR is based on Moody's net cash flow and a 9.25%
stressed rate applied to the loan balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.
Large loan transactions have a Herf of less than 20.  This pool
has a Herf of 8, the same as at Moody's prior review.

The Citigroup Center Loan ($293.1 million -- 22% of the trust
balance) is the senior portion of a first mortgage loan with a
current balance of $457.5 million.  Approximately $51 million of
the senior portion has been certificated in the COMM 2001-CITI
trust.  The loan is secured by two condominium interests and a
leasehold interest in part of a third condominium unit in
Citigroup Center, a 59-story Class A office property containing
1.6 million square feet of office and retail space.  Approximately
95% of the property is office space and 5% is retail.  The largest
tenant is Citibank N.A.  (Moody's Senior Unsecured A1; Negative
Outlook) that leases 29% of NRA with lease expiration in April
2016.  Other significant tenants include the law firm Kirkland &
Ellis (24%), with a lease expiration in February 2019 and Citadel
Investment Group (7%), with lease expiration in April 2017.
General Motors, which in January 2009 took occupancy of 119,956
square feet, rejected its lease in bankruptcy and vacated the
building in June 2009.  The property, which has had a history of
high occupancy, was 97% leased prior to General Motors vacating
its space.  Occupancy as of the August 2010 rent roll was 89%.
However, the law firm Freshfields Bruckhaus Deringer signed a
lease in September 2010 for approximately 110,000 square feet
increasing occupancy to approximately 95%.  The loan matures in
May 2011.  he property is owned and managed by affiliates of
Boston Properties, Inc., a publicly traded real estate investment
trust (Moody's Senior Unsecured Baa2; stable outlook).  Moody's
current LTV is 45%.  Moody's current credit estimate is Aaa.

The Willowbrook Mall Loan ($154.0 million -- 17%) is secured by
approximately 493,394 square feet of mall shop space in a
1.5 million square foot super-regional mall located in Wayne, New
Jersey.  Willowbrook Mall, considered one of the top malls in the
region, is anchored by Macy's, Bloomingdales, Lord & Taylor and
Sears.  As of June 2010 the in-line space was approximately 99%
leased.  Comparable in-line sales for the trailing 12-month period
ending in July 2010 were $577 per square foot with an occupancy
cost of approximately 14%.  The loan sponsor is an affiliate of
General Growth Properties, Inc.  GGP emerged from bankruptcy
protection in November 2010.  As part of GGP's bankruptcy plan,
the loan's maturity date was extended from July 1, 2011 to
June 30, 2016.  Moody's current LTV is 48%.  Moody's current
credit estimate is Aa1.

The Guardian Life Loan ($117.8 million -- 13%) is secured by Seven
Hanover Square, a 28-story Class A office building with
approximately 841,4921 square feet NRA located in downtown
Manhattan, New York City.  The building is the headquarters
location of the Guardian Life Insurance Company of America
(Moody's Senior Unsecured Aa3; Stable Outlook).  Guardian Life
occupies 99.5% of the building under a long term lease expiring in
2019.  Approximately 46,000 square feet has been subleased to the
newly formed Newsweek Daly Beast Company, a merger between
Newsweek and The Daily Beast, a news website owned by IAC.  The
loan matures in June 2013 and has an anticipated repayment date in
June 2011.  The loan sponsor is the Millstein Family.  Moody's
current credit estimate Baa3.


COMM 2004-LNB3: Moody's Confirms Ratings on Two Certificates
------------------------------------------------------------
Moody's Investors Service confirmed the ratings of two classes,
affirmed seven classes and downgraded ten classes of COMM 2004-
LNB3, Commercial Mortgage Pass-Through Certificates:

  -- Cl. A-2, Affirmed at Aaa (sf); previously on July 1, 2004
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3, Affirmed at Aaa (sf); previously on July 1, 2004
     Assigned Aaa (sf)

  -- Cl. A-4, Affirmed at Aaa (sf); previously on July 1, 2004
     Assigned Aaa (sf)

  -- Cl. A-5, Affirmed at Aaa (sf); previously on July 1, 2004
     Assigned Aaa (sf)

  -- Cl. A-1A, Affirmed at Aaa (sf); previously on July 1, 2004
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X, Affirmed at Aaa (sf); previously on July 1, 2004
     Definitive Rating Assigned Aaa (sf)

  -- Cl. B, Affirmed at Aaa (sf); previously on Oct. 29, 2008
     Upgraded to Aaa (sf)

  -- Cl. C, Confirmed at Aa2 (sf); previously on Oct. 7, 2010 Aa2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. D, Confirmed at A2 (sf); previously on Oct. 7, 2010 A2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. E, Downgraded to Baa2 (sf); previously on Oct. 7, 2010 A3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. F, Downgraded to Ba2 (sf); previously on Oct. 7, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. G, Downgraded to B2 (sf); previously on Oct. 7, 2010 Baa2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. H, Downgraded to Caa2 (sf); previously on Oct. 7, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. J, Downgraded to Ca (sf); previously on Oct. 7, 2010 Ba3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. K, Downgraded to C (sf); previously on Oct. 7, 2010 B1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. M, Downgraded to C (sf); previously on Oct. 7, 2010 Caa1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. L, Downgraded to C (sf); previously on Oct. 7, 2010 B3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. N, Downgraded to C (sf); previously on Oct. 7, 2010 Caa3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. O, Downgraded to C (sf); previously on Oct. 7, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

                        Ratings Rationale

The downgrades are due to higher expected losses for the pool
resulting from realized and anticipated losses from specially
serviced and troubled loans and interest shortfalls.  The
confirmations and affirmations are due to key parameters,
including Moody's loan to value ratio, Moody's stressed debt
service coverage ratio and the Herfindahl Index, remaining within
acceptable ranges.  Based on Moody's current base expected loss,
the credit enhancement levels for the confirmed and affirmed
classes are sufficient to maintain their current ratings.

On October 7, 2010, Moody's placed 12 classes on review for
possible downgrade.  This action concludes Moody's review.

Moody's rating action reflects a cumulative base expected loss of
4.1% of the current balance.  At last review, Moody's cumulative
base expected loss was 1.9%.  Moody's stressed scenario loss is
7.7% of the current balance.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels.  If future performance materially declines,
the expected level of credit enhancement and the priority in the
cash flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions.  Conduit model results at the Aa2 level are driven
by property type, Moody's actual and stressed DSCR, and Moody's
property quality grade (which reflects the capitalization rate
used by Moody's to estimate Moody's value).  Conduit model results
at the B2 level are driven by a paydown analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl
score, a measure of loan level diversity, is a primary determinant
of pool level diversity and has a greater impact on senior
certificates.  Other concentrations and correlations may be
considered in Moody's analysis.  Based on the model pooled credit
enhancement levels at Aa2 and B2, the remaining conduit classes
are either interpolated between these two data points or
determined based on a multiple or ratio of either of these two
data points.  For fusion deals, the credit enhancement for loans
with investment-grade credit estimates is melded with the conduit
model credit enhancement into an overall model result.  Fusion
loan credit enhancement is based on the underlying rating of the
loan which corresponds to a range of credit enhancement levels.
Actual fusion credit enhancement levels are selected based on loan
level diversity, pool leverage and other concentrations and
correlations within the pool.  Negative pooling, or adding credit
enhancement at the underlying rating level, is incorporated for
loans with similar credit estimates in the same transaction.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated April 9, 2009.

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.

                         Deal Performance

As of the November 10, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 17% to $1.1 billion
from $1.3 billion at securitization.  The Certificates are
collateralized by 87 mortgage loans ranging in size from less than
1% to 12% of the pool, with the top ten loans representing 49% of
the pool.  Fourteen loans, representing 22% of the pool, have
defeased and are collateralized with U.S. Government securities,
which is the same as at last review.  The pool includes three
loans with investment grade credit estimates, representing 29% off
the pool.

Nineteen loans, representing 11% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council monthly reporting package.  As part of Moody's
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Three loans have been liquidated from the pool since
securitization, resulting in an aggregate $17.1 million loss (55%
loss severity on average).  Due to realized losses, class P has
been eliminated entirely and Class O has experienced an 8%
principal loss.  Five loans, representing 6% of the pool, are
currently in special servicing.  The largest specially serviced
loan is Beau Terre Office Building Loan ($35.2 million -- 3.2% of
the pool), which is secured by thirty-six buildings totaling
378,000 square feet located in Bentonville, Arkansas.  The loan
was transferred into special servicing in May 2010 and is
currently in foreclosure.  The master servicer recognized a
$14.6 million appraisal reduction for this loan in September 2010.

The remaining four specially serviced loans are secured by
multifamily properties.  The master servicer has recognized an
aggregate $13.4 million appraisal reduction for the remaining
specially serviced loans.  Moody's has estimated an aggregate
$30.1 million loss (47% expected loss on average) for all of the
specially serviced loans.

Moody's has assumed a high default probability for seven poorly
performing loans representing 2.3% of the pool and has estimated
an aggregate $5.1 million loss (20% expected loss based on a 50%
probability of default) from these troubled loans.

Based on the most recent remittance statement, Classes H through
P have experienced cumulative interest shortfalls totaling
$1.1 million.  Interest shortfalls increased in November due to
the servicer recognizing appraisal entitlement reductions on
several loans based on recent appraisal reductions.  Moody's
anticipates that the pool will continue to experience interest
shortfalls because of the high exposure to specially serviced
loans.  Interest shortfalls are caused by special servicing fees,
including workout and liquidation fees, ASERs and extraordinary
trust expenses.

Moody's was provided with full year 2009 operating results for 96%
of the pool.  Excluding specially serviced and troubled loans,
Moody's weighted average LTV for the conduit component is 94%
compared to 98% at Moody's prior review.  Moody's net cash flow
reflects a weighted average haircut of 14.2% to the most recently
available net operating income.  Moody's value reflects a weighted
average capitalization rate of 9.1%.

Moody's actual and stressed DSCRs for the performing conduit loans
are 1.48X and 1.10X, respectively, compared to 1.30X and 1.05X at
last review.  Moody's actual DSCR is based on Moody's net cash
flow and the loan's actual debt service.  Moody's stressed DSCR is
based on Moody's NCF and a 9.25% stressed rate applied to the loan
balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 21 compared to 23 at Moody's prior review.

The largest loan with a credit estimate is the Garden State Plaza
Loan ($97.4 million -- 4.2%), which represents a 25% pari-passu
interest in a first mortgage loan.  The loan is secured by the
borrower's interest in a 2.0 million SF super-regional mall
located in Paramus, New Jersey.  The mall is anchored by Macy's,
Nordstrom, J.C.  Penney, Neiman Marcus and Lord & Taylor.  The in-
line space was 98% leased as of June 2010 compared to 96% at last
review.  The loan is interest only for its entire 10-year term.
The loan sponsors are Westfield America Inc. and affiliates of
Prudential Assurance Co.  Ltd. Moody's current credit estimate and
stressed DSCR are A1 and 1.47X, respectively, compared to A1 and
1.44X at the prior review.

The second loan with a credit estimate is the 731 Lexington
Avenue Loan ($106.2 million -- 9.6%), which represents a 39.8%
pari-passu interest in a first mortgage loan.  In addition, the
property is encumbered by an $86.0 million junior note held
outside of the trust.  The loan is secured by a 694,000 SF office
condominium located in New York, New York.  The collateral is part
of a 1.4 million SF complex in midtown Manhattan on Lexington
Avenue between 58th and 59th Streets.  Built in 2005, the
condominium is 100% leased to Bloomberg, L.P. through 2028.  The
loan's anticipated repayment date is March, 2014.  Moody's current
credit estimate is A3, the same as at last review.

The third loan with a credit estimate is the Tysons Corner Center
Loan ($57.9 million -- 5.2%), which represents an 18.4% pari-passu
interest in a first mortgage loan.  The loan is secured by the
borrower's interest in a 2.0 million SF regional mall located in
McLean, Virginia.  The mall is anchored by Bloomingdale's, Macy's,
Nordstrom and Lord & Taylor.  The property's financial performance
has improved since securitization due to additional rental income
from a 265,000 SF renovation/expansion that was completely in
2007.  The property was 97% leased as of March 2010.  The loan has
amortized 7% since securitization.  Moody's current credit
estimate and stressed DSCR are Aaa and 2.29X, respectively,
compared to Aaa and 2.18X at the prior review.

The top three performing conduit loans represent 13% of the
pool balance.  The largest loan is the Centreville Square Loan
($57.2 million -- 5.2% of the pool), which is secured by a 312,000
SF grocery store anchored retail center located in Centreville,
Virginia.  The center was 89% occupied as of December 2009, the
same as at last review.  Moody's LTV and stressed DSCR are 89% and
1.06X, respectively, compared to 91% and 1.04X at last review.

The second largest loan is DDR Portfolio Loan ($45.4 million --
4.1% of the pool), which represents a 35.1% pari-passu interest in
a first mortgage loan.  The loan is secured by 20 retail
properties located throughout six states and totaling 3.3 million
SF.  The portfolio was 81% leased as of June 2010 compared to 77%
at last review.  Performance has declined significantly because of
occupancy declines and increased operating expenses.  The loan was
transferred to special servicing in May 2009 for imminent maturity
default.  The borrower was not able to obtain refinancing on its
June 1, 2009 maturity date.  The maturity date has been extended
until June 2011 and the loan has been transferred back to the
master servicer.  Moody's LTV and stressed DSCR are 111% and
0.92X, respectively, compared to 77% and 1.28X at last review.

The third largest loan is the 3 Beaver Valley Loan ($38.7 million
-- 3.5% of the pool), which is secured by a 263,000 SF office
building located in suburban Wilmington, Delaware.  The property
is 100% leased to American International Insurance Company (senior
unsecured rating of parent company, American International Group,
A3 -- stable outlook) through January 2015.  The lease expiration
is coterminous with the loan maturity and therefore the property
will be exposed to significant rollover risk at loan maturity.
Moody's analysis reflects a significant haircut to the reported
NOI to reflect the rollover risk.  The loan has amortized 3% since
last review.  Moody's LTV and stressed DSCR are 90% and 1.09X,
respectively, compared to 93% and 1.05X at last review.


COMM 2005-C6: Moody's Downgrades Ratings on Nine Certificates
-------------------------------------------------------------
Moody's Investors Service downgraded the ratings of nine classes
and affirmed ten classes of COMM 2005-C6, Commercial Mortgage
Pass-Through Certificates:

  -- Cl. A-AB, Affirmed at Aaa (sf); previously on April 30, 2009
     Affirmed at Aaa (sf)

  -- Cl. A-2, Affirmed at Aaa (sf); previously on April 30, 2009
     Affirmed at Aaa (sf)

  -- Cl. A-3, Affirmed at Aaa (sf); previously on April 30, 2009
     Affirmed at Aaa (sf)

  -- Cl. A-4, Affirmed at Aaa (sf); previously on April 30, 2009
     Affirmed at Aaa (sf)

  -- Cl. A-5A, Affirmed at Aaa (sf); previously on April 30, 2009
     Affirmed at Aaa (sf)

  -- Cl. X-C, Affirmed at Aaa (sf); previously on April 30, 2009
     Affirmed at Aaa (sf)

  -- Cl. X-P, Affirmed at Aaa (sf); previously on April 30, 2009
     Affirmed at Aaa (sf)

  -- Cl. A-5B, Downgraded to Aa2 (sf); previously on Oct. 7, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-1A, Downgraded to Aa2 (sf); previously on Oct. 7, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-J, Downgraded to Baa3 (sf); previously on Oct. 7, 2010
     A2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B, Downgraded to B3 (sf); previously on Oct. 7, 2010 Baa1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. C, Downgraded to Caa2 (sf); previously on Oct. 7, 2010
     Baa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. D, Downgraded to Ca (sf); previously on Oct. 7, 2010 Ba2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. E, Downgraded to C (sf); previously on Oct. 7, 2010 B2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. F, Downgraded to C (sf); previously on Oct. 7, 2010 Caa2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. G, Downgraded to C (sf); previously on Oct. 7, 2010 Caa3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. H, Affirmed at C (sf); previously on Oct. 7, 2010
     Downgraded to C (sf)

  -- Cl. J, Affirmed at C (sf); previously on Oct. 7, 2010
     Downgraded to C (sf)

  -- Cl. K, Affirmed at C (sf); previously on Oct. 7, 2010
     Downgraded to C (sf)

                        Ratings Rationale

The downgrades are due to higher expected losses for the pool
resulting from realized and anticipated losses from specially
serviced and troubled loans.  The affirmations are due to key
parameters, including Moody's loan to value ratio, Moody's
stressed debt service coverage ratio and the Herfindahl Index,
remaining within acceptable ranges.  Based on Moody's current base
expected loss, the credit enhancement levels for the affirmed
classes are sufficient to maintain the existing ratings.

On October 7, 2010, Moody's placed nine classes on review for
possible downgrade.  This action concludes Moody's review.

Moody's rating action reflects a cumulative base expected loss of
10.1% of the current balance.  Moody's stressed scenario loss is
19.8% of the current balance.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels.  If future performance materially declines,
the expected level of credit enhancement and the priority in the
cash flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions.  Conduit model results at the Aa2 level are driven
by property type, Moody's actual and stressed DSCR, and Moody's
property quality grade (which reflects the capitalization rate
used by Moody's to estimate Moody's value).  Conduit model results
at the B2 level are driven by a pay down analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl
score, a measure of loan level diversity, is a primary determinant
of pool level diversity and has a greater impact on senior
certificates.  Other concentrations and correlations may be
considered in Moody's analysis.  Based on the model pooled credit
enhancement levels at Aa2 and B2, the remaining conduit classes
are either interpolated between these two data points or
determined based on a multiple or ratio of either of these two
data points.  For fusion deals, the credit enhancement for loans
with investment-grade underlying ratings is melded with the
conduit model credit enhancement into an overall model result.
Fusion loan credit enhancement is based on the credit estimate of
the loan which corresponds to a range of credit enhancement
levels.  Actual fusion credit enhancement levels are selected
based on loan level diversity, pool leverage and other
concentrations and correlations within the pool.  Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit estimates in
the same transaction.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated April 13, 2009.

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 ratings.

                         Deal Performance

As of the November 10, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 19% to
$1.841 billion from $2.272 billion at securitization.  The
Certificates are collateralized by 122 mortgage loans ranging in
size from less than 1% to 12% of the pool, with the top ten loans
representing 48% of the pool.  At last review there were two loans
with credit estimates.  Due to a decline in performance and
increased leverage, the Lakewood Center Loan no longer has a
credit estimate and is analyzed as part of the conduit pool.
Three loans, representing 2% of the pool, have defeased and are
collateralized with U.S. Government securities.  Defeasance at
last review represented 9% of the pool.

Eighteen loans, representing 9% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council monthly reporting package.  As part of Moody's
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Six loans have been liquidated from the pool since securitization,
resulting in an aggregate realized loss of $54.8 million (72% loss
severity).  The pool had not experienced any losses at last
review.  Ten loans, representing 9% of the pool, are currently in
special servicing.  The largest specially serviced loan is the
Tropicana Center Loan ($54.1 million -- 2.9% of the pool), which
is secured by a 580,000 square foot retail property located in Las
Vegas, Nevada.  The loan was transferred to special servicing in
March 2009 due to imminent default and is currently 90 plus days
delinquent.  The remaining nine specially serviced loans are
secured by a mix of property types.  Moody's has estimated an
aggregate $90.4 million loss (55% expected loss on average) for
the specially serviced loans.

Moody's has assumed a high default probability for 11 poorly
performing loans representing 9% of the pool and has estimated a
$38 million loss (23% expected loss based on a 50% probability
default) from these troubled loans.  Moody's rating action
recognizes potential uncertainty around the timing and magnitude
of loss from these troubled loans.

Moody's was provided with full year 2009 operating results for 93%
of the pool.  Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 106% compared to 114% at Moody's
prior review.  Moody's net cash flow reflects a weighted average
haircut of 11.7% to the most recently available net operating
income.  Moody's value reflects a weighted average capitalization
rate of 9.3%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.43X and 1.02X, respectively, compared to
1.34X and 0.96X at last review.  Moody's actual DSCR is based on
Moody's net cash flow and the loan's actual debt service.  Moody's
stressed DSCR is based on Moody's NCF and a 9.25% stressed rate
applied to the loan balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 29 compared to 36 at Moody's prior review.

The loan with a credit estimate is the 9701 Apollo Drive Loan
($5.4 million -- 0.3% of the pool), which is secured by a 94,000
square foot office building located in Largo (Prince George's
County), Maryland.  The property was 90% leased as of December
2009 compared to 100% at last review.  The loan is structured with
a 15-year amortization schedule and has amortized by approximately
9% since last review.  Due to a decrease in expenses, property
performance has improved.  Moody's current credit estimate and
stressed DSCR are Aaa and 2.61X, respectively, compared to Aa1 and
2.17X at last review.

The top three performing conduit loans represent 28% of the pool
balance.  The largest conduit loan is the Lakewood Center Loan
($218.0 million -- 11.8% of the pool), which is secured by the
borrower's interest in a 2.1 million square foot regional mall
located in Lakewood (Los Angeles County), California.  The mall is
anchored by Macy's, J.C. Penney, Target and Costco.  The property
was 94% leased as of March 2010 compared to 97% at last review.
The loan is interest only throughout the entire term.  Moody's LTV
and stressed DSCR are 80% and 1.16 X, respectively, compared to
71% and 1.26X at last review.

The second largest conduit loan is the Kaiser Center Loan ($147
million -- 8.0% of the pool), which is secured by a 914,000 square
foot Class A office building located in Oakland, California.  The
property was 93% leased as of June 2010 compared to 95% at last
review.  The largest tenants are BART (35% of the Net Rentable
Area; lease expiration July 2014) and the Regents of the
University of California (13% of the NRA; lease expiration April
2016).  Performance has declined slightly due to increased
expenses.  The loan is interest only throughout the entire term.
Moody's LTV and stressed DSCR are 124% and 0.81X, respectively,
compared to 118% and 0.85X at last review.

The third largest conduit loan is the Private Mini Storage
Portfolio Loan ($144.2 million -- 7.8% of the pool), which is
secured by a portfolio of 38 self storage facilities totaling
22,863 units located in six states.  The properties were 74%
leased as of December 2009 compared to 79% at last review.
Moody's LTV and stressed DSCR are 101% and 0.99X, respectively,
compared to 92% and 1.08X at last review.


COMM 2007-C9: Moody's Downgrades Ratings on 19 2007-C9 Certs.
-------------------------------------------------------------
Moody's Investors Service downgraded the ratings of 19 classes and
affirmed eight classes of COMM 2007-C9 Commercial Mortgage Pass-
Through Certificates, Series 2007-C9:

  -- Cl. A-AB, Affirmed at Aaa (sf); previously on Aug. 22, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-1, Affirmed at Aaa (sf); previously on Aug. 22, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-2, Affirmed at Aaa (sf); previously on Aug. 22, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3, Affirmed at Aaa (sf); previously on Aug. 22, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-4, Affirmed at Aaa (sf); previously on Aug. 22, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-1A, Affirmed at Aaa (sf); previously on Aug. 22, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. XS, Affirmed at Aaa (sf); previously on Aug. 22, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. XP, Affirmed at Aaa (sf); previously on Aug. 22, 2007
     Assigned Aaa (sf)

  -- Cl. AM, Downgraded to Aa2 (sf); previously on Oct. 13, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. AM-FL, Downgraded to Aa2 (sf); previously on Oct. 13,
     2010 Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-J, Downgraded to Baa2 (sf); previously on Oct. 13, 2010
     A2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. AJ-FL, Downgraded to Baa2 (sf); previously on Oct. 13,
     2010 A2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B, Downgraded to Baa3 (sf); previously on Oct. 13, 2010
     A3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. C, Downgraded to Ba1 (sf); previously on Oct. 13, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. D, Downgraded to Ba2 (sf); previously on Oct. 13, 2010
     Baa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. E, Downgraded to Ba3 (sf); previously on Oct. 13, 2010
     Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. F, Downgraded to Caa1 (sf); previously on Oct. 13, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. G, Downgraded to Caa2 (sf); previously on Oct. 13, 2010
     Ba2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. H, Downgraded to Caa3 (sf); previously on Oct. 13, 2010
     Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. J, Downgraded to Ca (sf); previously on Oct. 13, 2010 B2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. K, Downgraded to C (sf); previously on Oct. 13, 2010 B3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. L, Downgraded to C (sf); previously on Oct. 13, 2010 Caa1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. M, Downgraded to C (sf); previously on Oct. 13, 2010 Caa2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. N, Downgraded to C (sf); previously on Oct. 13, 2010 Caa2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. O, Downgraded to C (sf); previously on Oct. 13, 2010 Caa3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. P, Downgraded to C (sf); previously on Oct. 13, 2010 Caa3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. Q, Downgraded to C (sf); previously on Oct. 13, 2010 Caa3
     (sf) Placed Under Review for Possible Downgrade

                        Ratings Rationale

The downgrades are due to higher expected losses for the pool
resulting from realized and anticipated losses from specially
serviced and troubled loans.  The affirmations are due to key
parameters, including Moody's loan to value ratio, Moody's
stressed debt service coverage ratio and the Herfindahl Index,
remaining within acceptable ranges.  Based on Moody's current base
expected loss, the credit enhancement levels for the affirmed
classes are sufficient to maintain the existing rating.

On October 13, 2010, Moody's placed 19 classes on review for
possible downgrade.  This action concludes Moody's review.

Moody's rating action reflects a cumulative base expected loss of
8.2% of the current balance.  At last review, Moody's cumulative
base expected loss was 6.4%.  Moody's stressed scenario loss is
25.6% of the current balance.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels.  If future performance materially declines,
the expected level of credit enhancement and the priority in the
cash flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions.  Conduit model results at the Aa2 level are driven
by property type, Moody's actual and stressed DSCR, and Moody's
property quality grade (which reflects the capitalization rate
used by Moody's to estimate Moody's value).  Conduit model results
at the B2 level are driven by a pay down analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl
score, a measure of loan level diversity, is a primary determinant
of pool level diversity and has a greater impact on senior
certificates.  Other concentrations and correlations may be
considered in Moody's analysis.  Based on the model pooled credit
enhancement levels at Aa2 and B2, the remaining conduit classes
are either interpolated between these two data points or
determined based on a multiple or ratio of either of these two
data points.  For fusion deals, the credit enhancement for loans
with investment-grade underlying ratings is melded with the
conduit model credit enhancement into an overall model result.
Fusion loan credit enhancement is based on the credit estimate of
the loan which corresponds to a range of credit enhancement
levels.  Actual fusion credit enhancement levels are selected
based on loan level diversity, pool leverage and other
concentrations and correlations within the pool.  Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit estimates in
the same transaction.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated January 1, 2009.

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 ratings.

                         Deal Performance

As of the November 10, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 1.5% to
$2.857 billion from $2.901 billion at securitization.  The
Certificates are collateralized by 108 mortgage loans ranging in
size from less than 1% to 10% of the pool, with the top ten loans
representing 53% of the pool.  At last review there were two loans
with credit estimates.  Due to a decline in performance and
increased leverage, the loans no longer have credit estimates.
The 135 East Street Loan is analyzed as part of the conduit pool
and the second loan, the Georgian Towers Loan is in special
servicing.  The pool does not contain any defeased loans.

Thirty six loans, representing 20% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council monthly reporting package.  As part of Moody's
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Three loans have been liquidated from the pool, resulting in an
aggregate realized loss of $4.5 million (35% loss severity).
Seven loans, representing 5% of the pool, are currently in special
servicing.  The largest specially serviced loan is the Georgian
Towers Loan ($67.0 million -- 2.4% of the pool), which is secured
by an 890 unit multifamily property located in Silver Spring,
Maryland.  The loan represents a pari-passu interest in a $125
million first mortgage loan.  The loan was transferred to special
servicing in December 2009 and is currently 90+ days delinquent.
The remaining six specially serviced loans are secured by a mix of
property types.  Moody's has estimated an aggregate $79 million
loss (54% expected loss on average) for the specially serviced
loans.

Moody's has assumed a high default probability for 25 poorly
performing loans representing 14% of the pool and has estimated a
$96 million loss (25% expected loss based on a 50% probability
default) from these troubled loans.  Moody's rating action
recognizes potential uncertainty around the timing and magnitude
of loss from these troubled loans.

Moody's was provided with full year 2009 operating results for 96%
of the pool.  Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 124% compared to 147% at Moody's
prior review.  Moody's net cash flow reflects a weighted average
haircut of 3.5% to the most recently available net operating
income.  Moody's value reflects a weighted average capitalization
rate of 9.4%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.29X and 0.88X, respectively, compared to
1.22X and 0.94X at last review.  Moody's actual DSCR is based on
Moody's net cash flow and the loan's actual debt service.  Moody's
stressed DSCR is based on Moody's NCF and a 9.25% stressed rate
applied to the loan balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 23 compared to 26 at Moody's prior review.

The loan that previously had a credit estimate is the 135 East
57th Street Loan ($85.0 million -- 3.0% of the pool), which is
secured by a 425,999 square foot office property located in New
York, New York.  The property is 91% leased compared to 71% at
securitization.  Despite the increase in occupancy, the loan has
not achieved the performance anticipated at securitization.
Moody's LTV and stressed DSCR are 99% and 1.03X, respectively,
compared to 81% and 1.63X at securitization.

The top three performing conduit loans represent 24% of the
pool balance.  The largest loan is the 60 Wall Street Loan
($285.0 million -- 10.0% of the pool), which is secured by a
1.6 million square foot office property located in New York, New
York.  This loan represents a pari-passu interest in a $925.3
million first mortgage loan.  The property is 100% leased to
Deutsche Bank through 2022.  The loan is interest only throughout
the entire term.  Moody's LTV and stressed DSCR are 114% and 0.78
X, respectively, the same at securitization.

The second largest conduit loan is the Waterview Loan
($210 million -- 7.4% of the pool), which is secured by a 630,000
square foot office property in Rosslyn, Virginia.  The property is
99% leased to Corporate Executive Board through 2028.  The loan is
interest only throughout the entire term.  Moody's LTV and
stressed DSCR are 92% and 0.99X, respectively, the same at
securitization.

The third largest conduit loan is the DDR Portfolio Loan
($199.1 million -- 7.0% of the pool), which is secured by a
6.5 million square foot portfolio of cross defaulted and cross
collateralized retail properties located in ten states.  This loan
represents a pari-passu interest in an $885.0 million first
mortgage loan.  The properties were 91% leased as of October 2009
compared to 89% at last review.  Moody's LTV and stressed DSCR are
116% and 0.82X, respectively, compared to 107% and 0.86X at last
securitization.


COMMERCIAL MORTGAGE: S&P Raises Ratings on Three 1998-C1 Certs.
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on three
classes of commercial mortgage pass-through certificates from
Commercial Mortgage Acceptance Corp.'s series 1998-C1, a U.S.
commercial mortgage-backed securities transaction.  Concurrently,
S&P affirmed its ratings on two other classes from the same
transaction.

The raised and affirmed ratings reflect S&P's analysis of the
remaining collateral in the transaction, the transaction
structure, the liquidity available to the trust, and increased
credit enhancement levels due to significant deleveraging of the
pool.  S&P's analysis also considered the seasoning of the
remaining loans in the pool, as well as the portion of fully
amortizing loans in the pool ($21.5 million, 21.5%) and 37 loans
with balloon payments ($78.5 million, 78.5%) that mature between
2012 and 2023.

S&P's analysis included a review of the credit characteristics of
all of the remaining loans in the pool.  Using servicer-provided
financial information, S&P calculated an adjusted debt service
coverage of 1.53x and a loan-to-value ratio of 53.5%.  S&P further
stressed the loans' cash flows under its 'AAA' scenario to yield a
weighted average DSC of 1.26x and an LTV ratio of 60.9%.  The
implied defaults and loss severity under the 'AAA' scenario were
17.5% and 32.0%, respectively.  The DSC and LTV calculations
noted above exclude two of the three specially serviced loans
($4.0 million, 4.0%) and one loan that S&P determined to be
credit-impaired ($3.0 million, 3.0%).  S&P separately estimated
losses for these three specially serviced and credit-impaired
loans and included them in its 'AAA' scenario implied default and
loss figures.

                       Transaction Summary

As of the Nov. 15, 2010, trustee remittance report, the collateral
pool balance was $99.97 million, which is 8.4% of the balance at
issuance.  The pool includes 45 loans, down from 314 loans at
issuance.  The master servicer, Midland Loan Services Inc.,
provided financial information for 94.6% of the loans in the pool,
90.9% of which was full-year 2009 data.

S&P calculated a weighted average DSC of 1.49x for the loans in
the pool based on the servicer-reported figures.  S&P's adjusted
DSC and LTV ratio were 1.53x and 53.5%, respectively.  S&P's
adjusted DSC and LTV figures exclude two of the three specially
serviced loans ($4.0 million, 4.0%) and one loan that S&P
determined to be credit-impaired ($3.0 million, 3.0%).  S&P's
adjusted DSC figure would be 1.46x if S&P included these three
loans in its calculations.  S&P separately estimated losses for
these three specially serviced and credit-impaired loans and
included them in S&P's 'AAA' scenario implied default and loss
figures.  The transaction has experienced $12.1 million in
principal losses to date.  Six loans ($10.9 million, 10.9%) in
the pool are on the master servicer's watchlist.  Nine loans
($14.3 million, 14.3%) have reported DSC below 1.10x, six of
which ($10.6 million, 10.6%) have a reported DSC of less than
1.0x.

                      Credit Considerations

As of the Nov. 15, 2010, trustee remittance report, three loans
($5.9 million, 5.9%) in the pool were with the special servicer,
also Midland.  The payment status of the specially serviced loans,
as reported in the November 2010 trustee remittance report, is:
two are in foreclosure ($4.8 million, 4.8%) and one is 90-plus-
days delinquent ($1.1 million, 1.1%).  All three specially
serviced loans have appraisal reduction amounts in effect totaling
$2.6 million.  Details on the three specially serviced loans are:

The Hickory Ridge Shopping Center loan ($2.9 million, 2.9%) is
secured by a 128,400-sq.-ft. retail strip center in Brunswick,
Ohio.  The loan, which is in foreclosure, was transferred to the
special servicer, Midland, on March 6, 2009, due to imminent
default.  An ARA of $2.0 million, based on an August 2010
appraisal of $1.13 million, is in effect against the loan.
Midland stated that it is exploring various liquidation strategies
with the borrower, including a discounted payoff.  Midland
reported a DSC of 0.53x for the eight months ended Oct. 31, 2010,
and occupancy of 56.9% as of Oct. 2010.  S&P expects a significant
loss upon the eventual resolution of this loan.  The Econo Lodge
Motel loan ($1.1 million, 1.1%) is secured by a 59-room limited-
service hotel in Kansas City, Mo.  The 90-plus-days delinquent
loan was transferred to Midland on Jan. 11, 2010, because the
borrower requested payment relief.  Midland is exploring
forbearance and a discounted payoff with the borrower that may
close as early as this month.  An ARA of $403,550, based on an
updated February 2010 appraisal, is in effect against the loan.
S&P expects a moderate loss upon the eventual resolution of this
loan.

The Meridian Mansions, Corporate Suites Apartments loan
($1.9 million, 1.9%) is secured by a 114-unit garden-style
multifamily apartment complex in Oklahoma City, Oklahoma.  The
loan was transferred to Midland on Jan. 12, 2010, due to payment
default.  According to Midland, the loan has since been modified
effective Sept. 27, 2010.  The loan modification included, among
other items, interest-only payments from November 1, 2009 through
Jan. 1, 2011, principal and interest payments from Jan. 2, 2011,
through the February 1, 2013, maturity, and repayment of past due
amounts.

Midland stated that the loan may be transferred back to master
servicing as early as January 2011.  An ARA of $179,493 is in
effect against this loan.  Midland reported negative cash flow for
the period ended July 31, 2010, and occupancy of 71.7% as of
August 2010.  In addition to the specially serviced loans, S&P
determined the Comfort Inn Airport West loan ($3.0 million, 3.0%)
to be credit-impaired.  The loan, secured by a 100-room limited-
service hotel in Millbrae, California, has reported a DSC below
1.0x for the past three years.  The DSC was 0.68x and occupancy
was 58.8% for year-end 2009.  As a result, S&P views this loan to
be at an increased risk of default and loss.

Four loans totaling $8.2 million (8.2%) were previously with the
special servicer and have been returned to the master servicer.
Pursuant to the transaction documents, the special servicer is
entitled to a workout fee that is 1% of future principal and
interest payments if the loans perform and remain with the master
servicer.  According to Midland, the workout fee will be collected
on these four loans.

                     Summary of Top 10 Loans

The top 10 loans have an aggregate outstanding balance of
$48.8 million (48.8%).  Using servicer-reported numbers, S&P
calculated a weighted average DSC of 1.62x for the top 10 loans.
S&P's adjusted DSC and LTV ratio for the top 10 loans are 1.53x
and 59.7%, respectively.  One of the top 10 loans ($3.1 million,
3.1%) is on the master servicer's watchlist.  Details on the two
largest loans and the top 10 loan on the master servicer's
watchlist are below:

The Shrewsbury Plaza loan ($10.9 million, 10.9%) is the largest
loan in the pool.  The loan is secured by a 224,960-sq.-ft. retail
strip center in Shrewsbury, New Jersey.  Midland reported a DSC of
1.29x for year-end 2009 and occupancy of 83.1% as of October 2010.
The JP Center loan ($8.5 million, 8.5%) is the second-largest loan
in the pool.  The loan is secured by a 68,350-sq.-ft. mixed-use
retail strip center in Jamaica Plain, Mass.  Midland reported a
DSC of 1.44x for year-end 2009 and occupancy of 100% as of June
2010.

The Porters Neck Shopping Center loan is the 10th-largest loan in
the pool and the largest loan on the master servicer's watchlist.
The loan is secured by a 73,260-sq.-ft. grocery-anchored retail
strip center in Wilmington, North Carolina.  The loan appears on
the master servicer's watchlist because a tenant, Blockbuster
Inc., representing less than 10% of the net rentable area, filed
for bankruptcy protection.  Midland reported a DSC of 1.55x for
year-end 2009 and occupancy of 90.9% as of February 2010.
Standard & Poor's stressed the collateral in the pool according to
its criteria.  The resultant credit enhancement levels are
consistent with S&P's raised and affirmed ratings.

                         Ratings Raised

               Commercial Mortgage Acceptance Corp.
  Commercial mortgage pass-through certificates series 1998-C1

                   Rating
                   ------
   Class       To           From        Credit enhancement (%)
   -----       --           ----        ----------------------
   F           AA- (sf)     A- (sf)                      65.44
   G           A (sf)       BBB+ (sf)                    53.51
   H           BBB+ (sf)    BBB (sf)                     44.57

                        Ratings Affirmed

              Commercial Mortgage Acceptance Corp.
   Commercial mortgage pass-through certificates series 1998-C1

       Class    Rating              Credit enhancement (%)
       -----    ------              ----------------------
       J        BB+ (sf)                             29.66
       K        BB (sf)                              20.72


COMMERCIAL MORTGAGE: Moody's Affirms Ratings on 1999-C2 Certs.
--------------------------------------------------------------
Moody's Investors Service affirmed the ratings of nine classes and
downgraded five classes of Commercial Mortgage Asset Trust,
Commercial Mortgage Pass-Through Certificates, Series 1999-C2:

  -- A-3, Affirmed at Aaa (sf); previously on Oct. 26, 1999
     Definitive Rating Assigned Aaa (sf)

  -- X, Affirmed at Aaa (sf); previously on Oct. 26, 1999
     Definitive Rating Assigned Aaa (sf)

  -- B, Affirmed at Aaa (sf); previously on Feb. 17, 2005 Upgraded
     to Aaa (sf)

  -- C, Affirmed at Aaa (sf); previously on Feb. 17, 2005 Upgraded
     to Aaa (sf)

  -- D, Affirmed at Aaa (sf); previously on May 16, 2006 Upgraded
     to Aaa (sf)

  -- E, Downgraded to A3 (sf); previously on Dec. 17, 2009
     Downgraded to Aa3 (sf)

  -- F, Downgraded to B1 (sf); previously on Dec. 17, 2009
     Downgraded to A3 (sf)

  -- G, Downgraded to Caa1 (sf); previously on Dec. 17, 2009
     Downgraded to B1 (sf)

  -- H, Downgraded to Ca (sf); previously on Dec. 17, 2009
     Downgraded to Caa1 (sf)

  -- J, Downgraded to C (sf); previously on Dec. 17, 2009
     Downgraded to Caa3 (sf)

  -- K, Affirmed at C (sf); previously on Dec. 17, 2009 Downgraded
     to C (sf)

  -- L, Affirmed at C (sf); previously on Dec. 17, 2009 Downgraded
     to C (sf)

  -- M, Affirmed at C (sf); previously on Dec. 17, 2009 Downgraded
     to C (sf)

  -- N, Affirmed at C (sf); previously on Dec. 17, 2009 Downgraded
     to C (sf)

                        Ratings Rationale

The downgrades of five classes are due to higher expected losses
for the pool resulting from realized and anticipated losses from
specially serviced loans and interest shortfalls.

The affirmations are due to key parameters, including Moody's loan
to value ratio, Moody's stressed debt service coverage ratio and
the Herfindahl Index, remaining within acceptable ranges.  Based
on Moody's current base expected loss, the credit enhancement
levels for the affirmed classes are sufficient to maintain their
current ratings.

Moody's rating action reflects a cumulative base expected loss of
12.6% of the current balance compared to 7.8% at Moody's prior
review.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels.  If future performance materially declines,
the expected level of credit enhancement and the priority in the
cash flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions.  Conduit model results at the Aa2 level are driven
by property type, Moody's actual and stressed DSCR, and Moody's
property quality grade (which reflects the capitalization rate
used by Moody's to estimate Moody's value).  Conduit model results
at the B2 level are driven by a paydown analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl
score, a measure of loan level diversity, is a primary determinant
of pool level diversity and has a greater impact on senior
certificates.  Other concentrations and correlations may be
considered in Moody's analysis.  Based on the model pooled credit
enhancement levels at Aa2 and B2, the remaining conduit classes
are either interpolated between these two data points or
determined based on a multiple or ratio of either of these two
data points.  For fusion deals, the credit enhancement for loans
with investment-grade credit estimates is melded with the conduit
model credit enhancement into an overall model result.  Fusion
loan credit enhancement is based on the credit estimate of the
loan which corresponds to a range of credit enhancement levels.
Actual fusion credit enhancement levels are selected based on loan
level diversity, pool leverage and other concentrations and
correlations within the pool.  Negative pooling, or adding credit
enhancement at the credit estimate level, is incorporated for
loans with similar credit estimates in the same transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 6, the same as at last review.

In cases where the Herf falls below 20, Moody's generally employs
the large loan/single borrower methodology.  Moody's did not
employ this methodology for this deal despite the low Herf Index
due to a significant increase in credit subordination since
Moody's last review and the increased cash flow analysis stresses
Moody's used in Moody's analysis.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated December 17, 2009.

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.

                         Deal Performance

As of the November 17, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 67% to
$253.8 million from $775.2 million at securitization.  The
Certificates are collateralized by 23 mortgage loans ranging in
size from less than 1% to 14% of the pool, with the top ten loans
representing 58% of the pool.  Nine loans, representing 41% of the
pool, have defeased and are collateralized by U.S. Government
securities.  The largest loan is a credit tenant lease loan.

Twelve loans have been liquidated from the pool since
securitization, resulting in an aggregate $34.9 million loss (42%
loss severity on average).  Due to realized losses, classes M
through Q-2 have been eliminated entirely and class L has
experienced a 75% principal loss.

Currently, there are three loans in special servicing,
representing 14% of the pool.  The largest special serviced loan
is the Henry W. Oliver Building Loan ($29.5 million -- 11.6% of
the pool), which is secured by a 472,000 square foot, Class B
office building in Pittsburgh, Pennsylvania.  The loan was
transferred to special servicing in October 2009 for imminent
default.  As of September 2010, the property was 31% leased
compared to 91% at last review.  The spike in vacancy is mostly
attributed to the largest tenant, which occupied 53% of the net
rentable area, vacating the premises when its lease expired in
December 2009.  The special servicer has engaged legal counsel to
initiate foreclosure.

The remaining specially serviced loans are secured by single-
tenant retail properties that were previously occupied by Circuit
City.  The properties are vacant due to the tenant rejecting the
leases as part of its bankruptcy filing.  The loans are real
estate owned.  The master servicer has recognized appraisal
reductions totaling $28.8 million for the specially serviced
loans.  Moody's has estimated a $29.5 million loss (82% expected
loss on average) from these loans.

Based on the most recent remittance statement, Classes F through L
have experienced cumulative interest shortfalls totaling
$2.3 million.  Interest shortfalls increased to Class F in
November due to the servicer recognizing appraisal entitlement
reductions on the specially serviced loans, based on recent
appraisal reductions.  Moody's anticipates that the pool will
continue to experience interest shortfalls because of the exposure
to specially serviced loans.  Interest shortfalls are caused by
special servicing fees, including workout and liquidation fees,
ASERs and extraordinary trust expenses.

Moody's was provided with full year 2009 and partial year 2010
operating results for 100% and 42% of the conduit pool,
respectively.  Excluding specially serviced, Moody's weighted
average LTV is 80% compared to 70% at Moody's prior review.
Moody's net cash flow reflects a weighted average haircut of 11%
to the most recently available net operating income.  Moody's
value reflects a weighted average capitalization rate of 10.6%.

Excluding specially serviced loans, Moody's actual and stressed
DSCRs are 1.23X and 1.53X, respectively, compared to 1.36X and
1.75X at last review.  Moody's actual DSCR is based on Moody's net
cash flow and the loan's actual debt service.  Moody's stressed
DSCR is based on Moody's NCF and a 9.25% stressed rate applied to
the loan balance.

The top three conduit loans represent 23% of the pool.  The
largest conduit loan is the Westin Denver Tabor Center Loan
($35.3 million -- 14% of the pool), which is secured by a 430-room
full-service hotel located in downtown Denver, Colorado.  The
hotel is part of an upscale mixed-use complex that includes a
570,000 square foot office building and an urban mall.  The loan
sponsor is Host Marriott.  Moody's LTV and stressed DSCR are 64%
and 1.96X, respectively, compared to 63% and 2.06X at last review.

The second largest conduit loan is the Geneva Crossing Loan
($11.8 million -- 3.3% of the pool), which is secured by a 123,000
square foot unanchored retail center located in Carol Stream,
Illinois.  As of August 2010, the property was 97% leased compared
to 92% at last review.  Performance has improved due to a 21%
increase in net operating income since last review.  Moody's LTV
and stressed DSCR are 87% and 1.19X, respectively, compared to
101% and 1.01X at last review.

The third largest loan is the Auerbach Retail Portfolio
($10.7 million -- 4.2% of the pool), which is secured by two
retail properties located in California.  As of October 2010, the
properties were 100%, the same as at last review.  Performance
remains stable.  Moody's LTV and stressed DSCR are 82% and 1.34X,
respectively, compared to 83% and 1.33X at last review.

The CTL component consists of the Accor/Motel 6 Portfolio Loan
($35.7 million --14% of the pool), which is secured by 14 limited
service hotels operating under the Motel 6 flag and located
throughout Illinois, Indiana, Massachusetts, Pennsylvania,
Tennessee and Oregon.  Property performance has declined since
last review as hotels have been impacted by the downturn in the
tourism industry.  The loan sponsor is Accor S.A. On July 2, 2010,
Moody's withdrew Accor S.A.'s Prime-3 commercial paper rating due
to business reasons.  For the purpose of rating this component of
the subject transaction, Moody's developed an internal view of the
credit quality of the company.The loan is on the master servicer's
watch list for low debt service.


COMMERCIAL MORTGAGE: Moody's Upgrades Ratings on Two Certs.
-----------------------------------------------------------
Moody's Investors Service upgraded the ratings of two classes,
downgraded two classes and affirmed four classes of Commercial
Mortgage Securities Corp. Commercial Mortgage Pass-Through
Certificates, Series 2000-2:

  -- Cl. X, Affirmed at Aaa (sf); previously on June 27, 2000
     Definitive Rating Assigned Aaa (sf)

  -- Cl. F, Upgraded to Aaa (sf); previously on June 4, 2008
     Upgraded to A2 (sf)

  -- Cl. G, Upgraded to A3 (sf); previously on June 4, 2008
     Upgraded to Baa1 (sf)

  -- Cl. H, Affirmed at Ba3 (sf); previously on Oct. 15, 2009
     Downgraded to Ba3 (sf)

  -- Cl. I, Downgraded to Ca (sf); previously on Oct. 15, 2009
     Downgraded to B3 (sf)

  -- Cl. J, Downgraded to C (sf); previously on Oct. 15, 2009
     Downgraded to Caa3 (sf)

  -- Cl. K, Affirmed at C (sf); previously on Oct. 15, 2009
     Downgraded to C (sf)

  -- Cl. L, Affirmed at C (sf); previously on Oct. 15, 2009
     Downgraded to C (sf)

                        Ratings Rationale

The upgrades are due to the significant increase in subordination
due to loan payoffs and amortization and the pool's high exposure
to defeasance, which represents 36% of the current pool balance.

The downgrades are due to higher expected losses for the pool
resulting from realized and anticipated losses from specially
serviced and troubled loans and concerns about loans approaching
maturity in an adverse environment.  Three loans, representing 22%
of the pool, either have matured or mature within the next six
months.  All of these loans are in special servicing.

Moody's affirmed five classes because the current credit
enhancement levels for these classes are sufficient to maintain
their existing ratings based on Moody's current estimate of base
expected loss.

Moody's rating action reflects a cumulative base expected loss of
16.1% of the current balance.  Moody's stressed scenario loss is
23.0% of the current balance.

If future performance materially declines, the expected level of
credit enhancement for the remaining outstanding classes may be
insufficient for their current ratings.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions as well as the excel-based CMBS Large Loan Model v.
8.0 which is used for Large Loan transactions.  Conduit model
results at the Aa2 level are driven by property type, Moody's
actual and stressed DSCR, and Moody's property quality grade
(which reflects the capitalization rate used by Moody's to
estimate Moody's value).  Conduit model results at the B2 level
are driven by a paydown analysis based on the individual loan
level Moody's LTV ratio.  Moody's Herfindahl score, a measure of
loan level diversity, is a primary determinant of pool level
diversity and has a greater impact on senior certificates.  Other
concentrations and correlations may be considered in Moody's
analysis.  Based on the model pooled credit enhancement levels at
Aa2 and B2, the remaining conduit classes are either interpolated
between these two data points or determined based on a multiple or
ratio of either of these two data points.  For fusion deals, the
credit enhancement for loans with investment-grade credit
estimates is melded with the conduit model credit enhancement into
an overall model result.  Fusion loan credit enhancement is based
on the underlying rating of the loan which corresponds to a range
of credit enhancement levels.  Actual fusion credit enhancement
levels are selected based on loan level diversity, pool leverage
and other concentrations and correlations within the pool.
Negative pooling, or adding credit enhancement at the underlying
rating level, is incorporated for loans with similar credit
estimates in the same transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral herf score is 40.  The
pool has a Herf of 3 compared to 18 at last review.  In cases
where the Herf falls below 20, Moody's also employs the large
loan/single borrower methodology.  This methodology uses the
excel-based Large Loan Model v 8.0 and then reconciles and weights
the results from the two models in formulating a rating
recommendation.  The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios.  Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship.  These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated October 15, 2009.

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.

                         Deal Performance

As of the November 18, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 92% to
$55.9 million from $738.7 million at securitization.  The
Certificates are collateralized by seven mortgage loans ranging in
size from less than 2% to 29% of the pool.  The pool only contains
two performing conduit loans, representing 32% of the pool.  The
remaining loans are either defeased (one loan representing 36% of
the pool) or are in special servicing (four loans representing 32%
of the pool).

Currently there are no loans on the watchlist.

Twelve loans have been liquidated from the pool, resulting in an
aggregate realized loss of $32.5 million (33% loss severity on
average).  Due to realized losses, classes L through M have been
eliminated entirely and Class K has experienced a 79% principal
loss.  At last review the pool had experienced $12.4 million in
realized losses.

The largest specially serviced loan is the Baseline Greenfield
Shopping Center ($6.6 million -- 11.8% of the pool), which is
secured 79,412 square foot former grocery-anchored retail center
located in Gilbert, Arizona.  The loan was transferred to special
servicing in September 2009 as a result of payment default and was
foreclosed on August 22, 2010.  The servicer has recognized
appraisal reductions totaling $3.4 million on two of the specially
serviced loans.  Moody's has estimated an aggregate $7.8 million
loss (42% expected loss on average) for the specially serviced
loans.

Based on the most recent remittance statement, Classes K and J
have a cumulative interest shortfalls totaling $50,795.  Moody's
anticipates that the pool will continue to experience interest
shortfalls because of the high exposure to specially serviced
loans.  Interest shortfalls are caused by special servicing fees,
including workout and liquidation fees, appraisal subordinate
entitlement reductions and extraordinary trust expenses.

Due to the high percentage of loans in special servicing, Moody's
analysis was largely based on a loss and recovery analysis of
defaulted loans.  The performance of the conduit component, which
only represents 32% of the pool, is stable and performing in-line
with expectations.

The largest conduit loan is the AEC II - Arbor Landings I & II
($16.4 million -- 29.4% of the pool), which is secured by a 328
unit multifamily property located in Ann Arbor, Michigan.  The
property was 88% leased as of June 2010 compared to 92% at last
review.  Moody's LTV and stressed DSCR are 86% and 1.12X,
respectively, compared to 89% and 1.09X at last review.

The second conduit loan is the CVS Pharmacy Loan ($1.36 million --
2.4% of the pool), which is secured by a 10,000 square foot single
tenant retail property located in Columbia, South Carolina.  The
property was 100% leased as of June 2010, the same as last review.
Moody's LTV and stressed DSCR are 86% and 1.03X respectively,
compared to 86% and 1.22X at last review.


CONSECO FINANCE: Moody's Takes Rating Actions on Various Tranches
-----------------------------------------------------------------
Moody's Investors Service has downgraded the rating of one tranche
and has confirmed the rating of one tranche from two RMBS
transactions issued by Conseco Finance Home Loan 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 the 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: Conseco Finance Home Loan Trust 1999-G

  * Expected Losses (as a % of Original Balance): 18%

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

Issuer: Conseco Finance Home Improvement Loan Trust 2000-E

  * Expected Losses (as a % of Original Balance): 10%

  -- Cl. B-1, Confirmed at B3 (sf); previously on March 18, 2010
     B3 (sf) Placed Under Review for Possible Downgrade


CONTINENTAL AIRLINES: S&P Assigns Rating on 2010-1 Certs.
---------------------------------------------------------
Standard & Poor's Ratings Services said that it has assigned its
'A-'(sf) rating to Continental Airlines Inc.'s series 2010-1 class
A pass-through certificates with an expected maturity of Jan. 12,
2021, and its 'BBB-'(sf) rating to the class B pass-through
certificates with an expected maturity of Jan. 12, 2019.  The
final legal maturities will be 18 months after the expected
maturity.  The issues are drawdowns under a Rule 415 shelf
registration.

The ratings are each based on Continental's credit quality,
substantial collateral coverage provided by a combination of very
desirable and somewhat less-liquid aircraft, and legal and
structural protections available to the pass-through certificates.
The company will use the proceeds of the offering to acquire three
B737-800 and three B737-900ER aircraft scheduled for delivery from
December 2010 to April 2011, and to refinance three B737-800, four
B737-900 (non-ER), and five 767-400ER aircraft that Continental
already owns (and were previously collateral for earlier pass-
through certificates).  Each aircraft's secured notes are cross-
collateralized and cross-defaulted--a provision S&P believes
increases the likelihood that Continental would affirm the notes
(and thus continue to pay on the certificates) while in
bankruptcy.

The pass-through certificates are a form of enhanced equipment
trust certificates and benefit from legal protections afforded
under Section 1110 of the federal bankruptcy code and by a
liquidity facility provided by Landesbank Hessen-Thueringen
Girozentrale.  The liquidity facility is intended to cover up to
three semiannual interest payments, a period during which
collateral could be repossessed and remarketed by
certificateholders following any default by the airline, or to
maintain continuity of interest payments as certificateholders
negotiate with Continental in a bankruptcy with regard to the
certificates.

                           Ratings List

                     Continental Airlines Inc.

      Corporate credit rating                   B/Stable/--

                           New Ratings

                    Continental Airlines Inc.

         Series 2010-1 class A pass-thru certs   A-(sf)
         Series 2010-1 class B pass-thru certs   BBB-(sf)


CORPORATE BACKED: Moody's Reviews 'Ba3' Rating on Class A-1
-----------------------------------------------------------
Moody's Investors Service announced that it has placed on review
for downgrade these certificates issued by Corporate Backed Trust
Certificates, Sprint Capital Note-Backed Series 2003-17:

  -- US$25,000,000 Principal Amount of 7.00% Class A-1
     Certificates due 2028; Ba3, Placed on review for downgrade;
     Previously on December 10, 2009 Downgraded to Ba3

The transaction is a structured note whose rating is based on the
rating of the Underlying Securities and the legal structure of the
transaction.  The rating action is a result of the change of the
rating of $25,455,000 6.875% Notes due 2028 issued by Sprint
Capital Corporation which were placed on review for downgrade by
Moody's on November 15, 2010.


CREDIT SUISSE: Fitch Downgrades Ratings on 16 2006-C1 Certs.
------------------------------------------------------------
Fitch Ratings has downgraded 16 classes of Credit Suisse
Commercial Mortgage Trust, series 2006-C1 commercial mortgage
pass-through certificates, due to further deterioration of loan
performance, most of which involves increased losses on the
specially serviced loans.

The downgrades reflect an increase in Fitch expected losses across
the pool.  Fitch modeled losses of 5.4% for the remaining pool
(expected losses of the original pool are at 5.2% including losses
already incurred to date).  Fitch has designated 100 loans (20%)
as Fitch Loans of Concern, which includes 36 specially serviced
loans (9.4%).  Fitch expects classes O through S may be fully
depleted from losses associated with the specially serviced loans.

As of the November 2010 distribution date, the pool's aggregate
principal balance has decreased by 5.5% to $2.8 billion from
$3 billion at issuance.  One loan (0.1%) is currently defeased.
Cumulative interest shortfalls in the amount of $2.4 million are
currently affecting classes M through S.

The largest contributor to Fitch modeled losses is a specially
serviced loan (0.6% of pool balance) secured by a 28,000 sf single
tenanted retail property located in midtown Manhattan.  The loan
was transferred to special servicing in April 2009 due to non-
payment of debt service after the sole tenant discontinued rental
payments.  The special servicer is working to cure the default.

The next largest contributor to Fitch modeled losses is a loan
(2.7%) secured by a 360,000 sf office property located in MacLean,
VA.  Property performance declined by 17% between 2008 and 2009,
and the loan no longer passes Fitch's maturity stress.

The third largest contributor to Fitch modeled losses is a loan
(0.6%) secured by a 314 all suites hotel located in Phoenix, AZ.
Property performance has declined significantly with the trailing
12 month June 2010 debt service coverage ratio reported by the
servicer at 0.41 times compared to 1.63x at year end 2008.  The
loan no longer passes Fitch's term stress.

Fitch downgrades these classes, assigns Outlooks and Recovery
Ratings as indicated:

  -- $236.5 million class A-J to 'AAsf/LS3' from 'AAAsf/LS3';
     Outlook Stable;

  -- $18.8 million class B to 'AAsf/LS5' from 'AA+sf/LS5'; Outlook
     Stable;

  -- $37.5 million class C to 'Asf/LS5' from 'AAsf/LS5'; Outlook
     Stable;

  -- $33.8 million class D to 'BBBsf/LS5' from 'AA-sf/LS5';
     Outlook Stable;

  -- $22.5 million class E to 'BBBsf/LS5' from 'Asf/LS5'; Outlook
     Stable;

  -- $33.8 million class F to 'BBsf/LS5' from 'Asf/LS5'; Outlook
     Stable;

  -- $30 million class G to 'BBsf/LS5' from 'BBBsf/LS5'; Outlook
     Negative;

  -- $33.8 million class H to 'Bsf/LS5' from 'BBsf/LS5'; Outlook
     Negative;

  -- $30 million class J to 'B-sf/LS5' from 'BBsf/LS5'; Outlook
     Negative;

  -- $37.5 million class K to 'CCCsf/RR1' from 'Bsf/LS5';

  -- $15 million class L to 'CCCsf/RR1' from 'B-sf/LS5';

  -- $11.3 million class M to 'CCCsf/RR1' from 'B-sf/LS5';

  -- $11.3 million class N to 'CCsf/RR3' from 'B-sf/LS5';

  -- $3.8 million class O to 'CCsf/RR6' from 'B-sf/LS5';

  -- $3.8 million class P to 'CCsf/RR6' from 'B-sf/LS5';

  -- $7.5 million class Q to 'CCsf/RR6' from 'B-sf/LS5'.

Fitch also affirms and revises Outlooks to these classes as
indicated:

  -- -$220.4 million class A-2 at 'AAAsf/LS1'; Outlook Stable;
  -- -$336.9 million class A-3 at 'AAAsf/LS1'; Outlook Stable;
  -- -$155 million class A-AB at 'AAAsf/LS1'; Outlook Stable;
  -- -$698 million class A-4 at 'AAAsf/LS1'; Outlook Stable;
  -- -$530.2 million class A-1A at 'AAAsf/LS1'; Outlook Stable;
  -- $300.4 million class A-M at 'AAAsf/LS3'; Outlook Stable.

Fitch withdraws the rating on the interest-only classes A-X and A-
Y.


CREDIT SUISSE: Moody's Downgrades Ratings on 12 2002- CKN2 Certs.
-----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of 12 classes and
affirmed five classes of Credit Suisse First Boston Mortgage
Securities Corp., Commercial Mortgage Pass-Through Certificates,
Series 2002- CKN2:

  -- Cl. A-2, Affirmed at Aaa (sf); previously on May 15, 2002
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3, Affirmed at Aaa (sf); previously on May 15, 2002
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-X, Affirmed at Aaa (sf); previously on May 15, 2002
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-Y, Affirmed at Aaa (sf); previously on May 15, 2002
     Definitive Rating Assigned Aaa (sf)

  -- Cl. B, Affirmed at Aaa (sf); previously on March 9, 2006
     Upgraded to Aaa (sf)

  -- Cl. C-1, Downgraded to Aa2 (sf); previously on Oct. 27, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. C-2, Downgraded to Aa2 (sf); previously on Oct. 27, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. D, Downgraded to A2 (sf); previously on Oct. 27, 2010 Aa2
      (sf) Placed Under Review for Possible Downgrade

  -- Cl. E, Downgraded to Baa2 (sf); previously on Oct. 27, 2010
     A1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. F, Downgraded to Ba3 (sf); previously on Oct. 27, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. G, Downgraded to B3 (sf); previously on Oct. 27, 2010
     Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. H, Downgraded to Caa2 (sf); previously on Oct. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. J, Downgraded to Ca (sf); previously on Oct. 27, 2010 Ba2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. K, Downgraded to C (sf); previously on Oct. 27, 2010 Ba3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. L, Downgraded to C (sf); previously on Oct. 27, 2010 B1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. M, Downgraded to C (sf); previously on Oct. 27, 2010 B3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. N, Downgraded to C (sf); previously on Oct. 27, 2010 Caa1
     (sf) Placed Under Review for Possible Downgrade

                        Ratings Rationale

The downgrades are due to higher expected losses for the pool
resulting from realized and anticipated losses from specially
serviced and troubled loans and concerns about refinance risk
associated with loan facing near-term maturity in an adverse
environment.  One hundred forty-six loans, representing 74% of the
pool, mature within the next 24 months.  Fifty-five of these
loans, representing 29% of the pool, have a Moody's stressed debt
service coverage ratio less than 1.0X.

The affirmations are due to key parameters, including Moody's loan
to value ratio, Moody's stressed DSCR and the Herfindahl Index,
remaining within acceptable ranges.  Based on Moody's current base
expected loss, the credit enhancement levels for the affirmed
classes are sufficient to maintain their current ratings.

On October 27, 2010 Moody's placed 12 classes on review for
possible downgrade.  This action concludes Moody's review.

Moody's rating action reflects a cumulative base expected loss of
5.0% of the current balance.  At last full review, Moody's
cumulative base expected loss was 2.6%.  Moody's stressed scenario
loss is 8.0% of the current balance.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels.  If future performance materially declines,
the expected level of credit enhancement and the priority in the
cash flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the Excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions.  Conduit model results at the Aa2 level are driven
by property type, Moody's actual and stressed DSCR, and Moody's
property quality grade (which reflects the capitalization rate
used by Moody's to estimate Moody's value).  Conduit model results
at the B2 level are driven by a paydown analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl
score, a measure of loan level diversity, is a primary determinant
of pool level diversity and has a greater impact on senior
certificates.  Other concentrations and correlations may be
considered in Moody's analysis.  Based on the model pooled credit
enhancement levels at Aa2 and B2, the remaining conduit classes
are either interpolated between these two data points or
determined based on a multiple or ratio of either of these two
data points.  For fusion deals, the credit enhancement for loans
with investment-grade credit estimates is melded with the conduit
model credit enhancement into an overall model result.  Fusion
loan credit enhancement is based on the underlying rating of the
loan which corresponds to a range of credit enhancement levels.
Actual fusion credit enhancement levels are selected based on loan
level diversity, pool leverage and other concentrations and
correlations within the pool.  Negative pooling, or adding credit
enhancement at the underlying rating level, is incorporated for
loans with similar credit estimates in the same transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 17 compared to 21 at Moody's prior review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology.  This methodology uses the
Excel-based Large Loan Model v 8.0 and then reconciles and weights
the results from the two models in formulating a rating
recommendation.  The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios.  Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship.  These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated October 29, 2008.

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.

                         Deal Performance

As of the November 18, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 21% to $727.4
million from $918.1 million at securitization.  The Certificates
are collateralized by 179 mortgage loans ranging in size from less
than 1% to 7% of the pool, with the top ten loans representing 34%
of the pool.  Thirty loans, representing 26% of the pool, have
defeased and are collateralized with U.S. Government securities.
Defeasance at last review represented 24% of the pool.

Twenty-seven loans, representing 16% of the pool, are on the
master servicer's watchlist.  The watchlist includes loans which
meet certain portfolio review guidelines established as part of
the CRE Finance Council monthly reporting package.  As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Seven loans have been liquidated from the pool since
securitization, resulting in an aggregate $22.1 million loss (57%
loss severity on average).  The pool had experienced an aggregate
$3.1 million loss at last review.  Twelve loans, representing 9%
of the pool, are currently in special servicing.  The master
servicer has recognized an aggregate $6.3 million appraisal
reduction for six of the specially serviced loans.  Moody's has
estimated an aggregate loss of $26.8 million (43% expected loss on
average) for all of the specially serviced loans.

Moody's has assumed a high default probability for five poorly
performing loans representing 3% of the pool and has estimated a
$3.9 million loss (21% expected loss based on a 43% probability
default) from these troubled loans.

Moody's was provided with full year 2009 operating results for 85%
of the non-defeased performing pool.  Excluding specially serviced
and troubled loans, Moody's weighted average LTV is 81% compared
to 86% at last full review.  Moody's net cash flow reflects a
weighted average haircut of 13% to the most recently available net
operating income.  Moody's value reflects a weighted average
capitalization rate of 9.7%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.33X and 1.39X, respectively, compared to
1.30X and 1.30X at last full review.  Moody's actual DSCR is based
on Moody's net cash flow and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three performing conduit loans represent 18% of the pool
balance.  The largest loan is the Paradise Island Apartments Loan
($50.3 million -- 6.9%), which is secured by a 980-unit
multifamily complex located in Jacksonville, Florida.  Performance
has been stable and the property was 96% occupied as of June 2010
compared to 90% at last review.  The loan had a 12-month interest
only period and is amortizing on a 360-month schedule maturing in
January 2012.  The loan has amortized 3% since last review.
Moody's LTV and stressed DSCR are 98% and 1.00X, respectively,
compared to 94% and 1.03X at last review.

The second largest loan is the Beaver Valley Mall Loan
($43.4 million -- 6.0%), which is secured by the borrower's
interest in a 1.2 million square foot regional mall (966,000
square feet of collateral) located approximately 35 miles
northwest of downtown Pittsburgh in Center Township, Pennsylvania.
The mall is anchored by Sears, J.C.  Penney, Boscov's and Macy's
(not part of the collateral).  The mall is currently on the master
servicer's watchlist due to low DSCR.  As of June 2010, the
overall occupancy was 91% compared to 94% at last review.  The
loan has an anticipated repayment date (ARD) of April 2012 and has
amortized 3% since last review.  Moody's LTV and stressed DSCR are
88% and 1.14X, respectively, compared to 90% and 1.17X at last
review.

The third largest loan is the PNC Center Loan ($40.2 million --
5.5%), which is secured by a 498,000 square foot office building
located in downtown Cincinnati, Ohio.  The largest tenants are PNC
(39% of the NRA; lease expiration February 2014) and Frost Brown
Todd (25% of the NRA; lease expiration December 2011).  The
property was 88% occupied as of June 2010 compared to 91% at last
review.  The decreased occupancy has led to decreased base rent
and expense reimbursements.  The loan has an ARD of March 2012 and
has amortized 5% since last review.  Moody's LTV and stressed DSCR
are 93% and 1.13X, respectively, compared to 83% and 1.30X at last
review.


CT CDO: Fitch Downgrades Ratings on 15 Classes of Notes
-------------------------------------------------------
Fitch Ratings has downgraded 15 classes issued by CT CDO IV Ltd.
as a result of continued negative credit migration and increased
interest shortfalls on the underlying collateral.

On the Nov. 22, 2010 payment date, the class A-2 and B notes did
not receive their full interest distribution as a result of
insufficient interest proceeds due to continued interest
shortfalls on the underlying collateral and the significant hedge
payment.  On Nov. 29, 2010, the trustee declared an Event of
Default due to non-payment of full and timely accrued interest to
the class A-2 and B notes.  The class A-2 and B notes are non-
deferrable classes and are downgraded due to default in the
payment of their accrued interest.  Noteholders had not given
direction to accelerate the notes or liquidate the portfolio at
the time of this review.

Since Fitch's last rating action in June 2010, approximately 15.1%
of the portfolio has been downgraded.  Currently, 61.7% has a
Fitch derived rating below investment grade and 34.3% has a rating
in the 'CCC' rating category or lower, compared to 57.2% and 7.8%,
respectively, at last review.  As of the Nov. 16, 2010 trustee
report, 29.2% of the portfolio is experiencing interest
shortfalls, compared to 6.7% at the last review.  The class A-1
notes have paid down by $33.9 million since the last review.

This transaction was analyzed under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Portfolio Credit Model for projecting future default levels
for the underlying portfolio.  The default levels were then
compared to the breakeven levels generated by Fitch's cash flow
model of the CDO under the various default timing and interest
rate stress scenarios, as described in the report 'Global Criteria
for Cash Flow Analysis in Corporate CDOs'.  Based on this
analysis, the class A-1 notes' breakeven rates are generally
consistent with the ratings assigned below.

For the class C through M notes, Fitch analyzed the class'
sensitivity to the default of the distressed assets ('CCC'
category and lower) and assets that are experiencing interest
shortfalls.  Given the high probability of default of these assets
and the expected limited recovery prospects upon default, the
notes have been downgraded to 'Csf', indicating default is
inevitable at or prior to maturity.

CT CDO IV is backed by 40 tranches from 31 obligors, the majority
of which is commercial mortgage backed securities (CMBS, 63.4%).
The remainder of the pool consists of commercial real estate loans
(21.1%), and CRE CDOs (15.5%).  The transaction is considered a
CMBS B-piece resecuritization (also referred to as first loss CRE
CDO) as it primarily includes junior bonds of CMBS transactions.
The transaction closed in March 2006.

Fitch has downgraded these classes:

  -- $214,128,983 class A-1 to 'CCCsf' from 'BBsf/LS3';
  -- $17,691,336 class A-2 to 'Dsf' from 'BBsf/LS5';
  -- $17,711,304 class B to 'Dsf' from 'Bsf/LS5';
  -- $12,408,966 class C to 'Csf' from 'Bsf/LS5';
  -- $5,684,108 class D-FL to 'Csf' from 'Bsf/LS5';
  -- $3,631,090 class D-FX to 'Csf' from 'Bsf/LS5';
  -- $4,905,782 class E to 'Csf' from 'CCCsf':
  -- $2,234,871 class F-FL to 'Csf' from 'CCCsf':
  -- $3,680,088 class F-FX to 'Csf' from 'CCCsf':
  -- $7,402,648 class G to 'Csf' from 'CCsf';
  -- $3,866,950 class H to 'Csf' from 'CCsf';
  -- $2,440,512 class J to 'Csf' from 'CCsf';
  -- $5,369,286 class K to 'Csf' from 'CCsf';
  -- $4,899,424 class L to 'Csf' from 'CCsf';
  -- $3,429,115 class M to 'Csf' from 'CCsf'.


CT CDO: S&P Downgrades Ratings on 12 Classes of Notes
-----------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on
12 classes from CT CDO IV Ltd., a commercial real estate
collateralized debt obligation transaction.  At the same
time, S&P affirmed its 'CCC- (sf)' ratings on three
additional classes from the same transaction.

The downgrades and affirmations primarily reflect S&P's analysis
of the interest shortfalls affecting the transaction.  S&P lowered
its rating on class A-1 to 'B+ (sf)' due to its susceptibility to
interest shortfalls, as class A-2 and all of the classes
subordinate to it did not receive full interest according to the
Nov. 16, 2010 remittance report.  The interest shortfalls to the
nondeferrable classes A-2 and B prompted S&P's downgrades of these
classes to 'D (sf)'.  The interest shortfalls to the nondeferrable
classes triggered an event of default under the indenture based on
a Nov. 29, 2010 notice from the trustee, Bank of America N.A.

The interest shortfalls primarily resulted from the
reclassification of $482,192 of the interest payments received
on impaired securities as principal proceeds according to the
Nov. 16, 2010, remittance report.

It is S&P's understanding that while principal proceeds may be
used to make payments due to the hedge counterparty and interest
due to class A-1, any increases in the interest shortfalls to CT
CDO IV Ltd. may cause interest shortfalls to the nondeferrable
class A-1 and may also cause payment shortfalls to the hedge
counterparty.  A default in the payment due to the hedge
counterparty may then result in the termination of the swap
contract and trigger termination payments to the swap
counterparty.  If interest shortfalls are affecting class A-1, S&P
will lower the rating to 'D (sf)'.  Furthermore, a significant
termination payment may result in S&P's determination that the
interest due to the deferrable classes may be deferred for many
years.  This determination would prompt us to downgrade the
deferrable classes to 'CC (sf)'.

According to the Nov. 16, 2010 trustee report for CT CDO IV Ltd.,
the current asset pool included these:

* Thirty CMBS tranches ($223.4 million, 64.5%);
* Eight CRE CDO tranches ($93.5 million, 27.0%); and
* Two subordinated loans ($29.4 million, 8.5%).

Standard & Poor's analyzed CT CDO IV Ltd. according to its current
criteria.  S&P's analysis is consistent with the lowered and
affirmed ratings.

                         Ratings Lowered

                          CT CDO IV Ltd.
                 Collateralized debt obligations

                               Rating
                               ------
             Class    To                   From
             -----    --                   ----
             A-1      B+ (sf)              BBB+ (sf)
             A-2      D (sf)               BBB (sf)
             B        D (sf)               BBB- (sf)
             C        CCC- (sf)            BB+ (sf)
             D-FL     CCC- (sf)            BB (sf)
             D-FX     CCC- (sf)            BB (sf)
             E        CCC- (sf)            BB- (sf)
             F-FL     CCC- (sf)            B+ (sf)
             F-FX     CCC- (sf)            B+ (sf)
             G        CCC- (sf)            B- (sf)
             H        CCC- (sf)            CCC+ (sf)
             J        CCC- (sf)            CCC (sf)

                         Ratings Affirmed

                          CT CDO IV Ltd.
                 Collateralized debt obligations

                        Class    Rating
                        -----    ------
                        K        CCC- (sf)
                        L        CCC- (sf)
                        M        CCC- (sf)


CULLMAN REGIONAL: Fitch Downgrades Rating on 2009-A Bonds to 'BB+'
------------------------------------------------------------------
Fitch Ratings has downgraded to 'BB+' from 'BBB-' these bonds
issued on behalf of Cullman Regional Medical Center:

  -- $68,815,000 Health Care Authority of Cullman County revenue
     bonds, series 2009-A.

The Rating Outlook is revised to Stable from Negative.

Rating Rationale:

  -- The downgrade to 'BB+' reflects CRMC's continued weak
     financial performance that is not reflective of an investment
     grade credit including low liquidity levels, unprofitable
     operations and nominal debt service coverage.  Additional
     credit concerns include a significant rise in bad debt
     expense, coupled with an unfavorable payor mix.

  -- CRMC's main credit strength continues to be its good market
     position as the sole community provider in Cullman County,
     situated between the cities of Birmingham and Huntsville.
     Management indicated that tertiary providers in the state
     have expressed strong interest in an affiliation with CRMC.

Key Rating Drivers:

Fitch believes CRMC's financial performance has stabilized at the
lower rating level and continued areas of opportunity for improved
performance include successful physician recruitment and further
reduction of outmigration.

Security:

The bonds are secured by a pledge of gross revenues, a mortgage,
and a debt service reserve.

Credit Summary:

The downgrade to 'BB+' reflects CRMC's continued weak financial
performance that is not reflective of an investment grade credit
including low liquidity levels, unprofitable operations and
nominal debt service coverage.  CRMC's liquidity position provides
little cushion with 96.7 days cash on hand at Sept. 30, 2010, but
has remained stable from 98.5 days at fiscal year end 2009.
Operations remains unprofitable but have also remained stable at a
negative $1.5 million operating loss in fiscal 2010 and 2009 that
generated operating margins of -1.3% and -1.4%, respectively.
Fitch notes that CRMC receives approximately $500,000 a year
mainly from proceeds from a county sales tax to help offset the
costs of its self pay population, which is not included in
operating revenue (reflected as non-operating income).  Through
the three months ended Sept. 30, 2010 (interim period), operations
are profitable with a $415,000 operating gain (1.3% operating
margin); however, first quarter performance has historically been
profitable.  For fiscal 2011, CRMC is budgeting an operating gain
of $452,000 (breakeven operating margin).  Debt related ratios are
also weak with limited debt service coverage of 1.7x and 1.6x in
fiscal 2010 and 2009 and cash to debt of only 35.6% at Sept. 30,
2010.  CRMC has modest capital needs going forward, with plans of
no more than $3.5 million in annual routine capital spending.

Additional credit concerns include a significant rise in bad debt
expense, coupled with an unfavorable payor mix.  CRMC's bad debt
expense increased to $21.5 million in fiscal year ending June 30,
2010, which equates to a very high 18.3% of revenues against
Fitch's 'BBB' rated median of 6.5%.  Bad debt expense continued
to be high at 17.4% of revenues in the interim period ending
Sept. 30, 2010.  An increasing reliance on Medicaid and self-pay
presents additional concern, which increased to 9.8% and 8.3%,
respectively, in the interim period 2010, from 9% and 7.9% in
fiscal 2010.  Further, CRMC had a high days in accounts receivable
of 80.3 in fiscal 2010 against the 'BBB' rated median of 45.0,
which illustrates significant room for improvement in revenue
cycle management.

CRMC's main credit strength is its market position as the sole
community provider in Cullman County, situated between the cities
of Birmingham and Huntsville.  Management indicated that tertiary
providers in the state have expressed strong interest in an
affiliation with CRMC, which Fitch would view positively.  CRMC
is currently weighing interest from several systems to explore
affiliation options, and Fitch will monitor any formal changes as
they arise.  CRMC's market share has increased to 59% in Sept.
2009 from 44% in June 2009 after CRMC purchased its only
competition in the market (Woodland) and secured its service area.

CRMC is now leasing the Woodland facility to USA Healthcare, which
is providing psychiatric services at the facility and does not
compete for acute care services.  USA Healthcare has invested
capital to renovate the facility into a psychiatric facility.  The
lease agreement has an initial two-year term with an option for
USA Healthcare to purchase the facility at any time.  CRMC has a
note payable associated with the facility of $3.5 million that
currently matures in 2012 and the hospital plans to use the
proceeds of the Woodland sale to repay the bank note.  However, if
USA Healthcare does not purchase the facility (which would then
convert to a long-term lease arrangement), there would be an
option to convert the note payable to a longer amortization
structure that would coincide with the new lease term with the
expectation that the lease payments from USA Healthcare would at
least cover the debt service costs under the note payable.  CRMC
has no plans for additional debt and overall, CRMC's debt profile
is conservative with 100% fixed rate and committed capital.  Fitch
views the elimination of interest rate and renewal risks
positively.

The Outlook revision to Stable reflects CRMC's stabilized
performance at the lower rating level.  Fitch expects that CRMC
will continue to generate adequate debt service coverage metrics
and slowly improve its profitability.  A return to an investment
grade rating would be dependent on a significantly improved
financial profile including stronger liquidity, profitable
operations, and more moderate debt metrics.

Cullman Regional Medical Center is an acute care general hospital
with 115 beds in service, located in Cullman, AL which is 50 miles
north of Birmingham.  CRMC is designated as a Level III trauma
center and the only provider of interventional cardiology services
through an affiliation agreement with University of Alabama
Medical System at Birmingham between Birmingham and Huntsville.
Total revenues were $117.3 million in fiscal 2010, excluding bad
debt expense.  The hospital covenants to disclose quarterly
unaudited (within 60 days) and annual audited financial statements
(within 120 days) including management discussion and analysis by
to the Municipal Securities Rulemaking Board's EMMA System.  Fitch
believes that CRMC disclosure practices are very good.


DEUTSCHE ALT-A: Moody's Downgrades Ratings on 46 Tranches
---------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 46
tranches and confirmed the ratings of 3 tranches from 7 RMBS
transactions issued by Deutsche Alt-A Securities Mortgage Loan
Trust.  The collateral backing these transactions primarily
consists of first-lien, adjustable-rate, negative amortization
residential mortgages.

                        Ratings Rationale

The actions are a result of the rapidly deteriorating performance
of option arm pools in conjunction with macroeconomic conditions
that remain under duress.  The actions reflect Moody's updated
loss expectations on option arm pools issued from 2005 to 2007.

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

The 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.

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: Deutsche Alt-A Securities Mortgage Loan Trust, Series
2007-3

  -- Cl. I-A-1, Confirmed at Caa2 (sf); previously on Jan. 27,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: Deutsche Alt-A Securities Mortgage Loan Trust, Series
2007-OA1

  -- Cl. A-1, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to C (sf); previously on Jan. 27, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to C (sf); previously on Jan. 27, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

Issuer: Deutsche Alt-A Securities Mortgage Loan Trust, Series
2007-OA2

  -- Cl. A-1, Downgraded to Caa2 (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to C (sf); previously on Jan. 27, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

Issuer: Deutsche Alt-A Securities Mortgage Loan Trust, Series
2007-OA3

  -- Cl. A-1, Downgraded to Caa2 (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to C (sf); previously on Jan. 27, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

Issuer: Deutsche Alt-A Securities Mortgage Loan Trust, Series
2007-OA4

  -- Cl. I-A-1A, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. I-A-1B, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-1, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. II-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. III-A-1, Confirmed at Ca (sf); previously on Jan. 27,
     2010 Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-2A, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-2B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to C (sf); previously on Jan. 27, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-4, Confirmed at Ca (sf); previously on Jan. 27, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

Issuer: Deutsche Alt-A Securities Mortgage Loan Trust, Series
2007-OA5

  -- Cl. A-1A, Downgraded to Ba2 (sf); previously on Jan. 27, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-1B, Downgraded to Ba2 (sf); previously on Jan. 27, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to C (sf); previously on Jan. 27, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

Issuer: Deutsche Alt-A Securities, Mortgage Loan Trust Series
2006-OA1

  -- Cl. A-1, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to C (sf); previously on Jan. 27, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to C (sf); previously on Jan. 27, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade


DISTRIBUTION FINANCIAL: Fitch Affirms Ratings on Three Classes
--------------------------------------------------------------
Fitch Ratings affirms all classes of Distribution Financial
Services RV/Marine Trust 2001-1, as part of its ongoing
surveillance process:

  -- Class B notes at 'AA', Outlook Stable;
  -- Class C notes at 'BB', Outlook Negative;
  -- Class D notes at 'C/RR4'.

The rating actions reflect stable performance of the transaction
over the past year for both delinquencies and cumulative net
losses.  Over the past year, CNL did increase to 4.86% from 4.55%
while total delinquencies decreased to 4.88% from 5.74%.  The
Class D is currently undercollateralized.

Fitch's analysis incorporated anticipated losses on defaulted
collateral given Fitch's recovery expectations.  Fitch's recovery
expectations are based on collateral-specific cash flow
expectations.  The resulting anticipated collateral losses were
then applied to the transaction structure, enabling Fitch to asses
the impact of the losses on the securities and available credit
enhancement.

Fitch's Recovery Ratings are designed to estimate recoveries on a
forward-looking basis while taking into account the time value of
money.

Fitch will continue to closely monitor the performance of the
transaction, and will take further rating actions as deemed
necessary.


DLJ COMMERCIAL: S&P Downgrades Ratings on Five 2000-CF1 Certs.
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on five
classes of commercial mortgage-backed securities from DLJ
Commercial Mortgage Trust 2000-CF1.  S&P downgraded classes B-6
and B-7 to 'D (sf)'.  S&P also affirmed its ratings on four other
classes from the same transaction, including the 'D (sf)' rating
on class B-8.

The lowered ratings reflect recurring interest shortfalls that
have affected the trust, as well as the potential for future
interest shortfalls.  As of the November 2010 remittance report,
the trust experienced monthly interest shortfalls totaling
$166,310 primarily related to:

Appraisal subordinate entitlement reduction amounts on three of
the transaction's seven specially serviced assets.  These three
assets had appraisal reduction amounts totaling $13.7 million in
effect, which generated aggregate ASERs of $100,438;

The recovery of prior advances made by the master servicer on the
Sonora Village Shopping Center loan, in the amount of $40,000; and
An interest rate reduction related to the Sonora Village Shopping
Center loan, resulting in a shortfall of $33,820.

Interest shortfalls have affected all of the classes subordinate
to and including class B-4.  As a result, interest available to
absorb additional shortfalls has been reduced significantly,
particularly for the B-3 and B-4 classes, leaving them more
susceptible to future shortfalls.  In addition, class B-4
currently has an outstanding accumulated interest shortfall due to
prior shortfalls.

The affirmations of the ratings on classes B-1 and B-2 reflect
subordination levels and available liquidity that are consistent
with the outstanding ratings.  S&P affirmed its 'D (sf)' rating on
class B-8.  S&P lowered the rating to 'D (sf)' in March 2010 due
to interest shortfalls S&P determined were recurring at that time.
As of the November 2010 remittance report, the class has
experienced accumulated interest shortfalls for 18 consecutive
months.  S&P affirmed its rating on the class S interest-only (IO)
certificate based on its current criteria.

                      Credit Considerations

As of the November 2010 remittance report, seven ($44.0 million,
40.2%) of the 10 remaining assets were with the special servicer,
CWCapital Asset Management LLC.  The Holiday Inn Select
($7.9 million, 7.2%) specially serviced asset is real estate
owned, while the remaining specially serviced loans
($36.1 million, 33.0%) are all classified as matured balloon
loans.  ARAs totaling $13.7 million are in effect against three of
the specially serviced assets.

Details regarding the three largest specially serviced assets are:

The Gateway Plaza loan ($16.0 million total exposure, 14.7%) is
the third-largest loan and the largest loan with the special
servicer.  The loan is secured by a 283,887-sq.-ft. office
property in Indianapolis, Ind.  The loan was transferred to the
special servicer in December 2009 for imminent maturity default.
According to the special servicer, the borrower has been unable to
secure refinancing proceeds and the special servicer is pursuing
foreclosure.  As of September 2009, reported debt service coverage
was 0.94x, while reported occupancy was 80.7% as of November 2009.
Standard & Poor's expects a significant loss upon the eventual
resolution of this asset.

The Paradyne Corp. loan ($14.8 million total exposure, 13.5%) is
the fourth-largest loan in the deal and the second-largest loan
with the special servicer.  The loan is secured by a 332,689-sq.-
ft. office property in Largo, Fla.  The loan was transferred to
the special servicer in May 2010 for maturity default.  The
special servicer indicated that it is pursuing foreclosure on the
property.  As of December 2009, reported DSC and occupancy were
1.55x and 100.0%, respectively.  An ARA of $5.6 million is in
effect for this asset.  Standard & Poor's expects a significant
loss upon the eventual resolution of this asset.

The Holiday Inn Select ($10.3 million total exposure, 9.4%) is the
fifth-largest loan in the deal and the third-largest loan with the
special servicer.  The exposure is secured by a 142-room lodging
property in Clinton, N.J.  The loan was transferred to the special
servicer in February 2009 for imminent monetary default.  Based on
December 2008 financial information, the property's income was not
sufficient to cover its expenses.  A $7.5 million ARA is in effect
for this asset.  Standard & Poor's anticipates a severe loss upon
the eventual resolution of this asset.

The remaining four specially serviced loans each have a principal
balance representing less than 2.0% of the outstanding trust
balance.  S&P estimated losses for all of these loans, arriving at
a weighted-average estimated loss severity of 17.0%

                       Transaction Summary

As of the November 2010 remittance report, the transaction had
an aggregate trust balance of $109.5 million, down from
$886.2 million at issuance.  The collateral includes nine loans
and one REO asset, down from 128 loans at issuance.  The master
servicer, Midland Loan Services Inc., provided full-year 2008,
interim 2009, or full-year 2009 financial information for 98.5% of
the assets.  S&P calculated a weighted average DSC of 1.77x for
the pool based on the reported figures.  This figure includes the
2.96x DSC associated with the largest loan in the deal, 77 Water
Street (discussed below).  The calculated DSC excluding this loan
is 1.13x.  Three ($24.3 million, 22.2%) assets have reported DSC
of less than 1.00x.  To date, the pool has experienced principal
losses totaling $18.6 million on 13 assets.

                         Watchlist Loans

The master servicer reported a watchlist of three ($65.4 million,
59.8%) loans.  The largest of these is the 77 Water Street loan
($37.6 million, 34.3%), which is also the largest loan in the
deal.  The loan is secured by a 547,330-sq.-ft. office property in
Manhattan.  As of December 2009, reported DSC and occupancy were
2.96x and 0.0%, respectively.  The loan appears on the watchlist
due to former single tenant, Goldman Sachs, having vacated the
property.  According to the watchlist comments, Goldman Sachs will
occupy and pay rent to the borrower until its lease expires in
March 2021, though the tenant may sublet the space.

The Sonora Village Shopping Center loan ($26.5 million, 24.2%) is
the second-largest loan in the deal and on the watchlist.  The
loan is secured by a 252,867-sq.-ft. retail property in
Scottsdale, Ariz.  As of December 2008, reported DSC was 1.33x,
while reported occupancy was 79.4% as of August 2009.  According
to the watchlist comments, the master servicer has requested
updated property performance information from the borrower.

The Pamida Hometown Values loan ($1.3 million, 1.2%) is the ninth-
largest loan in the deal and the third-largest loan on the
watchlist.  The loan is secured by a 42,476-sq.-ft. retail
property in Gladwin, Mich.  The loan appears on the watchlist due
to a servicer trigger event.  According to the watchlist comments,
the borrower failed to submit a copy of a refinance commitment
letter six months prior to the anticipated repayment date of
Nov. 1, 2009.

Standard & Poor's analyzed the transaction according to its
current criteria and the lowered and affirmed ratings are
consistent with S&P's analysis.

                         Ratings Lowered

              DLJ Commercial Mortgage Trust 2000-CF1
          Commercial mortgage pass-through certificates

                 Rating
                 ------
    Class      To        From           Credit enhancement (%)
    -----      --        ----           ----------------------
    B-3        BB+ (sf)  BBB- (sf)                       34.19
    B-4        CCC+ (sf) BB+ (sf)                        26.08
    B-5        CCC- (sf) BB (sf)                         24.06
    B-6        D (sf)    BB- (sf)                        17.98
    B-7        D (sf)    B+ (sf)                          9.87

                        Ratings Affirmed

              DLJ Commercial Mortgage Trust 2000-CF1
          Commercial mortgage pass-through certificates

       Class        Rating          Credit enhancement (%)
       -----        ------          ----------------------
       B-1          AA- (sf)                         72.70
       B-2          A (sf)                           62.56
       B-8          D (sf)                            1.77
       S            AAA (sf)                           N/A


DOWLING COLLEGE: Moody's Reviews 'B1' Rating on $15.2 Mil. Debt
---------------------------------------------------------------
Moody's Investors Service has placed the B1 rating of Dowling
College on Watchlist for possible downgrade.  The rating action
impacts $15.2 million of rated debt (Series 1996 and Series 2002
bonds).  The Series 2002 bonds were issued through the Town of
Brookhaven Industrial Development Agency, and the Series 1996
bonds were issued through the Suffolk County Industrial
Development Agency.  Moody's expects to conclude Moody's Watchlist
period within the next 90 days.

Ratings Rationale: The rating action reflects ongoing concern
about the College's very thin unrestricted liquidity,
deteriorating student market position with multiple years of
pressure on enrollment, weakening of operating performance in FY
2009, and continued operating dependence on a $2 million operating
line of credit which matures in October 2011.

The College plans to provide FY 2010 audited financial statements
in December.

Legal Security: The Series 1996 and 2002 bonds are general
obligations of the College and feature debt service reserve funds.
The Series 2002 bonds are further secured by a first leasehold
mortgage and security interest in the financed facility, a
residence hall on the Shirley (Brookhaven) campus.

The College's $37.7 million of Series 2006 bonds (not rated by
Moody's) are a general obligation of the College and also have a
debt service reserve fund.  They are secured by a first mortgage
lien and security interest in the College's Oakdale and Shirley
campuses and property, excluding the residential facility financed
with the Series 2002 bonds.  The Series 2006 bonds have a
subordinate mortgage lien and security interest in the Series 2002
facility.

Per the Series 2006 Sublease between the College and the issuing
authority, under certain circumstances (defined as Triggering
Events in the Sublease), the College's Gross Revenues, excluding
2002 Facility Revenues pledged to the Series 2002 Trustee to
secure the principal amount of the Series 2002 Bonds, would be
directed to the Series 2006 trustee.  Debt service on the Series
2006 bonds would first be paid from Gross Revenues, before other
operating costs of the College.  In Moody's opinion, the Series
1996 and 2002 bonds have a weaker legal security than the Series
2006 bonds.

* Debt-Related Interest Rate Derivatives: None.

Key Indicators (FY 2009 audited financial data and fall 2009
enrollment data):

* Total Full-Time Equivalent Enrollment: 4,195 FTE students

* Total cash and investments (including $4.3 million of debt
  service reserve funds): $10.2 million

* Direct Debt: $64.2 million

* Total cash and investments-to-direct debt: 0.16 times

* FY 2009 Operating Margin: -3.1%

* Operating Cash Flow Margin: 5.8%

* Annual Debt Service Coverage: 0.86 times

* Reliance on Student Charges: 92.1%

Rated Debt:

* Series 1996 and 2002: B1 rating

               Methodology And Last Rating Action

The last rating action with respect to Dowling College was on
September 15, 2009 when B1 rating removed from the watch list and
confirmed.  The outlook remained negative.


DRYDEN-XI LEVERAGED: Moody's Upgrades Ratings on Three Notes
------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Dryden-XI Leveraged Loan CDO
2006:

  -- US$25,000,000 Class A-2B First Priority Senior Secured
     Floating Rate Notes due April 12, 2020, Upgraded to Aa3 (sf);
     previously on June 22, 2009, Downgraded to A1 (sf);

  -- US$47,200,000 Class B Third Priority Mezzanine Secured
     Deferrable Floating Rate Notes due April 12, 2020, Upgraded
     to Baa3 (sf); previously on June 22, 2009 Confirmed at Ba1
      (sf);

  -- US$23,600,000 Class D Fifth Priority Mezzanine Secured
     Deferrable Floating Rate Notes due April 12, 2020 (current
     outstanding balance of $20,143,416), Upgraded to Caa3 (sf);
     previously on November 23, 2010 Ca (sf), Placed Under Review
     for Possible Upgrade.

In addition, the Class Q-1 Securities were previously exchanged
for their underlying components at the noteholder's request.

  -- US$10,000,000 Class Q-1 Securities due April 12, 2020,
     Withdrawn; previously on June 22, 2009 Downgraded to Ca (sf).

As a result, the rating of the notes has been withdrawn.

                        Ratings Rationale

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

Improvement in the credit quality is observed through an
improvement in the average credit rating (as measured by the
weighted average rating factor) and a decrease in the proportion
of securities from issuers rated Caa1 and below.  In particular,
as of the latest trustee report dated November 5, 2010, the
weighted average rating factor is currently 2386 compared to 2680
in the May 2009 report, and securities rated Caa1 or lower make up
approximately 5.9% of the underlying portfolio versus 11.4% in May
2009.  Additionally, defaulted securities total about $13 million
of the underlying portfolio compared to $55 million in May 2009.

The overcollateralization ratios of the rated notes have also
improved since the last rating action.  The Class A, Class B,
Class C, and Class D overcollateralization ratios are reported at
124.13%, 114.86%, 108.43% and 105.27%, respectively, versus May
2009 levels of 115.59%, 107.11%, 101.21% and 97.93%, respectively,
and all related overcollateralization tests are currently in
compliance.  In particular, the Class D overcollateralization
ratio has increased due to the diversion of excess interest to
delever the Class D notes, including on the January 2010 payment
date, when $2.3 million of interest proceeds reduced the
outstanding balance of the Class D Notes by 10%.  Moody's also
notes that the Class D Notes are no longer deferring interest and
that all previously deferred interest has been paid in full.

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 $724 million, defaulted par of $14 million, weighted
average default probability of 27.07% (implying a WARF of 3373), a
weighted average recovery rate upon default of 42.18%, and a
diversity score of 65.  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.

Dryden-XI Leveraged Loan CDO 2006, issued in May 2006, 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% (2698)

  -- Class A-1: +2
  -- Class A-2A: 0
  -- Class A-2B: +3
  -- Class A-3: +2
  -- Class B: +2
  -- Class C-1: +2
  -- Class C-2: +2
  -- Class D: +2
  -- Class Q-2: +3

Moody's Adjusted WARF + 20% (4048)

  -- Class A-1: -1
  -- Class A-2A: -2
  -- Class A-2B: -2
  -- Class A-3: -2
  -- Class B: -2
  -- Class C-1: -3
  -- Class C-2: -3
  -- Class D: -1
  -- Class Q-2: -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% (44.18)

  -- Class A-1: +1
  -- Class A-2A: 0
  -- Class A-2B: +1
  -- Class A-3: 0
  -- Class B: 0
  -- Class C-1: +1
  -- Class C-2: 0
  -- Class D: 0
  -- Class Q-2: +1

Moody's Adjusted WARR - 2% (40.18)

  -- Class A-1: 0
  -- Class A-2A: -1
  -- Class A-2B: 0
  -- Class A-3: -1
  -- Class B: 0
  -- Class C-1: -1
  -- Class C-2: -1
  -- Class D: -1
  -- Class Q-2: 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, 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities, and 3) potential additional
expected loss associated with swap agreements in CDOs as a result
of recent U.S. bankruptcy court ruling on Lehman swap termination
in the Dante case.

Sources of additional performance uncertainties are described
below:

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 deal's
   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) 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.

3) 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.

4) 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.

5) The deal has a pay-fixed receive-floating interest rate swap
   that is currently out of the money. If fixed rate assets prepay
   or default, there would be a more substantial mismatch between
   the swap notional and the amount of fixed assets, resulting in
   larger cash payments to the hedge counterparty.  In such cases,
   payments to hedge counterparties may consume a large portion or
   all of the interest proceeds, leaving the transaction, even
   with respect to the senior notes, with poor interest coverage.
   Payment timing mismatches between assets and liabilities may
   cause additional concerns.  If the deal does not receive
   sufficient projected principal proceeds on the payment date to
   supplement the interest proceeds shortfall, a heightened risk
   of interest payment default could occur.  Similarly, if
   principal proceeds are used to pay interest, there may
   ultimately be a risk of payment default on the principal of the
   notes.


DSLA MORTGAGE: Moody's Downgrades Ratings on 44 Tranches
--------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 44
tranches from seven RMBS transactions issued by DSLA Mortgage Loan
Trust.  The collateral backing these transactions primarily
consists of first-lien, adjustable-rate, negative amortization
residential mortgages.

                        Ratings Rationale

The actions are a result of the rapidly deteriorating performance
of option arm pools in conjunction with macroeconomic conditions
that remain under duress.  The actions reflect Moody's updated
loss expectations on option arm pools issued from 2005 to 2007.

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

Certain securities, as noted below, are insured by financial
guarantors.  The Cl. 2-A1C tranche issued by DSLA 2005-AR2 and the
Cl. 2-A1B tranche issued by DSLA 2005-AR3 are wrapped by Ambac
Assurance Corporation (Segregated Account -- Unrated).  The Cl. 1-
A1B and Cl. 2-A1B tranches issued by DSLA 2005-AR5, and the Cl.
1A-1B tranche issued by DSLA 2005-AR6, are wrapped by Assured
Guaranty Municipal Corp. (Rated Aa3 -- Negative Outlook).  The Cl.
1A-1B and Cl. 2A-1C tranches issued by DSLA 2006-AR1, are wrapped
by Syncora Guarantee Inc. (Rated Ca).  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.
RMBS securities wrapped by Ambac Assurance Corporation are rated
at their underlying rating without consideration of Ambac'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.

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: DSLA Mortgage Loan Trust 2005-AR1

  -- Cl. 1-A, Downgraded to Caa2 (sf); previously on Jan. 27, 2010
     Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A2, Downgraded to C (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-2, Downgraded to C (sf); previously on Jan. 27, 2010 B3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. B-1, Downgraded to C (sf); previously on Jan. 27, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1A, Downgraded to Caa1 (sf); previously on Jan. 27,
     2010 Aa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1B, Downgraded to Ca (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

Issuer: DSLA Mortgage Loan Trust 2005-AR2

  -- Cl. 1-A, Downgraded to Caa2 (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1A, Downgraded to Caa1 (sf); previously on Jan. 27,
     2010 Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1C, Downgraded to C (sf); previously on April 16, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

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

  -- Underlying Rating: Downgraded to C (sf); previously on Mar
     30, 2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-2, Downgraded to Caa1 (sf); previously on Jan. 27, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

Issuer: DSLA Mortgage Loan Trust 2005-AR3

  -- Cl. 1-A, Downgraded to Caa2 (sf); previously on Jan. 27, 2010
     B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-2, Downgraded to B3 (sf); previously on Jan. 27, 2010
     A1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1A, Downgraded to B3 (sf); previously on Jan. 27, 2010
     A1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1B, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Ba2 (sf) Placed Under Review for Possible Downgrade

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

  -- Underlying Rating: Downgraded to Ca (sf); previously on
     March 30, 2010 Ba2 (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. PO, Downgraded to C (sf); previously on Jan. 27, 2010 B3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1C, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

Issuer: DSLA Mortgage Loan Trust 2005-AR4

  -- Cl. 1-A, Downgraded to Caa2 (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-2, Downgraded to Caa1 (sf); previously on Jan. 27, 2010
     Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1A, Downgraded to Caa1 (sf); previously on Jan. 27,
     2010 Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1B, Downgraded to Ca (sf); previously on Jan. 27, 2010
     B1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1C, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1D, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: DSLA Mortgage Loan Trust 2005-AR5

  -- Cl. 1-A1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-2, Downgraded to Caa1 (sf); previously on Jan. 27, 2010
     B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1A, Downgraded to Caa1 (sf); previously on Jan. 27,
     2010 B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A1B, Current rating at Aa3 (sf); previously on Nov. 12,
     2009 Confirmed at Aa3 (sf)

  -- Financial Guarantor: Assured Guaranty Corp (Confirmed at Aa3,
     Outlook Negative on Dec 18, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 2-A1B, Current rating at Aa3 (sf); previously on Nov. 12,
     2009 Confirmed at Aa3 (sf)

  -- Financial Guarantor: Assured Guaranty Corp (Confirmed at Aa3,
     Outlook Negative on Dec 18, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

Issuer: DSLA Mortgage Loan Trust 2005-AR6

  -- Cl. 1A-1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1A, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1C, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1A-1B, Current rating at Aa3 (sf); previously on Nov. 12,
     2009 Confirmed at Aa3 (sf)

  -- Financial Guarantor: Assured Guaranty Corp (Confirmed at Aa3,
     Outlook Negative on Dec 18, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

Issuer: DSLA Mortgage Loan Trust 2006-AR1

  -- Cl. 1A-1A, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1A, Downgraded to Caa1 (sf); previously on Jan. 27,
     2010 B1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1A-1B, Current rating at Ca (sf); previously on March 9,
     2009 Downgraded to Ca (sf)

  -- Financial Guarantor: Syncora Guarantee Inc. (Downgraded to
     Ca, Outlook Developing on March 9, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 2A-1C, Current rating at Ca (sf); previously on March 9,
     2009 Downgraded to Ca (sf)

  -- Financial Guarantor: Syncora Guarantee Inc. (Downgraded to
     Ca, Outlook Developing on Mar 9, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade


EDUCATION LOANS: Fitch Takes Rating Actions on Various Classes
--------------------------------------------------------------
Fitch Ratings takes the rating actions on Education Loans Inc.'s
Student Loan Trusts 1999-1, 2004-1 & 2004-C&D and withdraws all
ratings.  For these trusts, all ratings of senior and subordinate
bonds are downgraded as indicated below except for one tranche
which was recently affirmed.  In addition, ratings on Education
Loans Inc.'s Student Loan Trust 1998-1 and 2005-1 are being
withdrawn.

Fitch used its 'Global Structured Finance Rating Criteria', 'U.S.
Private SL ABS 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.

Each of the 1999-1, 2004-1, 2004-C&D transactions are under
significant pressure as losses continue to accumulate at rates
above Fitch's expectations.  The trusts are undercollateralized
and exhibiting a downward parity trend, particularly for the 2004-
C&D and 1999-1 trusts.  The trusts are also under pressure due to
the high cost associated with the failed auction-rate securities,
not allowing the trusts to accumulate asset to build parity.

Fitch is withdrawing all of its ratings assigned to Education
Loans Inc.'s Student Loan Trusts following the issuer's decision
to redeem subordinate bonds in the 2004-1 transaction with trust
funds, an action which appears to be in breach of the provisions
of the trust documents.  In addition, the issuer has indicated
that it has applied cash from 1999-1 trust accounts to make a
payment related to a lawsuit.

These actions took place in late 2009 and during this year and
Fitch only became aware of them in recent conversations with the
issuer as part of its surveillance review process.  These actions
were not contemplated in Fitch's rating analysis and Fitch has
determined that it can no longer maintain accurate ratings as a
result of such actions.

For the portion of the trusts mentioned above that is backed by
private loans, Fitch conducted a review of the collateral
performance that involved the calculation of loss coverage
multiples based on the most recent data provided by the issuer.  A
projected remaining net loss amount was compared to available
credit enhancement to determine the loss multiples.  Fitch derived
the expected lifetime net loss based on the projected lifetime net
default for each repayment year.  Fitch then applied the current
cumulative net loss level to determine the expected net loss over
the remaining life for the trust.  In addition, Fitch applied the
most recent 12-month average excess spread rate over the remaining
life.  Basis risk stresses were also applied to account for the
risk associated with the auction-rate securities.  The ratings
prior to the withdrawal are commensurate with the loss coverage
multiples calculated.

Fitch has taken these rating actions:

Education Loans Inc, - 1998-1 Indenture Trust:

  -- Class 1D withdrawn;
  -- Class 1F 6/1/20 withdrawn;
  -- Class 1H withdrawn;
  -- Class 1K withdrawn.

Education Loans Inc, - 1999-1 Indenture Trust:

Series 1999-1

  -- Class A downgraded to 'BBsf' from 'Asf'; withdrawn;
  -- Class C downgraded to 'CCCsf' from 'Bsf'; withdrawn.

Series 2001-1

  -- Class A downgraded to 'BBsf' from 'Asf'; withdrawn;
  -- Class B downgraded to 'BBsf' from 'Asf'; withdrawn;
  -- Class C downgraded to 'CCCsf' from 'Bsf'; withdrawn.

Series 2002-1

  -- Class A downgraded to 'BBsf' from 'Asf'; withdrawn;
  -- Class B downgraded to 'BBsf' from 'Asf'; withdrawn;
  -- Class C downgraded to 'CCCsf' from 'Bsf'; withdrawn.

Series 2003-1

  -- Class B downgraded to 'BBsf' from 'Asf'; withdrawn;
  -- Class C downgraded to 'BBsf' from 'Asf'; withdrawn;
  -- Class D downgraded to 'CCCsf' from 'Bsf'; withdrawn.

Education Loans Inc, - 2004-1 Indenture Trust:

  -- Class A1 downgraded to 'BBBsf' from 'AAsf'; withdrawn;
  -- Class A3 downgraded to 'BBBsf' from 'AAsf'; withdrawn;
  -- Class A4 downgraded to 'BBBsf' from 'AAsf'; withdrawn;
  -- Class B1 affirmed at 'Bsf'; withdrawn.

Education Loans Inc, - 2004-C&D Indenture Trust:

  -- Class C1 downgraded to 'BBB-sf' from 'AA-sf'; withdrawn;
  -- Class C2 downgraded to 'BBB-sf' from 'AA-sf'; withdrawn;
  -- Class C5 downgraded to 'BBB-sf' from 'AA-sf'; withdrawn;
  -- Class D downgraded to 'CCCsf' from 'Bsf'; withdrawn.

Education Loans Inc, - 2005-1 Indenture Trust:

  -- Class A3 withdrawn;
  -- Class B withdrawn.


EDUCATION LOANS: Moody's Downgrades Ratings on 18 Notes
-------------------------------------------------------
Moody's Investors Service has downgraded 18 notes and placed under
review for possible downgrade seven notes from five student loan-
backed transactions issued by Education Loans Incorporated.  The
ratings of the downgraded notes remain under review for further
possible downgrade.  The underlying collateral of the 1998-1 and
2005-1 transactions consists of government guaranteed loans.  The
collateral underlying the remaining three transactions includes
both FFELP and private student loans.  Student Loan Finance
Corporation is the sponsor, administrator and servicer of the
transactions.

                        Ratings Rationale

The actions were prompted primarily by concerns related to the
transactions' governance.  The issuer directed the 2004-1 Trustee
to use trust funds to redeem subordinate notes without meeting the
required senior parity (the ratio of total assets to senior
liabilities) and total parity (the ratio of total assets to total
liabilities) thresholds after the redemption as stipulated in the
Indenture.  Due to the redemption, senior parity was reduced from
115.26% in October 2009 to 108.64% in January 2010, which was
lower than the required 110%.  Total parity after redemption was
98.70%, lower than the required level of 100%.

In addition, the issuer used trust funds to pay for legal costs
associated with a lawsuit filed against the 1998-1 and 1999
transactions.  While the governing documents provide for the
payment of some transaction expenses, the total sum paid was in
excess of the permitted amounts.

Although the 2004 C&D and 2005-1 trusts were not directly affected
by the two incidents stated above, both transactions are exposed
to the same governance risk that the other three trusts have
experienced.  Moody's has received Edlinc's plan to cure the
covenant issues related to the 2004-1 trust.  During the review
period, Moody's will review and monitor the plan's implementation.
In addition, Moody's will continue monitoring transactions'
performance.

Primary sources of uncertainty are transaction governance issues
as well as credit deterioration on the transactions resulting from
poor transaction governance.

                      Principal Methodology

In monitoring securitizations backed by student loans Moody's
evaluates operational and transaction governance risks introduced
by non-performance of various transaction parties, in addition to
assessing liquidity and credit risks.  The adherence of the
transaction parties to legal agreements governing securitization
transactions is the essential element of assuring that noteholders
receive the timely payments of interest and ultimate repayment of
their principal investments.  Moody's monitors compliance with
covenants and other legal provisions of the transaction documents.

In addition, Moody's assesses both liquidity and credit risks of
the student loan transactions.  The factors affecting liquidity
and credit performance of a transaction include defaults,
guarantor reject rates, voluntary prepayments, basis risk,
borrower benefit utilization, and the number of borrowers in non-
repayment status, such as deferment and forbearance.  As a part of
Moody's analysis, Moody's examine historical FFELP static pool
performance data.  To the extent that performance data is
available from a specific issuer, that information is used to
arrive at Moody's cash flow assumptions for that particular
issuer.  If an issuer's data are either limited or unavailable,
Moody's assumptions are based on FFELP performance data received
from other participants.

In addition, historical interest rates and spreads are analyzed to
evaluate the basis risk between the interest rate to which the
notes are indexed and the interest rate to which the FFELP loans
are indexed.  This historical data is used to derive at expected,
or most likely, outcome for each variable.  These expected
defaults, prepayments, interest rates, and other assumptions are
then stressed in accordance with the rating categories requested
by the issuer.  Factors that influence the stress levels include
the availability of relevant issuer-specific performance data, the
seasoning of the loans, collateral concentrations (school types,
loan programs), the financial strength and stability of the
servicer, and the general economic environment.

These stressed assumptions are then incorporated into a cash flow
model that takes into account the FFELP loan characteristics as
well as structural (e.g., starting parity, cash flow waterfall,
bond tranching, etc.) and pricing features of the transaction.
The cash flow model outputs are analyzed to determine whether the
transaction as structured by the issuer has sufficient credit
protection to pay off the notes by their legal final maturity
dates.  In certain circumstances where cash flow runs are not
available, Moody's rely on model results from similar
transactions.  Moody's also analyze the liquidity risk of the
transaction given that borrowers can be in non-repayment status
while in school, grace, deferment or forbearance status, and the
transaction can experience delays in default reimbursement and
other payments.  Basis risk is the primary credit risk in FFELP
student loan ABS.  Moody's Aaa stressed basis risk assumption
between LIBOR and the CP Rate is 25 basis points with certain
periods in which the spread increases to 150 basis points.  This
is based on an analysis of historical spreads between the two
indices.

                             Ratings

Issuer: Education Loans Incorporated, Student Loan Asset-Backed
Callable Notes Series 1998-1

  -- D, Downgraded to Baa3 and Placed Under Review for Possible
     Downgrade; previously on Feb. 19, 1998 Assigned Aaa

  -- H, Downgraded to Baa3 and Placed Under Review for Possible
     Downgrade; previously on Feb. 19, 1998 Assigned Aaa

  -- F-2, Downgraded to Baa3 and Placed Under Review for Possible
     Downgrade; previously on Feb. 19, 1998 Assigned Aaa

  -- K, B3 Placed Under Review for Possible Downgrade; previously
     on Dec. 24, 2008 Downgraded to B3

Issuer: Education Loans Incorporated (1999 Indenture)

  -- 1999-1 Class 1A, Downgraded to Baa3 and Placed Under Review
     for Possible Downgrade; previously on June 4, 2009 Confirmed
     at Aaa

  -- 2001-1 Class 1A, Downgraded to Baa3 and Placed Under Review
     for Possible Downgrade; previously on June 4, 2009 Confirmed
     at Aaa

  -- 2001-1 Class 1B, Downgraded to Baa3 and Placed Under Review
     for Possible Downgrade; previously on June 4, 2009 Confirmed
     at Aaa

  -- 2002-1 Class 1A, Downgraded to Baa3 and Placed Under Review
     for Possible Downgrade; previously on June 4, 2009 Confirmed
     at Aaa

  -- 2002-1 Class 1B, Downgraded to Baa3 and Placed Under Review
     for Possible Downgrade; previously on June 4, 2009 Confirmed
     at Aaa

  -- Senior Ser. 2003-1B, Downgraded to Baa3 and Placed Under
     Review for Possible Downgrade

  -- Senior Ser. 2003-1C, Downgraded to Baa3 and Placed Under
     Review for Possible Downgrade

  -- 1999-1 Class 1C, Ca Placed Under Review for Possible
     Downgrade; previously on June 4, 2009 Downgraded to Ca

  -- 2001-1 Class 1C, Ca Placed Under Review for Possible
     Downgrade; previously on June 4, 2009 Downgraded to Ca

  -- 2002-1 Class 1C, Ca Placed Under Review for Possible
     Downgrade; previously on June 4, 2009 Downgraded to Ca

  -- Sub.  Ser. 2003-1D, Ca Placed Under Review for Possible
     Downgrade; previously on June 4, 2009 Downgraded to Ca

Issuer: Education Loans Incorporated (2004 Indenture)

  -- 2004-A1, Downgraded to Baa3 and Placed Under Review for
     Possible Downgrade; previously on April 8, 2004 Assigned Aaa

  -- 2004-A3, Downgraded to Baa3 and Placed Under Review for
     Possible Downgrade; previously on April 8, 2004 Assigned Aaa

  -- 2004-A4, Downgraded to Baa3 and Placed Under Review for
     Possible Downgrade; previously on April 8, 2004 Assigned Aaa

  -- 2004-B1, Caa1 Placed Under Review for Possible Downgrade;
     previously on Dec. 5, 2008 Downgraded to Caa1

Issuer: Education Loans Incorporated (2004 C and D Indenture)

  -- 2004-C1, Downgraded to Baa3 and Placed Under Review for
     Possible Downgrade; previously on Aug. 6, 2004 Assigned Aaa

  -- 2004-C2, Downgraded to Baa3 and Placed Under Review for
     Possible Downgrade; previously on Aug. 6, 2004 Assigned Aaa

  -- 2004-C5, Downgraded to Baa3 and Placed Under Review for
     Possible Downgrade; previously on Aug. 6, 2004 Assigned Aaa

  -- 2004-D, Caa1 Placed Under Review for Possible Downgrade;
     previously on Dec. 5, 2008 Downgraded to Caa1

Issuer: Education Loan Incorporated (FFELP Loans - 2005 Indenture)

  -- 2005-1A3, Downgraded to Baa3 and Placed Under Review for
     Possible Downgrade; previously on June 23, 2005 Definitive
     Rating Assigned Aaa

  -- 2005-1B, Downgraded to B2 and Placed Under Review for
     Possible Downgrade; previously on July 2, 2009 Downgraded to
     Baa3


EMERSON PLACE: Moody's Upgrades Ratings on Class E to 'Caa3'
------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
rating of these notes issued by Emerson Place CLO, Ltd.:

  -- US$11,000,000 Class E Deferrable Junior Floating Rate Notes
     Due 2019, Upgraded to Caa3; previously on November 23, 2010
     Ca Placed Under Review for Possible Upgrade.

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

  -- US$13,000,000 Class D Deferrable Mezzanine Floating Rate
     Notes Due 2019, Confirmed at Caa2; previously on November 23,
     2010 Caa2 Placed Under Review for Possible Upgrade.

                        Ratings Rationale

According to Moody's, the rating actions taken on the notes result
primarily from improvement in the credit quality of the underlying
portfolio and an increase in the overcollateralization ratios of
the notes since the last rating action in June 2009.  In Moody's
view, these positive developments coincide with reinvestment of
principal proceeds (including higher than previously anticipated
recoveries realized on defaulted securities) into substitute
assets with higher par amounts and/or higher ratings.

Improvement in the credit quality is observed through an
improvement in the average credit rating (as measured by the
weighted average rating factor) and a decrease in the proportion
of securities from issuers rated Caa1 and below.  In particular,
as of the latest trustee report dated November 5, 2010, the
weighted average rating factor is currently 2667 compared to 2944
in the May 2009 report, and securities rated Caa1 or lower make up
approximately 2.78% of the underlying portfolio versus 6.30% in
September 2009.  Additionally, defaulted securities total about
$3.3 million of the underlying portfolio compared to $17.2 million
in September 2009.

The overcollateralization ratios of the rated notes have also
improved since the last rating action.  The Senior (Class A/B),
Mezzanine (Class C/D) and Interest Reinvestment (Class E)
overcollateralization ratios are reported at 117.63%, 106.72%, and
103.10%, respectively, versus May 2009 levels of 116.15%, 105.38%,
and 101.80%, respectively, and all related overcollateralization
tests are currently in compliance.

Moody's notes that upon further analysis, the rating on the Class
D Notes which was placed on watch for possible upgrade does not
warrant an upgrade at this time.

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 balance,
including principal proceeds, of $332 million, defaulted par of
$4.4 million, weighted average default probability of 28.07%
(implying a WARF of 3628), a weighted average recovery rate upon
default of 42.43%, 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.

Emerson Place CLO, Ltd., issued in December 2006, 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, 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, whereby a positive difference corresponds to lower
expected losses), assuming that all other factors are held equal:

Moody's Adjusted WARF -- 20% (2902)

  -- Class A: +2
  -- Class B: +3
  -- Class C: +2
  -- Class D: +3
  -- Class E: +2

Moody's Adjusted WARF + 20% (4354)

  -- Class A: -2
  -- Class B: -1
  -- Class C: -2
  -- Class D: -3
  -- Class E: -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, whereby a positive difference
corresponds to lower expected losses), assuming that all other
factors are held equal:

Moody's Adjusted WARR + 2% (44.43%)

  -- Class A: 0
  -- Class B: +1
  -- Class C: 0
  -- Class D: +1
  -- Class E: 0

Moody's Adjusted WARR - 2% (40.43%)

  -- Class A: 0
  -- Class B: 0
  -- Class C: 0
  -- Class D: -1
  -- Class E: 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) 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.

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 deal's
   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) 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 worse
   of reported and covenanted values for weighted average rating
   factor, weighted average spread, weighted average coupon, and
   diversity score.  Additionally, in light of the large positive
   difference between the reported and covenant levels for the
   weighted average spread, Moody's considered the impact of
   assuming the midpoint of the Moody's calculated weighted
   average spread and the covenant in its analysis.


FIELDSTONE MORTGAGE: Moody's Downgrades Ratings on 2006-S1 Notes
----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of one
tranche issued by Fieldstone Mortgage Investment Trust 2006-S1.
The collateral backing the 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 each of the collateral pools were to
increase by 10%, model implied results indicate that the 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: Fieldstone Mortgage Investment Trust 2006-S1

  * Expected Losses (as a % of Original Balance): 85%

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

                     Regulatory Disclosures

Information sources used to prepare the credit rating are these:
parties involved in the ratings, parties not involved in the
ratings, public information, confidential and proprietary Moody's
Investors Service information, confidential and proprietary
Moody's Analytics' information.

Moody's Investors Service considers the quality of information
available on the issuer or obligation satisfactory for the
purposes of maintaining a credit rating.

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.


FIFTH THIRD: Moody's Downgrades Ratings on 2003-1 Tranche
---------------------------------------------------------
Moody's Investors Service has downgraded the ratings of a tranche
from one RMBS transaction issued by Fifth Third Home Equity Loan
Trust 2003-1.  The collateral backing this deal primarily consists
of 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.  The note issued by Fifth
Third Home Equity Loan Trust 2003-1 is 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 FGIC'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 collateral pool were to increase by 10%,
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: Fifth Third Home Equity Loan Trust 2003-1

  * Expected Losses (as a % of Original Balance): 3%

  -- Fifth Third Home Equity Loan Asset-Backed Notes, Series 2003-
     1, Downgraded to Ba1 (sf); previously on March 18, 2010 Baa3
     (sf) Placed Under Review for Possible Downgrade

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


FLATIRON CLO: S&P Raises Ratings on Various Classes of Notes
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1A, B, C, D, and E notes from Flatiron CLO 2007-1 Ltd., a
collateralized loan obligation transaction managed by New York
Life Investment Management LLC.  Simultaneously, S&P removed the
ratings on the class B, C, and D notes from CreditWatch positive,
and S&P affirmed its rating on the class A-1B notes.

The upgrades reflect the improved performance S&P has observed in
the deal since October 2009, when S&P lowered the rating on all
classes of notes following a review of the transaction under S&P's
updated criteria for rating corporate collateralized debt
obligations that S&P published in September 2009.  The affirmation
reflects the availability of the credit support at the current
rating level.

At the time of S&P's last rating action, based on the Sept. 8,
2009, trustee report, the transaction was holding approximately
$14 million in defaulted obligations and more than $33 million in
underlying obligors with a rating in the 'CCC' range.  Since that
time, a number of defaulted obligors held in the deal emerged from
the bankruptcy process, with some receiving proceeds that were
higher than their carrying value in the overcollateralization
ratio test calculations.  This, in combination with a reduction in
the 'CCC' range rated assets, benefited all O/C ratio tests in the
transaction.  The senior par coverage (O/C) test increased to
119.45% by Oct. 7, 2010, from 118.19% as of Sept. 8, 2009, while
the class D par coverage test rose to 108.35% from 107.20% in the
same period.

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 deem necessary.

                  Rating And Creditwatch Actions

                     Flatiron CLO 2007-1 Ltd.

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

                         Rating Affirmed

                     Flatiron CLO 2007-1 Ltd.

                   Class              Rating
                   -----              ------
                   A-1B notes         AA+ (sf)


G-STAR 2003-3: Moody's Takes Rating Actions on 2003-3 Notes
-----------------------------------------------------------
Moody's has affirmed one and downgraded two classes of Notes
issued by G-Star 2003-3 Ltd. due to the deterioration in the
credit quality of the underlying portfolio as evidenced by an
increase in Defaulted Securities and an increase in the current
level of undercollateralization of the deal as a result of
realized losses.  The rating action is the result of Moody's on-
going surveillance of commercial real estate collateralized debt
obligation transactions.

  -- Class A-1 Floating Rate Senior Notes Due 2038, Affirmed at A2
     (sf); previously on March 20, 2009 Downgraded to A2 (sf)

  -- Class A-2 Floating Rate Senior Notes Due 2038, Downgraded to
     B2 (sf); previously on March 20, 2009 Downgraded to Ba3 (sf)

  -- Class A-3 Floating Rate Senior Notes Due 2038, Downgraded to
     Ca (sf); previously on March 20, 2009 Downgraded to Caa3 (sf)

                        Ratings Rationale

G-Star 2003-3 Ltd. is a CRE CDO transaction backed by a portfolio
of asset backed securities (48.0% of the pool balance), commercial
mortgage backed securities (40.3%), real estate investment trust
bonds (10.6%) and CDOs (1.1%).  As of the October 15, 2010 Trustee
report, the aggregate Note balance of the transaction has
decreased to $246.9 million from $450.0 million at issuance, with
the paydown directed to the Class A-1 Notes, as a result of
failing the Class A Principal Coverage test.  Including defaulted
securities and Cash, there is only $213.5 million of collateral
remaining in the deal as of the October 15, 2010 Trustee report.

There are eleven assets with par balance of $13.1 million (33.2%
of the current pool balance) that are considered Defaulted
Securities as of the October 15, 2010 Trustee report.  All of
these assets (100.0% of the defaulted balance) are asset backed
securities, primarily subprime residential mortgage-backed
securities.  There have been realized losses of approximately
$34.4 million as of October 15, 2010.  Moody's expects significant
losses from the Defaulted Securities once they are realized.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the non-
Moody's rated collateral.  The bottom-dollar WARF is a measure of
the default probability within a collateral pool.  Moody's modeled
a bottom-dollar WARF of 1,202 compared to 1,607 at last review.
The distribution of current ratings and credit estimates is: Aaa-
Aa3 (30.6% compared to 24.6% at last review), A1-A3 (21.4%
compared to 13.1% at last review), Baa1-Baa3 (28.1% compared to
26.5% at last review), Ba1-Ba3 (7.9% compared to 13.6% at last
review), B1-B3 (2.1% compared to 0.9% at last review), and Caa1-C
(9.9% compared to 21.4% at last review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time.  Moody's modeled to a WAL of 2.7
years compared to 3.5 years at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool.  Moody's modeled a fixed WARR
of 35.8% compared to 38.6% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 2.3% compared to 16.0% at last review.
The low MAC is due to higher default probability collateral
concentrated within a small number of collateral names.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes.  However,
in many instances, a change in key parameter assumptions in
certain stress scenarios may be offset by a change in one or more
of the other key parameters.  Rated notes are particularly
sensitive to changes in recovery rate assumptions.  Holding all
other key parameters static, changing the recovery rate assumption
down from 35% to 20% or up to 50% would result in average rating
movement on the rated tranches of 0 to 3 notches downward and 0 to
3 notches upward, respectively.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term.  From time to time, Moody's may, if warranted, change
these expectations.  Performance that falls outside the given
range may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated when the related
securities ratings were issued.  Even so, a deviation from the
expected range will not necessarily result in a rating action nor
does performance within expectations preclude such actions.  The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.  Primary sources of assumption
uncertainty are the current stressed macroeconomic environment and
continuing weakness in the commercial real estate and lending
markets.  Moody's currently views the commercial real estate
market as stressed with further performance declines expected in a
majority of property sectors.  The availability of debt capital is
improving with terms returning towards market norms.  Job growth
and housing price stability will be necessary precursors to
commercial real estate recovery.  Overall, Moody's central global
scenario remains "hook-shaped" for 2010 and 2011; Moody's expects
overall a sluggish recovery in most of the world's largest
economies, returning to trend growth rate with elevated fiscal
deficits and persistent unemployment levels.

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.


GE CAPITAL: Moody's Downgrades Ratings on Ten 2007-C1 Certs.
------------------------------------------------------------
Moody's Investors Service downgraded the ratings of ten classes,
confirmed four classes and affirmed 13 classes of GE Capital
Commercial Mortgage Corporation Commercial Mortgage Pass-Through
Certificates, Series 2007-C1:

  -- Cl. A-1, Affirmed at Aaa (sf); previously on May 9, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-2, Affirmed at Aaa (sf); previously on May 9, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3, Affirmed at Aaa (sf); previously on May 9, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-C, Affirmed at Aaa (sf); previously on May 9, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-P, Affirmed at Aaa (sf); previously on May 9, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-AB, Affirmed at Aaa (sf); previously on May 9, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-4, Confirmed at Aaa (sf); previously on Oct. 7, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-1A, Confirmed at Aaa (sf); previously on Oct. 7, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-M, Confirmed at Aa3 (sf); previously on Oct. 7, 2010
     Aa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-MFL, Confirmed at Aa3 (sf); previously on Oct. 7, 2010
     Aa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-J, Downgraded to B3 (sf); previously on Oct. 7, 2010
     Ba2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-JFL, Downgraded to B3 (sf); previously on Oct. 7, 2010
     Ba2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B, Downgraded to Caa2 (sf); previously on Oct. 7, 2010 B2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. C, Downgraded to Caa3 (sf); previously on Oct. 7, 2010 B3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. D, Downgraded to Ca (sf); previously on Oct. 7, 2010 Caa2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. E, Downgraded to Ca (sf); previously on Oct. 7, 2010 Caa3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. F, Downgraded to C (sf); previously on Oct. 7, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. G, Downgraded to C (sf); previously on Oct. 7, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. H, Downgraded to C (sf); previously on Oct. 7, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. J, Downgraded to C (sf); previously on Oct. 7, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. K, Affirmed at C (sf); previously on Dec. 3, 2009
     Downgraded to C (sf)

  -- Cl. L, Affirmed at C (sf); previously on Dec. 3, 2009
     Downgraded to C (sf)

  -- Cl. M, Affirmed at C (sf); previously on Dec. 3, 2009
     Downgraded to C (sf)

  -- Cl. N, Affirmed at C (sf); previously on Dec. 3, 2009
     Downgraded to C (sf)

  -- Cl. O, Affirmed at C (sf); previously on Dec. 3, 2009
     Downgraded to C (sf)

  -- Cl. P, Affirmed at C (sf); previously on Dec. 3, 2009
     Downgraded to C (sf)

  -- Cl. Q, Affirmed at C (sf); previously on Dec. 3, 2009
     Downgraded to C (sf)

                        Ratings Rationale

The downgrades are due to higher expected losses for the pool
resulting from realized and anticipated losses from specially
serviced and troubled loans.  The confirmations and affirmations
are due to key parameters, including Moody's loan to value ratio,
Moody's stressed debt service coverage ratio and the Herfindahl
Index, remaining within acceptable ranges.  Based on Moody's
current base expected loss, the credit enhancement levels for the
confirmed and affirmed classes are sufficient to maintain their
current ratings.

On October 7, 2010, Moody's placed 14 classes on watch for
possible downgrade.  This action concludes Moody's review.

Moody's rating action reflects a cumulative base expected loss of
12.2% of the current balance.  Moody's stressed scenario loss is
24.6% of the current balance.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels.  If future performance materially declines,
the expected level of credit enhancement and the priority in the
cash flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions.  Conduit model results at the Aa2 level are driven
by property type, Moody's actual and stressed DSCR, and Moody's
property quality grade (which reflects the capitalization rate
used by Moody's to estimate Moody's value).  Conduit model results
at the B2 level are driven by a pay down analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl
score, a measure of loan level diversity, is a primary determinant
of pool level diversity and has a greater impact on senior
certificates.  Other concentrations and correlations may be
considered in Moody's analysis.  Based on the model pooled credit
enhancement levels at Aa2 and B2, the remaining conduit classes
are either interpolated between these two data points or
determined based on a multiple or ratio of either of these two
data points.  For fusion deals, the credit enhancement for loans
with investment-grade underlying ratings is melded with the
conduit model credit enhancement into an overall model result.
Fusion loan credit enhancement is based on the credit estimate of
the loan which corresponds to a range of credit enhancement
levels.  Actual fusion credit enhancement levels are selected
based on loan level diversity, pool leverage and other
concentrations and correlations within the pool.  Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit estimates in
the same transaction.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated December 3, 2009.

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 ratings.

                         Deal Performance

As of the November 10, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 7% to $3.69 billion
from $3.95 billion at securitization.  The Certificates are
collateralized by 189 mortgage loans ranging in size from less
than 1% to 7% of the pool, with the top ten loans representing 46%
of the pool.  No loans have defeased and there are no loans with
credit estimates.

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

Nine loans have been liquidated from the pool, resulting in an
aggregate realized loss of $33.9 million (17% loss severity
overall).  Thirty-five loans, representing 28% of the pool, are
currently in special servicing.  The largest specially serviced
loan is the 666 Fifth Avenue Loan ($249 million -- 6.7% of the
pool), which is secured by a 1.5 million square foot Class A
office building located in New York, New York.  This loan
represents a 21% pari-passu interest in a $1.215 billion first
mortgage loan.  The loan was transferred to special servicing in
March 2010 when the borrower requested a modification.  The loan
remains current.  The second largest specially serviced loan is
the Manhattan Apartment Portfolio Loan ($192.1 million -- 5.2% of
the pool), which is secured by a portfolio of 36 cross-
collateralized and cross-defaulted multi-family properties located
in Manhattan.  The loan was transferred to special servicing on
February 27, 2009 due to imminent default and is currently 90+
days delinquent.

The remaining specially serviced loans are represented by a mix of
property types.  The servicer has recognized appraisal reductions
totaling $179.5 million for 22 of the specially serviced loans.
Moody's has estimated an aggregate $294.8 million loss (30%
expected loss on average) for 26 of the specially serviced loans.

Moody's has assumed a high default probability for 14 poorly
performing loans representing 7% of the pool and has estimated a
$70.5 million loss (26% expected loss based on a 51% probability
default) from these troubled loans.  Moody's rating action
recognizes potential uncertainty around the timing and magnitude
of loss from these troubled loans.

Moody's was provided with full year 2009 operating results for 93%
of the pool.  Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 114% compared to 136% at Moody's
prior review.  Moody's net cash flow reflects a weighted average
haircut of 10.7% to the most recently available net operating
income.  Moody's value reflects a weighted average capitalization
rate of 9.1%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.38X and 0.90X, respectively, compared to
1.16X and 0.79X at last review.  Moody's actual DSCR is based on
Moody's net cash flow and the loan's actual debt service.  Moody's
stressed DSCR is based on Moody's NCF and a 9.25% stressed rate
applied to the loan balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 31 compared to 39 at Moody's prior review.

The top three performing loans represent 17% of the pool balance.
The largest loan is the Wolfchase Galleria Loan ($225 million -
6.1% of the pool), which is secured by the borrower's interest in
a 1.3 million square foot enclosed regional mall located in
Memphis, Tennessee.  The mall is anchored by Macy's, Dillard's,
Sears and J.C. Penney, none of which are part of the loan
collateral.  The property was 89% leased as of June 2010 versus
90% at last review.  The loan sponsor is Simon Property Group,
Inc. Moody's LTV and stressed DSCR are 137% and 0.67X,
respectively, compared to 134% and 0.67X at last review.

The second largest loan is the Skyline Portfolio Loan
($203.4 million -- 5.5% of the pool), which is secured by a
portfolio of eight cross-collateralized and cross-defaulted office
buildings located in Falls Church, Virginia.  This loan represents
a 30% pari-passu interest in a $678 million first mortgage loan.
The properties were 95% leased as of December 2009 compared to 97%
as of December 2008.  Despite the decline in occupancy,
performance has improved since last review.  The loan sponsor is
Vornado Realty Trust.  Moody's LTV and stressed DSCR are 121% and
0.78X, respectively, compared to 134% and 0.72X at last review.

The third largest loan is the JP Morgan Portfolio Loan
($196.5 million -- 5.4% of the pool), which is secured by a
732,922 square foot office building and a 1,900 space parking
garage located in Phoenix, Arizona and a 429,000 square foot
office building located in Houston, Texas.  Performance has been
stable.  The property is 100% leased to JP Morgan through
March 31, 2021.  The loan is interest-only throughout the term.
Moody's LTV and stressed DSCR are 111% and 0.85X, respectively,
compared to 161% and 0.61X at last review.


GEM LIGOS: S&P Downgrades Ratings on Six Tranches
-------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on six
tranches from GEM LIGOs III Ltd. and removed them from CreditWatch
with negative implications.  S&P also affirmed its ratings on
eight tranches from GEM VIII Ltd. and removed them from
CreditWatch with negative implications.  At the same time, S&P
also withdrew its rating on the class A-3 notes from Centurion
Global Sovereign CBO Ltd. following its complete paydown.

The downgraded tranches have a total issuance amount of
$562 million.  All three transactions are emerging market
collateralized debt obligations.

The CDO downgrades reflect a number of factors, including the
application of S&P's updated criteria and assumptions used to rate
corporate CDO transactions, as well as any deterioration in the
credit quality of the underlying assets.

The affirmations reflect current credit support levels that S&P
believes are sufficient to maintain the current ratings.

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

                          Rating Actions

                                    Rating
                                    ------
  Transaction         Class    To            From
  -----------         -----    --            ----
  Centurion Global    A-3      NR            BBB+ (sf)/Watch Pos
    Sovereign CBO I
  GEM VIII            A-1A     AAA (sf)      AAA (sf)/Watch Neg
  GEM VIII            A-1B     AAA (sf)      AAA (sf)/Watch Neg
  GEM VIII            A-2      AAA (sf)      AAA (sf)/Watch Neg
  GEM VIII            A-3      AA (sf)       AA (sf)/Watch Neg
  GEM VIII            B        A- (sf)       A- (sf)/Watch Neg
  GEM VIII            C        BBB (sf)      BBB (sf)/Watch Neg
  GEM VIII            D-1      BB (sf)       BB (sf)/Watch Neg
  GEM VIII            D-2      BB (sf)       BB (sf)/Watch Neg
  GEM LIGOs III       A-1      AA+ (sf)      AAA (sf)/Watch Neg
  GEM LIGOs III       A-2      A+ (sf)       AAA (sf)/Watch Neg
  GEM LIGOs III       A-3      A- (sf)       AA (sf)/Watch Neg
  GEM LIGOs III       B        BB+ (sf)      A- (sf)/Watch Neg
  GEM LIGOs III       C        B+ (sf)       BBB (sf)/Watch Neg
  GEM LIGOs III       D        B (sf)        BB (sf)/Watch Neg

                         NR - Not rated.


GMAC COMMERCIAL: Fitch Downgrades Ratings on 11 2006-C1 Certs.
--------------------------------------------------------------
Fitch Ratings has downgraded 11 classes of GMAC Commercial
Mortgage Securities, Inc. series 2006-C1, commercial mortgage
pass-through certificates, due to further deterioration of
performance, most of which involves increased losses on the
specially serviced loans.

The downgrades reflect an increase in Fitch expected losses across
the pool.  Fitch modeled losses of 10.17% of the remaining pool;
expected losses of the original pool are at 12.35%, including
losses already incurred to date.  Fitch has designated 32 loans
(44.2%) as Fitch Loans of Concern, which includes nine specially
serviced loans (17.5%).  Fitch expects classes F thru M may be
fully depleted from losses associated with the specially serviced
assets and class E will also be affected.

As of the November 2011 distribution date, the pool's aggregate
principal balance has been paid down by approximately 9.9% to
$1.56 billion from $1.73 billion at issuance.  Interest shortfalls
are affecting classes J through Q.

The Fitch stressed loan-to-value for the pool is 87.5%.  The top
15 loans represent 55.3% of the pool, nine of the top 15 loans
were assumed to default and incur a loss, with severities ranging
from 2% to 65%.

The largest specially serviced loan and contributor to loss (3.3%
of pool balance) is secured by a three-building office complex
comprising 486,963 square feet, located in Springdale, Ohio.  The
loan transferred to special servicing on May 7, 2010 due to
imminent monetary default.  The decline in performance is a result
of the loss of the largest tenant which occupied 63% of the space
vacating upon lease expirations in December 2009 and March 2010.
As of April 2010, the property was 36% occupied.  The special
servicer expects leasing could be difficult given the large amount
of vacant space and the current economic market conditions.  The
special servicer is in the process of reviewing the file to
determine the appropriate resolution strategy.

The second largest specially serviced loan (4.6%) was originally
secured by a portfolio of 35 single-tenanted retail properties
located in California, Nevada, Arizona, and Texas, of which 26
remain.  The collateral was previously 100% leased by Mervyn's
under 20-year leases; however, the tenant subsequently filed for
Chapter 11 bankruptcy relief, and rejected and vacated each of the
stores.  To date, seven of the stores have been fully leased, four
partially leased, 10 have been sold, and two store sales are
pending.  Sales proceeds have been used to pay debt service
through September 2010.  Based on an updated valuation provided by
the special servicer, losses are expected to the pooled classes as
the outstanding trust debt exceeds the recent appraisal value.
The loan is split into three pari passu notes, including the
fixed-rate A-2 note in this transaction, the fixed-rate A-1 note
($71.3 million) securitized in the GE 2005-C4 transaction and the
floating-rate A-3 note ($11.4 million) securitized in the COMM
2005-FL11 transaction.  Fitch also rates the COMM 2005-FL11
transaction.

The third largest loan specially serviced loan (4.3%) is secured
by two apartment complexes totaling 720 units located in Phoenix,
AZ and Memphis, TN.  The loans are both cross-collateralized and
cross-defaulted.  The loans were transferred to special servicing
in January 2010 for payment default.  The borrower indicated
increased vacancy and lower rents, particularly with respect to
the property located in Phoenix, AZ.  The special servicer is
pursuing foreclosure.  Based on an updated valuation provided by
the special servicer, losses are expected to the pooled classes as
the outstanding trust debt exceeds the recent appraisal value.

Fitch downgrades and assigns Recovery Ratings:

  -- $114.6 million class A-J to 'BBB-sf/LS4' from 'BBBsf/LS4';
     Outlook Negative;

  -- $36.1 million class B to 'Bsf/LS5' from 'BBsf/LS5'; Outlook
     Negative;

  -- $19.1 million class C to 'CCCsf/RR1' from 'BBsf/LS5';

  -- $12.7 million class D to 'CCCsf/RR1' from 'BBsf/LS5'

  -- $21.2 million class E to 'CCCsf/RR2' from 'B-sf/LS5';

  -- $17 million class F to 'CCsf/RR6' from 'B-sf/LS5';

  -- $19.1 million class G to 'CCsf/RR6' from 'B-sf/LS5';

  -- $19.1 million class H to 'CCsf/RR6' from 'CCCsf/RR6';

  -- $23.3 million class J to 'Csf/RR6' from 'CCsf/RR6';

  -- $6.4 million class K to 'Csf/RR6' from 'CCsf/RR6';

  -- $6.4 million class L to 'Csf/RR6' from 'CCsf/RR6'.

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

  -- $284.1 million class A-1A at 'AAAsf/LS2'; Outlook Stable;

  -- $97.1 million class A-2 at 'AAAsf/LS2'; Outlook Stable;

  -- $98 million class A-3 at 'AAAsf/LS2'; Outlook Stable;

  -- $576.1 million class A-4 at 'AAAsf/LS2'; Outlook Stable;

  -- $169.7 million class A-M at 'AAAsf/LS4'; Outlook to Stable
     from Negative;

  -- $6.8 million class M at 'Dsf/RR6';

  -- $5.1 million class FNB-1 at 'Bsf; Outlook Negative;

  -- $5.6 million class FNB-2 at 'Bsf'; Outlook Negative;

  -- $2.1 million class FNB-3 at 'CCCsf/RR1';

  -- $4.5 million class FNB-4 at 'CCCsf/RR1';

  -- $2.4 million class FNB-5 at 'CCCsf/RR1';

  -- $13.3 million class FNB-6 at CCCsf/RR1.

Classes N, O, P, remain at 'Dsf/RR6' due to principal losses
incurred.  Class Q is not rated by Fitch.  Classes A-1 and A-1D
have paid in full.

Fitch withdraws the ratings on the interest-only classes XP and
XC.


GMAC COMMERCIAL: Moody's Upgrades Ratings on Three 2002-C2 Certs.
-----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of three classes,
downgraded three and affirmed ten classes of GMAC Commercial
Mortgage Securities, Inc., Commercial Mortgage Pass-Through
Certificates, Series 2002-C2:

  -- Cl. A-2, Affirmed at Aaa (sf); previously on June 27, 2002
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3, Affirmed at Aaa (sf); previously on June 27, 2002
     Assigned Aaa (sf)

  -- Cl. X-1, Affirmed at Aaa (sf); previously on June 27, 2002
     Assigned Aaa (sf)

  -- Cl. B, Affirmed at Aaa (sf); previously on Feb. 1, 2006
     Upgraded to Aaa (sf)

  -- Cl. C, Affirmed at Aaa (sf); previously on Feb. 1, 2006
     Upgraded to Aaa (sf)

  -- Cl. D, Affirmed at Aaa (sf); previously on July 9, 2007
     Upgraded to Aaa (sf)

  -- Cl. E, Affirmed at Aaa (sf); previously on Aug. 28, 2007
     Upgraded to Aaa (sf)

  -- Cl. F, Upgraded to Aaa (sf); previously on Aug. 28, 2007
     Upgraded to Aa1 (sf)

  -- Cl. G, Upgraded to Aa3 (sf); previously on Aug. 28, 2007
     Upgraded to A1 (sf)

  -- Cl. H, Upgraded to A2 (sf); previously on Aug. 28, 2007
     Upgraded to A3 (sf)

  -- Cl. J, Affirmed at Baa3 (sf); previously on Feb. 1, 2006
     Upgraded to Baa3 (sf)

  -- Cl. K, Affirmed at Ba2 (sf); previously on June 27, 2002
     Definitive Rating Assigned Ba2 (sf)

  -- Cl. L, Affirmed at Ba3 (sf); previously on June 27, 2002
     Definitive Rating Assigned Ba3 (sf)

  -- Cl. M, Downgraded to B3 (sf); previously on June 27, 2002
     Definitive Rating Assigned B1 (sf)

  -- Cl. N, Downgraded to Caa1 (sf); previously on June 27, 2002
     Definitive Rating Assigned B2 (sf)

  -- Cl. O, Downgraded to Caa2 (sf); previously on June 27, 2002
     Definitive Rating Assigned B3 (sf)

                        Ratings Rationale

The upgrades are due to the significant increase in subordination
due to loan payoffs and amortization, increased defeasance and
overall stable pool performance.  The pool has paid down by 7%
since Moody's last review.  Thirty-two loans, representing 36% of
the pool, have defeased.  Defeasance at last review represented
25% of the pool.

The downgrades are due to higher expected losses for the pool
resulting from realized and anticipated losses from specially
serviced and troubled loans.

The affirmations are due to key parameters, including Moody's loan
to value ratio, Moody's stressed debt service coverage ratio and
the Herfindahl Index, remaining within acceptable ranges.  Based
on Moody's current base expected loss, the credit enhancement
levels for the affirmed classes are sufficient to maintain their
current ratings.

Moody's rating action reflects a cumulative base expected loss of
3.3% of the current balance.  At last review, Moody's cumulative
base expected loss was 1.1%.  Moody's stressed scenario loss is
5.6% of the current balance.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels.  If future performance materially declines,
the expected level of credit enhancement and the priority in the
cash flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions.  Conduit model results at the Aa2 level are driven
by property type, Moody's actual and stressed DSCR, and Moody's
property quality grade (which reflects the capitalization rate
used by Moody's to estimate Moody's value).  Conduit model results
at the B2 level are driven by a paydown analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl
score, a measure of loan level diversity, is a primary determinant
of pool level diversity and has a greater impact on senior
certificates.  Other concentrations and correlations may be
considered in Moody's analysis.  Based on the model pooled credit
enhancement levels at Aa2 and B2, the remaining conduit classes
are either interpolated between these two data points or
determined based on a multiple or ratio of either of these two
data points.  For fusion deals, the credit enhancement for loans
with investment-grade credit estimates is melded with the conduit
model credit enhancement into an overall model result.  Fusion
loan credit enhancement is based on the underlying rating of the
loan which corresponds to a range of credit enhancement levels.
Actual fusion credit enhancement levels are selected based on loan
level diversity, pool leverage and other concentrations and
correlations within the pool.  Negative pooling, or adding credit
enhancement at the underlying rating level, is incorporated for
loans with similar credit estimates in the same transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 33 compared to 49 at Moody's prior review.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated August 28, 2007.

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.

                         Deal Performance

As of the November 15, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 21% to
$582.6 million from $737.6 million at securitization.  The
Certificates are collateralized by 97 mortgage loans ranging in
size from less than 1% to 5% of the pool, with the top ten loans
representing 27% of the pool.  Thirty-two loans, representing 36%
of the pool, have defeased and are collateralized with U.S.
Government securities.

Nineteen loans, representing 18% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council monthly reporting package.  As part of Moody's
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Four loans have been liquidated from the pool, resulting in
an aggregate realized loss of $6.9 million (51% loss severity
overall).  Four loans, representing 2% of the pool, are
currently in special servicing.  Moody's has estimated an
aggregate $3.3 million loss (39% expected loss on average)
for the specially serviced loans.

Moody's has assumed a high default probability for four poorly
performing loans representing 3% of the pool and has estimated a
$5.1 million aggregate loss (20% expected loss based on a 50%
probability default) from these troubled loans.

Moody's was provided with full year 2009 operating results for 97%
of the pool.  Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 76% compared to 79% at Moody's
prior review.  Moody's net cash flow reflects a weighted average
haircut of 12% to the most recently available net operating
income.  Moody's value reflects a weighted average capitalization
rate of 9.8%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.44X and 1.51X, respectively, compared to
1.45X and 1.40X at last review.  Moody's actual DSCR is based on
Moody's net cash flow and the loan's actual debt service.  Moody's
stressed DSCR is based on Moody's NCF and a 9.25% stressed rate
applied to the loan balance.

The top three performing loans represent 12% of the pool balance.
The largest loan is the Sovran Self-Storage Loan ($27.7 million --
8.9%), which is secured by 11 self storage properties located in
six states: Michigan (3), Florida (2), Texas (2), Ohio (2), New
York and Massachusetts.  The portfolio includes 6,583 units and
approximately 23% of the units are climate controlled.  Moody's
LTV and stressed DSCR are 79% and 1.39X, respectively, compared to
80% and 1.35X at last review.

The second largest loan is the Ames Industrial Loan ($25.1 million
- 4.3%), which is secured by a 1.0 million square foot
warehouse/distribution facility located in Carlisle, Pennsylvania.
The property is fully leased to Ames True Temper, Inc., a
manufacturer of non-powered lawn and garden tools, through
November 2015.  The loan has benefited from rent steps and
amortization.  Moody's LTV and stressed DSCR are 60% and 1.71X,
respectively, compared to 78% and 1.29X at last review.

The third largest loan is Northway Mall Loan ($18.5 million --
3.2%), which is secured by a 209,600 square foot retail center
located in Colonie, New York.  The property's financial
performance has declined since last review due to several tenants
vacating the center, including Linen N'Things and Thomasville
Furniture.  The property was 89% leased as of June 2010.  The loan
is on the watchlist due to near-term lease expirations.  Moody's
LTV and stressed DSCR are 136% and 0.75X, respectively, compared
to 80% and 1.28X at last review.


GMAC COMMERCIAL: Moody's Affirms Ratings on 11 2002-C3 Certs.
-------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 11 classes and
downgraded six classes of GMAC Commercial Mortgage Securities,
Inc., Series 2002-C3 Mortgage Pass-Through Certificates:

  -- Cl. A-1, Affirmed at Aaa (sf); previously on Dec. 19, 2002
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-2, Affirmed at Aaa (sf); previously on Dec. 19, 2002
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-1, Affirmed at Aaa (sf); previously on Dec. 19, 2002
     Definitive Rating Assigned Aaa (sf)

  -- Cl. B, Affirmed at Aaa (sf); previously on Feb. 16, 2006
     Upgraded to Aaa (sf)

  -- Cl. C, Affirmed at Aaa (sf); previously on Feb. 16, 2006
     Upgraded to Aaa (sf)

  -- Cl. D, Affirmed at Aaa (sf); previously on May 2, 2007
     Upgraded to Aaa (sf)

  -- Cl. E, Affirmed at Aa1 (sf); previously on Sept. 25, 2008
     Upgraded to Aa1 (sf)

  -- Cl. F, Affirmed at Aa3 (sf); previously on Sept. 25, 2008
     Upgraded to Aa3 (sf)

  -- Cl. G, Affirmed at A3 (sf); previously on Feb. 16, 2006
     Upgraded to A3 (sf)

  -- Cl. H, Affirmed at Baa1 (sf); previously on Feb. 16, 2006
     Upgraded to Baa1 (sf)

  -- Cl. J, Affirmed at Baa3 (sf); previously on Feb. 16, 2006
     Upgraded to Baa3 (sf)

  -- Cl. K, Downgraded to Ba3 (sf); previously on Feb. 16, 2006
     Upgraded to Ba1 (sf)

  -- Cl. L, Downgraded to B3 (sf); previously on Dec. 19, 2002
     Definitive Rating Assigned Ba3 (sf)

  -- Cl. M, Downgraded to Caa3 (sf); previously on Dec. 19, 2002
     Definitive Rating Assigned B1 (sf)

  -- Cl. N, Downgraded to Ca (sf); previously on Dec. 19, 2002
     Definitive Rating Assigned B2 (sf)

  -- Cl. O-1, Downgraded to C (sf); previously on Dec. 19, 2002
     Definitive Rating Assigned B3 (sf)

  -- Cl. O-2, Downgraded to C (sf); previously on Jan. 3, 2003
     Assigned B3 (sf)

                        Ratings Rationale

The downgrades are due to higher expected losses for the pool
resulting from realized and anticipated losses from specially
serviced and troubled loans.  The affirmations are due to key
parameters, including Moody's loan to value ratio, Moody's
stressed debt service coverage ratio and the Herfindahl Index,
remaining within acceptable ranges.  Based on Moody's current base
expected loss, the credit enhancement levels for the affirmed
classes are sufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of
3.1% of the current balance compared to 1.8% at Moody's prior
review.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels.  If future performance materially declines,
the expected level of credit enhancement and the priority in the
cash flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions.  Conduit model results at the Aa2 level are driven
by property type, Moody's actual and stressed DSCR, and Moody's
property quality grade (which reflects the capitalization rate
used by Moody's to estimate Moody's value).  Conduit model results
at the B2 level are driven by a paydown analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl
score, a measure of loan level diversity, is a primary determinant
of pool level diversity and has a greater impact on senior
certificates.  Other concentrations and correlations may be
considered in Moody's analysis.  Based on the model pooled credit
enhancement levels at Aa2 and B2, the remaining conduit classes
are either interpolated between these two data points or
determined based on a multiple or ratio of either of these two
data points.  For fusion deals, the credit enhancement for loans
with investment-grade credit estimates is melded with the conduit
model credit enhancement into an overall model result.  Fusion
loan credit enhancement is based on the credit estimate of the
loan which corresponds to a range of credit enhancement levels.
Actual fusion credit enhancement levels are selected based on loan
level diversity, pool leverage and other concentrations and
correlations within the pool.  Negative pooling, or adding credit
enhancement at the credit estimate level, is incorporated for
loans with similar credit estimates in the same transaction.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated May 2, 2007.

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.

                         Deal Performance

As of the November 10, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 23% to $596.5
million from $777.4 billion at securitization.  The Certificates
are collateralized by 98 mortgage loans ranging in size from less
than 1% to 5% of the pool, with the top ten loans representing 26%
of the pool.  Twenty-one loans, representing 29% of the pool, have
defeased and are collateralized by U.S. Government securities.

Twenty-one loans, representing 24% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council monthly reporting package.  As part of Moody's
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Three loans have been liquidated from the pool since
securitization, resulting in an aggregate $11.2 million loss (55%
loss severity on average).  Currently, six loans, representing
6.5% of the pool, are in special servicing.  The master servicer
has recognized appraisal reductions totaling $6.0 million for
three of the specially serviced loans.  Moody's has estimated an
aggregate $11.6 million loss (48% expected loss on average) for
four of the specially serviced loans.

Moody's was provided with full year 2009 and partial year 2010
operating results for 91% and 76% of the pool, respectively.
Excluding specially serviced and troubled loans, Moody's weighted
average LTV is 84%, essentially the same as at Moody's prior
review.  Moody's net cash flow reflects a weighted average haircut
of 11.3% to the most recently available net operating income.
Moody's value reflects a weighted average capitalization rate of
9.3%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.39X and 1.3X, respectively, compared to
1.42X and 1.27X at last review.  Moody's actual DSCR is based on
Moody's net cash flow and the loan's actual debt service.  Moody's
stressed DSCR is based on Moody's NCF and a 9.25% stressed rate
applied to the loan balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 42 compared to 54 at last review.

The top three performing loans represent 12% of the pool.  The
largest loan is the Clifton Commons Loan ($31.0 million -- 5.2% of
the pool), which is secured by a 173,000 square foot retail center
located in Clifton, New Jersey.  Major tenants include a 16-screen
AMC Theater (19% of the gross leasable area (GLA); lease
expiration in May 2019), The Sports Authority (25% of the GLA;
lease expiration in March 2014) and Barnes & Noble (21% of the
GLA; lease expiration in May 2014).  As of June 2010, the property
was 100% leased; the same as at last review.  Performance has
improved due to increased rental revenues.  Moody's LTV and
stressed DSCR are 78% and 1.2X, respectively, compared to 88% and
1.09X at last review.

The second largest loan is the Shops at River Park Loan
($25.0 million -- 4.2% of the pool), which is secured by a 134,000
square foot retail center located in Fresno, California.  Major
tenants include Borders Book (19% of the GLA; lease expiration in
May 2013) and Cost Plus World Market (14% of the GLA; lease
expiration in January 2012).  As of December 2009, the property
was 95% leased compared to 99% at last review.  Moody's LTV and
stressed DSCR are 78% and 1.28X, respectively, compared to 77% and
1.29X at last review.

The third largest loan is Sand Pebbles & Spanish Oaks Apartment
Loan ($15.1 million -- 2.5% of the loan), which is secured by two
adjacent multi-family properties with 448 units located in Reno,
Nevada.  As of December 2009, the combined occupancy was 89%, the
same as at last review.  Performance has declined since last
review.  Moody's LTV and stressed DSCR are 86% and 1.12X,
respectively, compared to 76% and 1.26X, at last review.


GMAC COMMERCIAL: S&P Downgrades Ratings on 11 2003-C2 Certs.
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 11
classes of commercial mortgage pass-through certificates from GMAC
Commercial Mortgage Securities Inc.'s series 2003-C2 and removed
them from CreditWatch with negative implications.  S&P lowered its
ratings on classes K, L, M, N, and O to 'D (sf)'.  At the same
time, S&P affirmed its ratings on five other classes and removed
two of them from CreditWatch with negative implications.

The downgrades reflect S&P's analysis of the interest shortfalls
that have affected the trust, and the potential for these
shortfalls to recur.  These shortfalls have significantly reduced
overall liquidity available to the trust.  The shortfalls are due
to appraisal subordinate entitlement reduction amounts and
nonrecoverable advance declarations related to the specially
serviced assets.  Projected losses on these assets could
substantially impair the subordinate portion of the capital
structure.  S&P lowered its ratings on the class K, L, M, N, and O
certificates to 'D (sf)' due to recurring interest shortfalls that
S&P expects will continue for the foreseeable future.  The
downgrades also reflect a reduction of available interest to the
trust, as well as the susceptibility of the certificates to
experience interest shortfalls in the future.

As of the Nov. 10, 2010, remittance report, the trust experienced
monthly interest shortfalls totaling $310,935.  The interest
shortfalls were primarily due to ASER amounts ($142,245) stemming
from appraisal reduction amounts on two specially serviced assets,
and interest not advanced ($82,148) due to a nonrecoverable
advance declaration associated with one specially serviced asset.
The monthly interest shortfalls caused classes K, L, M, N, and O
to experience interest shortfalls for four or more months each.
S&P expects these shortfalls to continue for the foreseeable
future, and as a result lowered these classes to 'D (sf)'.
Classes H and J have experienced shortfalls for one and two
months, respectively, and are at an increased risk of experiencing
shortfalls in the future.  If these shortfalls continue, S&P will
likely further downgrade these classes to 'D (sf)'.

S&P's analysis included a review of the credit characteristics of
all of the loans in the pool.  Using servicer-provided financial
information, Standard & Poor's calculated an adjusted debt service
coverage of 1.46x and a loan-to-value ratio of 88.3%.  S&P further
stressed the loans' cash flows under S&P's 'AAA' scenario to yield
a weighted average DSC of 1.16x and an LTV ratio of 112.2%.  The
implied defaults and loss severity under the 'AAA' scenario were
31.9% and 37.2%, respectively.  All of the adjusted DSC and LTV
calculations excluded three ($63.4 million, 7.8%) of the four
specially serviced assets, and 22 ($292.1 million, 36.0%) defeased
loans.  S&P separately estimated losses for the three specially
serviced assets, which S&P included in its 'AAA' scenario implied
default and loss figures.

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

                      Credit Considerations

As of the November 2010 remittance report, four assets
($105.5 million, 13.0%) were with the special servicer, CWCapital
Asset Management LLC.  One of these assets ($16.7 million, 2.1%)
is real estate owned by the trust, one ($2.9 million, 0.4%) is in
foreclosure, one ($43.8 million, 5.4%) is 30 days delinquent, and
one ($42.1 million, 5.2%) is current.  ARAs totaling $44.8 million
are in effect against three of the four assets.

The River Oaks West Apartments loan ($43.8 million, 5.4%),
the largest exposure in the pool, is the largest asset with
the special servicer and is secured by a 420-unit multifamily
complex in Novi, Michigan.  The loan was transferred to
CWCapital on Jan. 8, 2010, due to imminent monetary default,
and is currently 30 days delinquent.  An ARA of $28.5 million
is currently in effect against this asset.  A loan modification
has been approved with the outstanding principal balance split
between a $21.0 million senior note and a subordinate note for
the remaining balance.  Debt service on the senior note will be
interest only, while debt service on the subordinate note will be
deferred.  In addition, the modification provides for two, one-
year extension options, provided certain DSC covenants are met.
The borrower will contribute $1.7 million in additional equity in
connection with this modification.  Despite this modification, the
total loan exposure is high relative to comparable properties in
the submarket, as well as the most recent appraisal provided to
the special servicer.  Consequently, if the borrower is unable to
comply with the terms of the modification, S&P would anticipate a
significant loss upon the eventual resolution of this asset.

The Boulevard Mall loan ($42.1 million, 5.2%), the third-
largest exposure in the pool, is secured by 587,170 sq. ft.
of a 1.2 million-sq.-ft. regional mall in Las Vegas, Nevada.
The loan was transferred to CWCapital on April 23, 2009, in
connection with the bankruptcy filing of its sponsor, General
Growth Properties, on April 16, 2009.  In connection with this
reorganization, the maturity of this loan was extended to July 1,
2018.  As of Dec. 31, 2009, the property had a DSC of 1.85x, and
as of June 30, 2010, it was 83.7% occupied.  S&P anticipate that
this loan will be returned to the master servicer.

The Woodbridge Crossing Retail Center ($16.7 million, 2.1%), the
10th-largest exposure in the pool, is secured by the leased fee
interest in a 284,463-sq.-ft. anchored retail center in
Woodbridge, New Jersey.  The asset transferred to CWCapital on
March 27, 2009, and the underlying leasehold mortgage was
foreclosed on July 15, 2010.  The property is currently REO.
An ARA of $14.9 million is currently in effect, and the master
servicer, Berkadia Commercial Mortgage LLC, has made a
nonrecoverable advance declaration in connection with this
asset.  S&P expects close to a 100% loss upon the eventual
resolution of this asset.

The remaining specially serviced asset, the Los Alamos Plaza loan
($2.9 million, 0.4%), is secured by a 20,920-sq.-ft. office
building in Scottsdale, Ariz.  The loan was transferred to
CWCapital on July 8, 2010, due to monetary default, following the
departure of a tenant that occupied 31.0% of the building gross
leasable area.  Other tenants in the building are demanding rent
concessions.  An ARA of $1.4 million is currently in effect
against this asset.  As of Dec. 31, 2009, the property had a DSC
of 1.75x with 60.0% occupancy.  S&P anticipate a significant loss
upon the eventual resolution of this asset.

One loan ($2.0 million, 0.2%) was previously with the special
servicer, but has since been returned to the master servicer.
According to the transaction documents, the special servicer is
entitled to a workout fee equal to 1.0% of all future principal
and interest payments on the loan (including the balloon maturity
payment) if it continues to perform and remains with the master
servicer.

                       Transaction Summary

As of the November 2010 remittance report, the aggregate pooled
trust balance was $812.0 million, which represents 62.9% of the
aggregate pooled balance at issuance.  There are 72 assets in the
pool, down from 90 at issuance.  The master servicer provided
financial information for 100.0% of the pool, and 86.1% of the
servicer-provided information was full-year 2009 or interim 2010
data.

S&P calculated a weighted average DSC of 1.55x for the pool based
on the reported figures.  S&P's adjusted DSC and LTV were 1.46x
and 88.3%, respectively, which exclude three of the four specially
serviced assets ($63.4 million, 7.8%) for which S&P has estimated
losses separately.  Based on the servicer-reported DSC figures,
S&P calculated a weighted average DSC of 1.26x for these three
loans.  Seven loans ($59.2 million, 7.3%) are on the master
servicer's watchlist, including one of the top 10 loans.  Six
loans ($54.5 million, 6.7%) have a reported DSC of less than 1.1x,
and two of these loans ($11.6 million, 1.4%) have a reported DSC
of less than 1.0x.  Twenty-two loans ($292.1 million, 36.0%) have
been defeased.  To date, the transaction has realized principal
losses of $7.9 million in connection with two loans.

                   Summary of The Top 10 Loans

The top 10 exposures secured by real estate have an aggregate
outstanding balance of $301.3 million (37.1%).  Using servicer-
reported numbers, S&P calculated a weighted average DSC of 1.49x
for the top 10 loans.  S&P's adjusted DSC and LTV for the top 10
loans were 1.29x and 101.6%, respectively.  One of the top 10
loans appears on the master servicer's watchlist.

The Park Portfolio loan ($18.4 million, 2.3%), the ninth-largest
exposure in the pool, is secured by a four-property, 407,753-sq.-
ft. mixed-use portfolio in Washington, D.C., and its Maryland
suburbs.  The portfolio is 46.8% office, 42.8% mixed-use, and
10.4% retail.  The loan appears on the master servicer's watchlist
due to low DSC and an occupancy decrease.  As of Dec. 31, 2009,
DSC and occupancy were 1.01x and 65%, respectively.  As of June
30, 2010, these figures had declined to 0.73x and 62%,
respectively.

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

      Ratings Lowered And Removed From Creditwatch Negative

             GMAC Commercial Mortgage Securities Inc.
  Commercial mortgage pass-through certificates series 2003-C2


             Rating
             ------
Class   To             From                Credit enhancement (%)
-----   --             ----                ----------------------
D       AA (sf)        AA+ (sf)/Watch Neg               16.51
E       A+ (sf)        AA (sf)/Watch Neg                14.53
F       BB+ (sf)       BBB+(sf)/Watch Neg               11.94
G       B+ (sf)        BBB (sf)/Watch Neg               10.55
H       CCC+ (sf)      BB+ (sf)/Watch Neg                8.57
J       CCC- (sf)      B+ (sf)/Watch Neg                 5.98
K       D (sf)         B (sf)/Watch Neg                  4.99
L       D (sf)         B- (sf).Watch Neg                 4.00
M       D (sf)         CCC+ (sf)/Watch Neg               2.80
N       D (sf)         CCC(sf)/Watch Neg                 2.21
O       D (sf)         CCC- (sf)/Watch Neg               1.61

          Ratings Affirmed And Removed From Creditwatch

             GMAC Commercial Mortgage Securities Inc.
  Commercial mortgage pass-through certificates series 2003-C2

             Rating
             ------
Class   To             From                Credit enhancement (%)
-----   --             ----                ----------------------
B       AAA (sf)       AAA (sf)/Watch Neg               22.28
C       AAA (sf)       AAA (sf)/Watch Neg               20.29

                        Ratings Affirmed

             GMAC Commercial Mortgage Securities Inc.
  Commercial mortgage pass-through certificates series 2003-C2

           Class  Rating        Credit enhancement (%)
           -----  ------        ----------------------
           A-1    AAA (sf)                       27.24
           A-2    AAA (sf)                       27.24
           X-1    AAA (sf)                         N/A

                       N/A - Not Applicable


GMAC COMMERCIAL: S&P Downgrades Ratings on Five Securities
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on five
classes of commercial mortgage-backed securities from GMAC
Commercial Mortgage Securities Inc.'s series 2005-C1.  S&P placed
four of these ratings on CreditWatch with negative implications
and downgraded the class G certificate to 'D (sf)'.  Concurrently,
S&P placed its ratings on two additional classes from the same
transaction on CreditWatch with negative implications.

The downgrades and CreditWatch placements follow S&P's preliminary
analysis of the transaction.  The downgrades of the class D, E, F,
and G certificates reflect recurring interest shortfalls to these
classes that S&P expects to continue for the foreseeable future.
The CreditWatch negative placements primarily reflect these
classes' susceptibility to liquidity interruptions, as well as
credit support erosion that S&P anticipate will occur upon the
eventual resolution of the 14 assets with the special servicer.
Because class D and all classes subordinate to it have not
received full interest payments, there is less liquidity available
to absorb any future shortfall amounts on the more-senior classes.
This was a significant factor in S&P's CreditWatch placements on
the class A-J, B, and C ratings and the downgrade of class C.

As of the Nov. 10, 2010, remittance report, the transaction's
current interest shortfalls totaled $395,528 and have affected all
of the classes subordinate to and including class D.  The interest
shortfalls are primarily due to appraisal reduction amounts,
totaling $69.3 million, which are currently in effect for 12 of
the 14 specially serviced assets.  The reported appraisal
subordinate entitlement reductions for these five assets totaled
$323,377.

There are 14 ($304.2 million, 31.2%) assets with the special
servicer, Berkadia Commercial Mortgage.  The payment status
of the 14 specially serviced assets is as follows: one is real
estate owned (REO; $8.2 million, 0.8%); one is in foreclosure
($13.1 million, 1.3%); 10 are 90-plus days delinquent
($195.7 million, 20.1%); one is 30 days delinquent ($3.5 million,
0.4%); and one is in its grace period ($83.7 million, 8.6%).
Details of the three largest specially serviced assets are:

The Windsor Hospitality Portfolio loan ($83.7 million, 8.6%) is
the largest loan in the pool and is secured by four hotel
properties (three Embassy Suites, one Renaissance) in Las Vegas,
North Carolina, California, and Georgia with a total of 902 rooms.
The loan was transferred to Berkadia on Sept. 24, 2010, due to
imminent loan maturity (on Nov. 1, 2010).  The loan is currently
in its grace period.

The 3301 N. Buffalo Drive loan ($57.8 million, 5.9%) is the
third-largest loan in the pool and is secured by a 321,041-sq.-
ft. office property built in 1997 in Las Vegas.  The loan was
transferred to Berkadia on April 17, 2009, for imminent default,
and is currently 90-plus days delinquent.  A $21.4 million ARA
is in effect for this asset.  The City Center Square loan
($40.7 million, 4.2%) is the fifth-largest loan in the pool and
is secured by a 650,097-sq.-ft. office property built in 1979 in
Kansas City, Mo.  The loan was transferred to Berkadia on April 9,
2010, for imminent default, and is currently 90-plus days
delinquent.  A $7.2 million ARA is in effect for this asset.

Standard & Poor's expects to resolve the CreditWatch placements
after completing a full review of the transaction, which will
include an analysis of current and expected interest shortfalls,
as well as a review of the credit characteristics of the remaining
loans in the pool.

                          Rating Lowered

             GMAC Commercial Mortgage Securities Inc.
   Commercial mortgage pass-through certificates series 2005-C1

                 Rating
                 ------
Class    To                  From          Credit enhancement (%)
-----    --                  ----          ----------------------
G        D (sf)              CCC- (sf)                 4.59

       Ratings Lowered And Placed On Creditwatch Negative

             GMAC Commercial Mortgage Securities Inc.
  Commercial mortgage pass-through certificates series 2005-C1

                 Rating
                 ------
Class    To                  From          Credit enhancement (%)
-----    --                  ----          ----------------------
C        BBB- (sf)/Watch Neg   BBB+ (sf)                11.96
D        BB+ (sf)/Watch Neg    BBB (sf)                  9.50
E        B (sf)/Watch Neg      BB (sf)                   7.86
F        CCC- (sf)/Watch Neg   B- (sf)                   6.23

             Ratings Placed On Creditwatch Negative

             GMAC Commercial Mortgage Securities Inc.
   Commercial mortgage pass-through certificates series 2005-C1

                 Rating
                 ------
Class    To                  From          Credit enhancement (%)
-----    --                  ----          ----------------------
A-J      A+ (sf)/Watch Neg     A+ (sf)                  16.67
B        A- (sf)/Watch Neg     A- (sf)                  13.19


GMAC COMMERCIAL: S&P Downgrades Ratings on Nine Securities
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on nine
classes of commercial mortgage-backed securities from GMAC
Commercial Mortgage Securities Inc.'s series 2004-C1 and placed
them on CreditWatch with negative implications.  Concurrently,
S&P placed its ratings on four additional classes from the same
transaction on CreditWatch with negative implications.

The downgrades and CreditWatch placements follow S&P's preliminary
analysis of the transaction.  The downgrades of the class H, J, K,
L, M, N, and O certificates reflect recurring interest shortfalls
to these classes that S&P expects to continue for the foreseeable
future.  The CreditWatch placements primarily reflect these
classes' susceptibility to liquidity interruptions, as well as
credit support erosion that S&P anticipates will occur upon the
eventual resolution of the five assets with the special servicer,
CW Capital Asset Management LLC.  All classes subordinate to class
G shorted interest payments, which decreased the liquidity
available to the more senior classes if there are additional
interest shortfalls.  This was a significant factor in S&P's
CreditWatch placements o on the class B, C, D, E, F, and G ratings
and the downgrade of classes F and G.

As of the Nov. 10, 2010 remittance report, the transaction's
current interest shortfalls totaled $181,423, which have affected
all of the classes including and subordinate to class H.  The
interest shortfalls are primarily due to appraisal reduction
amounts totaling $32.0 million that are currently in effect for
five ($63.9 million; 10.9%) assets with CW Capital.  The reported
appraisal subordinate entitlement reductions for these five assets
totaled $167,472.

The payment status of the five specially serviced assets is as
follows: two are real estate owned ($7.3 million, 1.2%); two are
in foreclosure ($51.5 million, 8.8%); and one is 90-plus days
delinquent ($5.2 million 0.9%).  Details of the five specially
serviced assets are:

The Fort Washington Executive Center loan ($44.2 million, 7.5%)
is secured by three office buildings totaling 393,067-sq.-ft.
built in 1988 in Fort Washington, Pa., 13 miles north of the
Philadelphia central business district.  The loan was transferred
to CWCapital on March 5, 2010, for imminent default, and the loan
is in foreclosure.  A $19.3 million ARA is in effect for this
loan.

The Farmer Jack Center loan ($7.2 million, 1.2%) is secured by a
110,908-sq.-ft. retail property built in 1964 in Mount Clemens,
Mich.  The loan was transferred to CWCapital on Oct. 23, 2009, for
imminent default, and the loan is in foreclosure.  A $5.7 million
ARA is in effect for this loan.

The Casa De Topaz Apartments loan ($5.2 million, 1.3%) was
transferred to the special servicer due to imminent maturity
default on Jan.  8, 2010, and is currently in foreclosure.  The
140-unit multifamily property was built in 1995 in Casa Grande,
Ariz.  A $2.9 million ARA is in effect for this loan.

The Shoppes of Kissimmee ($5.0 million, 0.9%) became REO in June
2010 and comprises a 74,230-sq.-ft. retail property built in 1988
in Kissimmee, Florida.   A $3.4 million ARA is in effect for this
asset.

The Cave Creek Shopping Center ($2.3 million, 0.4%) became REO in
July 2010 and comprises a 21,595-sq.-ft. retail property built in
1978 in Phoenix.  A $641,432 ARA is in effect for this asset.
S&P expects to resolve its CreditWatch placements following a full
analysis of the transaction, which will include an analysis of
current and expected interest shortfalls, as well as a review of
the credit characteristics of the remaining loans in the pool.

       Ratings Lowered And Placed On Creditwatch Negative

             GMAC Commercial Mortgage Securities Inc.
  Commercial mortgage pass-through certificates series 2004-C1

                  Rating
                  ------
  Class    To                   From     Credit enhancement (%)
  -----    --                   ----     ----------------------
  F        BBB-/Watch Neg (sf)  BBB+ (sf)                  8.82
  G        BB/Watch Neg (sf)    BBB (sf)                   7.44
  H        BB-/Watch Neg (sf)   BBB- (sf)                  5.60
  J        CCC+/Watch Neg (sf)  BB+ (sf)                   4.83
  K        CCC/Watch Neg (sf)   BB (sf)                    4.07
  L        CCC-/Watch Neg (sf)  BB- (sf)                   3.30
  M        CCC-/Watch Neg (sf)  B+ (sf)                    2.84
  N        CCC-/Watch Neg (sf)  B (sf)                     2.38
  O        CCC-/Watch Neg (sf)  B- (sf)                    1.92

              Ratings Placed On Creditwatch Negative

             GMAC Commercial Mortgage Securities Inc.
   Commercial mortgage pass-through certificates series 2004-C1

                  Rating
                  ------
  Class    To                   From     Credit enhancement (%)
  -----    --                   ----     ----------------------
  B        AA+/Watch Neg (sf)   AA+ (sf)                  16.34
  C        AA/Watch Neg (sf)    AA (sf)                   14.96
  D        A+/Watch Neg (sf)    A+ (sf)                   12.35
  E        A/Watch Neg (sf)     A (sf)                    10.97


GRAMERCY REAL: Moody's Downgrades Ratings on Five Classes
---------------------------------------------------------
Moody's has downgraded five classes of Notes issued by Gramercy
Real Estate CDO 2007-1, Ltd., due to the deterioration in the
credit quality of the underlying portfolio as evidenced by an
increase in the weighted average rating factor, and failure of the
Par Value Coverage Tests.  The rating action is the result of
Moody's on-going surveillance of commercial real estate
collateralized debt obligation transactions.

Issuer: Gramercy Real Estate CDO 2007-1, Ltd.

  -- Cl. A-1, Downgraded to Baa3 (sf); previously on Mar 30, 2009
     Confirmed at Aaa (sf)

  -- Cl. A-2, Downgraded to Ba3 (sf); previously on Mar 30, 2009
     Confirmed at Aaa (sf)

  -- Cl. A-3, Downgraded to Caa2 (sf); previously on Mar 30, 2009
     Downgraded to A2 (sf)

  -- Cl. B-FL, Downgraded to Caa3 (sf); previously on Mar 30, 2009
     Downgraded to Ba1 (sf)

  -- Cl. B-FX, Downgraded to Caa3 (sf); previously on Mar 30, 2009
     Downgraded to Ba1 (sf)

                        Ratings Rationale

Gramercy Real Estate CDO 2007-1, Ltd., is a partially revolving
CRE CDO transaction backed by a portfolio of commercial mortgage
backed securities (74.2% of the pool balance), mezzanine loans
(12.6%), A-notes and whole loans (7.7%) and B-notes (5.5%).  As of
the November 15, 2010 Note Valuation report, the aggregate Note
balance of the transaction was $1,102.1 million from
$1,100.0 million at issuance, due to capitalized deferred interest
on the PIK-able classes.

There are three assets with a par balance of $72.5 million (6.6%
of the current pool balance) that are considered Defaulted
Securities as of the November 8, 2010 Trustee report.  While there
have been no realized losses to date, Moody's does expect
significant losses to occur once they are realized.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the non-
Moody's rated collateral.  The bottom-dollar WARF is a measure of
the default probability within a collateral pool.  For non-CUSIP
collateral, Moody's is eliminating the additional default
probability stress applied to corporate debt in CDOROM(R) v2.6 as
Moody's expects the underlying non-CUSIP collateral to experience
lower default rates and higher recovery compared to corporate debt
due to the nature of the secured real estate collateral.  Moody's
modeled a bottom-dollar WARF of 3,380 compared to 2,889 at last
review.  The distribution of current ratings and credit estimates
is: Aaa-Aa3 (0.6% compared to 6.7% at last review), A1-A3 (11.3%
compared to 61.4% at last review), Baa1-Baa3 (26.5% compared to
0.4% at last review), Ba1-Ba3 (16.3% compared to 3.7% at last
review), B1-B3 (19.4% compared to 0.0% at last review), and Caa1-C
(25.9% compared to 27.8% at last review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time.  Moody's modeled to a WAL of 5.6
years compared to 7.1 years at last review.  The WAL reflects the
current actual WAL of the collateral including extensions on the
loan collateral.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool.  Moody's modeled a fixed WARR
of 25.3% compared to 38.8% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).  For
non-CUSIP collateral, Moody's is reducing the maximum over
concentration stress applied to correlation factors due to the
diversity of tenants, property types, and geographic locations
inherent in pooled transactions.  Moody's modeled a MAC of 19.8%
compared to 8.9% at last review.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes.  However,
in many instances, a change in key parameter assumptions in
certain stress scenarios may be offset by a change in one or more
of the other key parameters.  Rated notes are particularly
sensitive to changes in recovery rate assumptions.  Holding all
other key parameters static, changing the recovery rate assumption
down from 25.3% to 5.3% or up to 45.3% would result in average
rating movement on the rated tranches of 1 to 3 notches downward
and 0 to 2 notches upward, respectively.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term.  From time to time, Moody's may, if warranted, change
these expectations.  Performance that falls outside the given
range may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated when the related
securities ratings were issued.  Even so, a deviation from the
expected range will not necessarily result in a rating action nor
does performance within expectations preclude such actions.  The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.  Primary sources of assumption
uncertainty are the current stressed macroeconomic environment and
continuing weakness in the commercial real estate and lending
markets.  Moody's currently views the commercial real estate
market as stressed with further performance declines expected in a
majority of property sectors.  The availability of debt capital is
improving with terms returning towards market norms.  Job growth
and housing price stability will be necessary precursors to
commercial real estate recovery.  Overall, Moody's central global
scenario remains "hook-shaped" for 2010 and 2011; Moody's expects
overall a sluggish recovery in most of the world's largest
economies, returning to trend growth rate with elevated fiscal
deficits and persistent unemployment levels.

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.


GREEN TREE: Moody's Confirms Ratings on Four Tranches
-----------------------------------------------------
Moody's Investors Service has confirmed the ratings of four
tranches from four RMBS transactions issued by Green Tree Home
Improvement Loans.  The collateral backing these deals primarily
consists of closed end second lien home improvement 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 most of the
deals' ratings would remain stable, with the exception of Class B-
2 from Green Tree Home Improvement Loans 1995-F, 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: Certificates for Home Improvement Loans, Series 1995-C

  * Expected Losses (as a % of Original Balance): 5.65%

  -- B-2, Confirmed at Caa1 (sf); previously on March 18, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

Issuer: Certificates for Home Improvement Loans, Series 1995-D

  * Expected Losses (as a % of Original Balance): 5.24%

  -- B-2, Confirmed at Caa1 (sf); previously on March 18, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

Issuer: Green Tree Home Improvement Loans 1995-F

  * Expected Losses (as a % of Original Balance): 5.68%

  -- B-2, Confirmed at Ba3 (sf); previously on March 18, 2010 Ba3
    (sf) Placed Under Review for Possible Downgrade

Issuer: Green Tree Home Improvement Loans 1996-A

  * Expected Losses (as a % of Original Balance): 5.7%

  -- B-2, Confirmed at Caa2 (sf); previously on March 18, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade


GREENWICH CAPITAL: Fitch Downgrades Ratings on 16 2007-GG9 Certs.
-----------------------------------------------------------------
Fitch Ratings downgrades 16 classes of Greenwich Capital
Commercial Funding Corp., series 2007-GG9, commercial mortgage
pass-through certificates, due to further deterioration of
performance primarily due to increased expected losses on the
specially serviced loans.

The downgrades reflect an increase in Fitch modeled losses across
the pool, which includes assumed losses on loans in special
servicing and on performing loans with declines in performance
indicative of a higher probability of default.  Fitch modeled
losses of 9.8% (10.5% cumulative transaction losses, which
includes losses realized to date) based on expected losses on the
specially serviced loans and loans that could not refinance at
maturity.  As of the November 2010 distribution date, the pool's
aggregate principal balance has decreased 3% to $6.38 billion from
$6.58 billion at issuance.  No loans have been defeased.  As of
November 2010, there are cumulative interest shortfalls in the
amount of $4.2 million, currently affecting classes N through S.

The largest contributor to loss is secured by a portfolio of 36
industrial properties located in Nassau and Suffolk Counties on
Long Island, NY.  The portfolio was originally underwritten to a
stabilized cash flow with the expectation that below market rents
would increase to market levels.  In actuality many of the tenants
have been severely affected by the economic downturn.  The loan is
expected to transfer to special servicing.

The next largest contributor to loss is the specially serviced
Peachtree Center (3.3%) in Atlanta, GA.  The collateral consists
of six office buildings totaling 2.4 million square feet, three
parking garages and a 134,024 sf retail center.  The loan
transferred to special servicing in February 2010 due to imminent
default.  A loan modification has closed whereby the borrower will
post an additional $15 million to the leasing cost reserve account
and the loan will have a springing A/B structure.  Upon maturity
in 2012, the loan will be bifurcated into a $140 million A-note
and a $67.6 million B-note both of which will mature in 2015.  A
recent appraisal indicates a value significantly below the loan
amount.

The next largest contributor to loss (2.2%) is secured by the
Hyatt Regency Bethesda.  The collateral is a 390 room full-service
hotel.  The loan transferred to special servicing in December 2009
due to imminent default.  The hotel has been adversely affected by
the economic downturn.  The loan is delinquent and the special
servicer is pursuing foreclosure.

Fitch stressed the value of the non-defeased loans by applying a
5% haircut to 2009 fiscal year-end net operating income (NOI) and
applying an adjusted market cap rate between 7.25% and 10% to
determine value.

Each loan also underwent a refinance test by applying an 8%
interest rate and 30-year amortization schedule based on the
stressed cash flow.  Loans that could refinance to a debt service
coverage ratio of 1.25 times or higher were considered to pay off
at maturity.  Of the non-defeased or non-specially serviced loans,
166 loans (85.6% of the overall pool) were assumed not to be able
to refinance, of which Fitch modeled losses for 109 loans (64.4%)
in instances where Fitch's derived value was less than the
outstanding balance.

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

  -- $575.3 million class A-J to 'BBsf/LS5' from 'BBBsf/LS5';
     Outlook to Stable from Negative;

  -- $32.9 million class B to 'Bsf/LS5' from 'BBB-sf/LS5'; Outlook
     Negative;

  -- $98.6 million class C to 'CCCsf/RR1' from 'BBsf/LS5';

  -- $41.1 million class D to 'CCCsf/RR1' from 'BBsf/LS5';

  -- $41.1 million class E to 'CCCsf/RR1' from 'BBsf/LS5';

  -- $57.5 million class F to 'CCCsf/RR1' from 'Bsf/LS5';

  -- $57.5 million class G to 'CCsf/RR3' from 'B-sf/LS5';

  -- $82.2 million class H to 'CCsf/RR6' from 'B-sf/LS5';

  -- $65.8 million class J to 'CCsf/RR6' from 'B-sf/LS5';

  -- $65.8 million class K to 'CCsf/RR6' from 'B-sf/LS5';

  -- $32.9 million class L to 'CCsf/RR6' from 'B-sf/LS5';

  -- $16.4 million class M to 'CCsf/RR6' from 'B-sf/LS5';

  -- $24.7 million class N to 'Csf/RR6' from 'B-sf/LS5';

  -- $16.4 million class O to 'Csf/RR6' from 'B-sf/LS5';

  -- $16.4 million class P to 'Csf/RR6' from 'B-sf/LS5';

  -- $8.2 million class Q to 'Csf/RR6' from 'B-sf/LS5'.

Additionally, Fitch has affirmed these classes and Rating Outlook
and revised LS Ratings as indicated:

  -- $1.14 billion class A-2 at 'AAAsf/LS2'; Outlook Stable;
  -- $86 million class A-3 at 'AAAsf/LS2'; Outlook Stable;
  -- $88 million class A-AB at 'AAAsf/LS2'; Outlook Stable;
  -- $2.67 billion class A-4 at 'AAAsf/LS2'; Outlook Stable;
  -- $493.5 million class A-1A at 'AAAsf/LS2'; Outlook Stable;
  -- $557.6 million class A-M at 'AAAsf/LS3'; Outlook Stable;
  -- $100 million class A-MFL at 'AAAsf/LS3'; Outlook Stable;

Class A-1 has been paid in full.  Fitch does not rate the
$33.1 million class S.  Fitch withdraws the ratings on the
interest-only class X.


GRMT MORTGAGE: Moody's Downgrades Ratings on Two Tranches
---------------------------------------------------------
Moody's Investors Service has downgraded the ratings of two
tranches and confirmed the ratings of two tranches from a RMBS
transaction issued by GRMT Mortgage Pass-Through Certificates,
Series 2001-1.  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.

Tranche Cl. A-5NAS issued by GRMT Mortgage Pass-Through
Certificates, Series 2001-1 is wrapped by Ambac Assurance
Corporation (Segregated Account - Unrated).  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.  RMBS securities wrapped by Ambac Assurance
Corporation are rated at their underlying rating without
consideration of Ambac'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 most of the
deals' ratings would remain stable, with the exception of Class M-
1, 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: GRMT Mortgage Pass-Through Certificates, Series 2001-1

  * Expected Losses (as a % of Original Balance): 8.5%

  -- Cl. A-5NAS, Downgraded to A2 (sf); previously on March 18,
     2010 Aaa (sf) Placed Under Review for Possible Downgrade

  -- Underlying Rating: Downgraded to A2 (sf); previously on
     March 18, 2010 Aaa (sf) Placed Under Review for Possible
     Downgrade

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

  -- Cl. M-1, Downgraded to A3 (sf); previously on March 18, 2010
     A2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. M-2, Confirmed at Baa2 (sf); previously on March 18, 2010
     Baa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B, Confirmed at Ba2 (sf); previously on March 18, 2010
     Ba2 (sf) Placed Under Review for Possible Downgrade


HARBORVIEW MORTGAGE: Moody's Downgrades Ratings on 40 Tranches
--------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 40
tranches from 5 transactions issued by Harborview Mortgage Loan
Trust in 2005-2007.

                        Ratings Rationale

The collateral backing the transactions consists of Option ARM
residential mortgage loans.  The actions are a result of the
rapidly deteriorating performance of Option ARM pools in
conjunction with macroeconomic conditions that remain under duress
and Moody's updated loss expectations on Option ARM pools issued
from 2005 to 2007.

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

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

Certain securities, as noted below, are insured by financial
guarantors.  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.  RMBS securities
wrapped by Ambac Assurance Corporation are rated at their
underlying rating without consideration of Ambac'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.

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: HarborView Mortgage Loan Trust 2005-13

  -- Cl. 1-A-1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-1B, Downgraded to C (sf); previously on April 16,
     2010 Downgraded to Caa3 (sf) and Placed Under Review for
     Possible Downgrade

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Caa3 (sf) Placed Under Review for Possible
     Downgrade

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

  -- Cl. X, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1A1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1A2, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1C, Downgraded to C (sf); previously on April 16, 2010
     Downgraded to Ca (sf) and Placed Under Review for Possible
     Downgrade

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

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

  -- Cl. 2-A1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: HarborView Mortgage Loan Trust 2005-9

  -- Cl. 1-A, Downgraded to Caa1 (sf); previously on Jan. 27, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Underlying Rating: Downgraded to Caa1 (sf); previously on
     March 30, 2010 Aaa (sf) Placed Under Review for Possible
     Downgrade

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

  -- Cl. 1-X, Downgraded to Caa1 (sf); previously on Jan. 27, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-PO, Downgraded to C (sf); previously on Jan. 27, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1A, Downgraded to B1 (sf); previously on Jan. 27,
     2010 Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1B, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Aaa (sf) Placed Under Review for Possible Downgrade

  -- Underlying Rating: Downgraded to Caa3 (sf); previously on
     March 30, 2010 Aaa (sf) Placed Under Review for Possible
     Downgrade

  -- Financial Guarantor: Syncora Guarantee Inc. (Downgraded to
     Ca, Outlook Developing on March 9, 2009)

  -- Cl. 2-A-1C, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-X, Downgraded to B1 (sf); previously on Jan. 27, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-PO, Downgraded to C (sf); previously on Jan. 27, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-X, Downgraded to C (sf); previously on Jan. 27, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-PO, Downgraded to C (sf); previously on Jan. 27, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. B-1, Downgraded to C (sf); previously on Jan. 27, 2010
     Aa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Aa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Aa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B-4, Downgraded to C (sf); previously on Jan. 27, 2010 A1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. B-5, Downgraded to C (sf); previously on Jan. 27, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B-6, Downgraded to C (sf); previously on Jan. 27, 2010
     Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B-7, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B-8, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B-9, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba3 (sf) Placed Under Review for Possible Downgrade

Issuer: HarborView Mortgage Loan Trust 2006-7

  -- Cl. 1A, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1C, Downgraded to C (sf); previously on April 16, 2010
     Downgraded to Ca (sf) and Placed Under Review for Possible
     Downgrade

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

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

Issuer: HarborView Mortgage Loan Trust 2006-CB1

  -- Cl. 2-A1A, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1B, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1C, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-PO, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A2, Current Rating at Ca (sf); previously on
     March 9, 2009 Downgraded to Ca (sf)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Financial Guarantor: Syncora Guarantee Inc. (Downgraded to
     Ca, Outlook Developing on Mar 9, 2009)

Issuer: HarborView Mortgage Loan Trust 2007-6

  -- Cl. 1A-1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1A-1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1A, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1B, Downgraded to C (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1C, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade


HARBORVIEW MORTGAGE: Moody's Downgrades Ratings on 197 Tranches
---------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 197
tranches from 26 transactions issued by Harborview in 2005-2007.

                        Ratings Rationale

The collateral backing the transactions consists of Option ARM
residential mortgage loans.  The actions are a result of the
rapidly deteriorating performance of Option ARM pools in
conjunction with macroeconomic conditions that remain under duress
and Moody's updated loss expectations on Option ARM pools issued
from 2005 to 2007.

The rating action also reflects a correction to the rating of
class 2-A-1B from Harborview Mortgage Loan Trust 2005-2.  In
previous rating actions, 2-A-1B was treated as a super senior
class and was given additional support from the 2-A-1C bond.
According to the Prospectus Supplement and the Pooling and Serving
Agreement for this deal, losses are allocated pro rata to 2-A-1B
and 2-A-1C.  Moody's rating has been adjusted to reflect that
losses are allocated pro rata to 2-A-1B and 2-A-1C, as described
in the PSA.

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

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

Certain securities, as noted below, are insured by financial
guarantors.  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.  RMBS securities
wrapped by Ambac Assurance Corporation are rated at their
underlying rating without consideration of Ambac'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.

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: HarborView Mortgage Loan Trust 2005-1

  -- Cl. 1-A, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1A, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Aa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-IO, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Aa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-PO-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- X-PO-1, Downgraded to C (sf); previously on Jan. 27, 2010 Ba1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. B-1, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

Issuer: HarborView Mortgage Loan Trust 2005-10

  -- Cl. 1-A1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A1B, Downgraded to C (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)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 2-A1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1C1, Downgraded to C (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)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 2-A1C2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. X, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

Issuer: HarborView Mortgage Loan Trust 2005-11

  -- Cl. 1-A-1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-1B, Downgraded to Ca (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Financial Guarantor: Syncora Guarantee Inc. (Downgraded to
     Ca, Outlook Developing on March 9, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Caa1 (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 2-A-1A, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 A1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1B, Downgraded to Ca (sf); previously on Jan. 27,
     2010 Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1C, Downgraded to Ca (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Financial Guarantor: Syncora Guarantee Inc. (Downgraded to
     Ca, Outlook Developing on March 9, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Caa1 (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. X, Downgraded to Caa2 (sf); previously on Jan. 27, 2010
     A1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

Issuer: HarborView Mortgage Loan Trust 2005-12

  -- Cl. 1-A-1A, Downgraded to Ca (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-1B, Downgraded to C (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)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 2-A1A1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1A2, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1B, Downgraded to C (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)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. X-1, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-B, Downgraded to C (sf); previously on Jan. 27, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-2A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-2B, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-1, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-2A, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-2B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

Issuer: HarborView Mortgage Loan Trust 2005-15

  -- Cl. 1-A1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A1B, Current rating at Ca (sf); previously on March 9,
     2009 Downgraded to Ca (sf)

  -- Financial Guarantor: Syncora Guarantee Inc. (Downgraded to
     Ca, Outlook Developing on March 9, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 2-A1A1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1A2, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1B, Downgraded to C (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1C, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A1A1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A1A2, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A1C, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-1, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-2, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-3A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-3B, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-B, Downgraded to C (sf); previously on Jan. 27, 2010 Ca
      (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-1, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-3A, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-3B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

Issuer: HarborView Mortgage Loan Trust 2005-16

  -- Cl. 1-A1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A1B, Downgraded to C (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)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 2-A1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1C, Downgraded to C (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)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 3-A1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A1C, Downgraded to C (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)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 4-A1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 4-A1B, Downgraded to C (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)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. X-1, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     B1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-2, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     B1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-3, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-4, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-B, Downgraded to C (sf); previously on Jan. 27, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-1, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-4, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

Issuer: HarborView Mortgage Loan Trust 2005-2

  -- Cl. 1-A, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1C, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

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

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Caa1 (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 2-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO, Downgraded to C (sf); previously on Jan. 27, 2010 B3
     (sf) Placed Under Review for Possible Downgrade

Issuer: HarborView Mortgage Loan Trust 2005-3

  -- Cl. 1-A, Downgraded to Ca (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1A, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1B, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1C, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-1, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-2, Downgraded to Caa2 (sf); previously on Jan. 27, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-1, Downgraded to C (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-2, Downgraded to C (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

Issuer: HarborView Mortgage Loan Trust 2005-5

  -- Cl. 1-A-1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1A, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1C, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-1, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-2, Downgraded to Caa2 (sf); previously on Jan. 27, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-1, Downgraded to C (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-2, Downgraded to C (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

Issuer: HarborView Mortgage Loan Trust 2005-7

  -- Cl. 1-A1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A2B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-X, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-X, Downgraded to Caa2 (sf); previously on Jan. 27, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-PO, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-PO, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

Issuer: HarborView Mortgage Loan Trust 2005-8

  -- Cl. 1-A1A, Downgraded to Ca (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A1B, Downgraded to C (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)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 1-A2A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A2B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A2C, Downgraded to C (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)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 1-X, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-PO, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1B, Downgraded to C (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)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 2-A2A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A2B, Downgraded to C (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)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 2-A2, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A3, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-XA1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-XA2, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-PO1, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-PO2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

Issuer: HarborView Mortgage Loan Trust 2006-1

  -- Cl. 1-A1A, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A1B, Current rating at Aa3 (sf); previously on Nov. 12,
     2009 Confirmed at Aa3 (sf)

  -- Financial Guarantor: Assured Guaranty Corp (Confirmed at Aa3,
     Outlook Negative on Dec 18, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 2-A1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1C, Current rating at Aa3 (sf); previously on Nov. 12,
     2009 Confirmed at Aa3 (sf)

  -- Financial Guarantor: Assured Guaranty Corp (Confirmed at Aa3,
     Outlook Negative on Dec 18, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. X-1, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-2A1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-1, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-2A1B, Downgraded to C (sf); previously on Jan. 27,
     2010 Caa3 (sf) Placed Under Review for Possible Downgrade

Issuer: HarborView Mortgage Loan Trust 2006-10

  -- Cl. 1A-1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1A-1B, Current rating at Aa3 (sf); previously on Nov. 12,
     2009 Confirmed at Aa3 (sf)

  -- Financial Guarantor: Assured Guaranty Corp (Confirmed at Aa3,
     Outlook Negative on Dec 18, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 2A-1A, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1C, Current rating at Aa3 (sf); previously on Nov. 12,
     2009 Confirmed at Aa3 (sf)

  -- Financial Guarantor: Assured Guaranty Corp (Confirmed at Aa3,
     Outlook Negative on Dec 18, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

Issuer: HarborView Mortgage Loan Trust 2006-12

  -- Cl. 1A-1A, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1A2, Downgraded to B1 (sf); previously on Jan. 27,
     2010 Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1A3, Downgraded to Ca (sf); previously on Jan. 27,
     2010 Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1B, Current rating at Aa3 (sf); previously on Nov. 12,
     2009 Confirmed at Aa3 (sf)

  -- Financial Guarantor: Assured Guaranty Corp (Confirmed at Aa3,
     Outlook Negative on Dec 18, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 2A-2A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-2B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-2C, Current rating at Aa3 (sf); previously on Nov. 12,
     2009 Confirmed at Aa3 (sf)

  -- Financial Guarantor: Assured Guaranty Corp (Confirmed at Aa3,
     Outlook Negative on Dec 18, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

Issuer: HarborView Mortgage Loan Trust 2006-4

  -- Cl. 1-A1A, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A1B, Current rating at Ca (sf); previously on March 9,
     2009 Downgraded to Ca (sf)

  -- Financial Guarantor: Syncora Guarantee Inc. (Downgraded to
     Ca, Outlook Developing on March 9, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 1-A2A, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A2B, Current rating at Ca (sf); previously on March 9,
     2009 Downgraded to Ca (sf)

  -- Financial Guarantor: Syncora Guarantee Inc. (Downgraded to
     Ca, Outlook Developing on March 9, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 2-A1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1C, Current rating at Ca (sf); previously on March 9,
     2009 Downgraded to Ca (sf)

  -- Financial Guarantor: Syncora Guarantee Inc. (Downgraded to
     Ca, Outlook Developing on March 9, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 3-A1A, Downgraded to Ca (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A1C, Current rating at Ca (sf); previously on March 9,
     2009 Downgraded to Ca (sf)

  -- Financial Guarantor: Syncora Guarantee Inc. (Downgraded to
     Ca, Outlook Developing on March 9, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. X-1, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-3A, Downgraded to Ca (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-1, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-3A, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

Issuer: HarborView Mortgage Loan Trust 2006-5

  -- Cl. 1-A1A, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A1B, Current rating at Ca (sf); previously on March 9,
     2009 Downgraded to Ca (sf)

  -- Financial Guarantor: Syncora Guarantee Inc. (Downgraded to
     Ca, Outlook Developing on March 9, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 2-A1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1C, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-1, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-2, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-1, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. PO-B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: HarborView Mortgage Loan Trust 2006-8

  -- Cl. 1A-1, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1C, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: HarborView Mortgage Loan Trust 2006-9

  -- Cl. 1A-1A, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1B1, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1B2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1C1, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1C2, Downgraded to C (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)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

Issuer: HarborView Mortgage Loan Trust 2006-BU1

  -- Cl. 1A-1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1A-1B, Current rating at Ca (sf); previously on March 9,
     2009 Downgraded to Ca (sf)

  -- Financial Guarantor: Syncora Guarantee Inc. (Downgraded to
     Ca, Outlook Developing on March 9, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 2A-1A, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1C, Current rating at Ca (sf); previously on March 9,
     2009 Downgraded to Ca (sf)

  -- Financial Guarantor: Syncora Guarantee Inc. (Downgraded to
     Ca, Outlook Developing on March 9, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

Issuer: HarborView Mortgage Loan Trust 2006-SB1

  -- Cl. A-1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: HarborView Mortgage Loan Trust 2007-1

  -- Cl. 1A-1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1A-1B, Current rating at Aa3 (sf); previously on Nov. 12,
     2009 Confirmed at Aa3 (sf)

  -- Financial Guarantor: Assured Guaranty Corp (Confirmed at Aa3,
     Outlook Negative on Dec 18, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 2A-1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1C1, Current rating at Aa3 (sf); previously on
     Nov. 12, 2009 Confirmed at Aa3 (sf)

  -- Financial Guarantor: Assured Guaranty Corp (Confirmed at Aa3,
     Outlook Negative on Dec 18, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 2A-1C2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: HarborView Mortgage Loan Trust 2007-2

  -- Cl. 1A-1A, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1C, Downgraded to C (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)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

Issuer: HarborView Mortgage Loan Trust 2007-3

  -- Cl. 1A-1A, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Ba2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1C, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: HarborView Mortgage Loan Trust 2007-4

  -- Cl. 1A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: HarborView Mortgage Loan Trust 2007-5

  -- Cl. A-1A, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-1C, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: HarborView Mortgage Loan Trust 2007-7

  -- Cl. 1A-1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1A, Downgraded to Caa1 (sf); previously on Jan. 27,
     2010 Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1B, Downgraded to Ca (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1C, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade


HOME EQUITY: Moody's Confirms Ratings on Three Tranches
-------------------------------------------------------
Moody's Investors Service has confirmed the ratings of three
tranches from one RMBS transaction issued by Home Equity Loan
Trust 1998-HI2.  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 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: Home Equity Loan Trust 1998-HI2

  * Expected Losses (as a % of Original Balance): 9%

  -- M-2, Confirmed at A2 (sf); previously on March 18, 2010 A2
     (sf) Placed Under Review for Possible Downgrade

  -- B-1, Confirmed at Baa3 (sf); previously on March 18, 2010
     Baa3 (sf) Placed Under Review for Possible Downgrade

  -- B-2, Confirmed at Ba3 (sf); previously on March 18, 2010 Ba3
     (sf) Placed Under Review for Possible Downgrade


HOME EQUITY: Moody's Downgrades Ratings on Three Tranches
---------------------------------------------------------
Moody's Investors Service has downgraded the ratings of three
tranches and confirmed the rating of one tranche from one RMBS
transaction issued by Home Equity Mortgage-Backed Pass-Through
Certificates, Series 2004-3.  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 each of the collateral pools were to
increase by 10%, model implied results indicate that the most of
the deals' ratings would remain stable, with the exception of
Class M-5, 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: Home Equity Mortgage-Backed Pass-Through Certificates,
Series 2004-3

  * Expected Losses (as a % of Original Balance): 7%

  -- Cl. M-3, Downgraded to A2 (sf); previously on March 18, 2010
     Aa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. M-4, Confirmed at Baa3 (sf); previously on March 18, 2010
     Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. M-5, Downgraded to Caa1 (sf); previously on March 18,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B-1, Downgraded to C (sf); previously on March 18, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade


HOME LOAN: Moody's Downgrades Ratings on Six Tranches
-----------------------------------------------------
Moody's Investors Service has downgraded the ratings of six
tranches from two RMBS transactions issued by Home Loan Trust.
The collateral backing these deals primarily consists of closed
end second lien high LTV 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.

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

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
tranches' ratings would be one notch lower (for example, Ba2
versus Ba1, or Ca versus Caa3), with the exception of the Class M-
2 from Home Loan Trust 2003-HI4, for which model implied results
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: Home Loan Trust 2000-HL1

  * Expected Losses (as a % of Original Balance): 6%

  -- Cl. A-I-2, Downgraded to A2 (sf); previously on March 18,
     2010 Aa1 (sf) Placed Under Review for Possible Downgrade


  -- Underlying Rating: Downgraded to A2 (sf); previously on
     March 18, 2010 Aa1 (sf) Placed Under Review for Possible
     Downgrade

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

Issuer: Home Loan Trust 2003-HI4

  * Expected Losses (as a % of Original Balance): 12%

  -- Cl. A-II, Downgraded to Aa3 (sf); previously on March 18,
     2010 Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-I-5, Downgraded to Aa3 (sf); previously on March 18,
     2010 Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to A2 (sf); previously on March 18, 2010
     Aa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to Baa2 (sf); previously on March 18,
     2010 A2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. M-3, Downgraded to Ba1 (sf); previously on March 18, 2010
     Baa2 (sf) Placed Under Review for Possible Downgrade


HSPI DIVERSIFIED: S&P Downgrades Ratings on Four Classes to 'D'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on four
classes of notes of HSPI Diversified CDO Fund I Ltd., to 'D (sf)'
due to missed payments.  At the same time S&P affirmed its ratings
on two deferrable classes.

Each downgraded class is not permitted to defer interest payments
under the terms of the transaction.  The transaction experienced
an event of default in May 2008 following failure to maintain a
specified par value ratio.  S&P has initiated multiple rating
actions on this transaction in the past, and the rating actions
follow confirmation from the trustee that the classes S and A,
which are non-PIKable classes, are not current in making their
interest.

The downgrades reflect the application of S&P's criteria for
ratings on CDO transactions that have triggered an EOD and may be
subject to acceleration or liquidation.

S&P affirmed its ratings on the class B and C notes because they
are deferrable classes according to the terms of the transaction.

                         Ratings Lowered

                 HSPI Diversified CDO Fund I Ltd.

                               Rating
                               ------
                  Class    To         From
                  -----    --         ----
                  S        D (sf)     CCC- (sf)
                  A-1      D (sf)     CC (sf)
                  A-2      D (sf)     CC (sf)
                  A-3      D (sf)     CC (sf)

                         Ratings Affirmed

                 HSPI Diversified CDO Fund I Ltd.

                        Class    Rating
                        -----    ------
                        B        CC (sf)
                        C        CC (sf)


INDYMAC IMSC: Moody's Downgrades Ratings on 97 Tranches
-------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 97
tranches, upgraded the ratings of two tranches, and confirmed the
ratings of 14 tranches from 19 RMBS transactions issued by
IndyMac.  The collateral backing these transactions primarily
consists of first-lien, adjustable-rate, negative amortization
residential mortgages.

                        Ratings Rationale

The actions are a result of the rapidly deteriorating performance
of option arm pools in conjunction with macroeconomic conditions
that remain under duress.  The actions reflect Moody's updated
loss expectations on option arm pools issued from 2005 to 2007.

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

Certain securities, as noted below, are insured by financial
guarantors.  The Cl. 1-A-3B and Cl. 2-A-2 tranches issued by
IndyMac INDX 2006-AR2, and the Cl. 1-A-3B and Cl. 2-A-3B tranches
issued by IndyMac INDX 2005-AR18, are wrapped by Ambac Assurance
Corporation (Segregated Account -- Unrated).  The Cl. A-1-2 and
Cl. A-2-3 tranches issued by IndyMac IMSC 2007-HOA1, are wrapped
by Assured Guaranty Municipal Corp. (Rated Aa3, negative outlook).
The Cl. 1-A-1B and Cl. 2-A-1C tranches issued by IndyMac INDX
2006-AR6, are wrapped by Syncora Guarantee Inc. (Rated Ca).  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.  RMBS securities wrapped by
Ambac Assurance Corporation are rated at their underlying rating
without consideration of Ambac'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.

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 IMSC Mortgage Loan Trust 2007-HOA1

  -- Cl. A-1-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-1-2, Current rating at Aa3 (sf); previously on Nov. 12,
     2009 Confirmed at Aa3 (sf)

  -- Financial Guarantor: Assured Guaranty Corp (Confirmed at Aa3,
     Outlook Negative on Dec. 18, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on Mar
     30, 2010 Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-2-1, Downgraded to Ca (sf); previously on Jan. 27, 2010
     B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-2-2, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-2-3, Current rating at Aa3 (sf); previously on Nov. 12,
     2009 Confirmed at Aa3 (sf)

  -- Financial Guarantor: Assured Guaranty Corp (Confirmed at Aa3,
     Outlook Negative on Dec. 18, 2009)

  -- Underlying Rating: Upgraded to Ca (sf); previously on Oct. 1,
     2009 Downgraded to C (sf)

  -- Cl. A-2-4, Upgraded to Ca (sf); previously on Oct. 1, 2009
     Downgraded to C (sf)

  -- Cl. AXPP, Confirmed at Ca (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: IndyMac INDX Mortgage Loan Trust 2005-AR10

  -- Cl. A-1, Downgraded to B3 (sf); previously on Jan. 27, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to Ca (sf); previously on Jan. 27, 2010
     B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-X, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

Issuer: IndyMac INDX Mortgage Loan Trust 2005-AR12

  -- Cl. 1-A-1, Downgraded to Ca (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1A, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Aa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1C, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-X-2, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-PO, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: IndyMac INDX Mortgage Loan Trust 2005-AR16IP

  -- Cl. A-1, Downgraded to B1 (sf); previously on Jan. 27, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to Ca (sf); previously on Jan. 27, 2010
     B1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-X, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

Issuer: IndyMac INDX Mortgage Loan Trust 2005-AR18

  -- Cl. 1-A-1, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Ba2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-3A, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-3B, Downgraded to C (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)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 1-X, Downgraded to C (sf); previously on Jan. 27, 2010 Ca
      (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1A, Downgraded to Caa1 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1B, Downgraded to Caa1 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-2A, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-2B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-2C, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-3A, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-3B, Downgraded to C (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)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 2-X, Downgraded to C (sf); previously on Jan. 27, 2010 Ca
      (sf) Placed Under Review for Possible Downgrade

Issuer: IndyMac INDX Mortgage Loan Trust 2005-AR4

  -- Cl. 1-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1A, Downgraded to B3 (sf); previously on Jan. 27,
     2010 Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-X-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

Issuer: IndyMac INDX Mortgage Loan Trust 2005-AR6

  -- Cl. 1-A-1, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-3, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1, Downgraded to B1 (sf); previously on Jan. 27, 2010
     Baa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-2, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-X-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: IndyMac INDX Mortgage Loan Trust 2005-AR8

  -- Cl. 1-A-1, Downgraded to Ca (sf); previously on Jan. 27, 2010
     B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1A, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-X-2, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-PO, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: IndyMac INDX Mortgage Loan Trust 2006-AR12

  -- Cl. A-1, Downgraded to Caa2 (sf); previously on Jan. 27, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to C (sf); previously on Jan. 27, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

Issuer: IndyMac INDX Mortgage Loan Trust 2006-AR14

  -- Cl. 1-A1A, Downgraded to Caa1 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-AX, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A3BU, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A2A, Confirmed at Caa2 (sf); previously on Jan. 27,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A3A, Confirmed at Ca (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A4A, Confirmed at Ca (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A1AU, Downgraded to Caa1 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A2AU, Confirmed at Caa2 (sf); previously on Jan. 27,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A3AU, Confirmed at Ca (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A4AU, Confirmed at Ca (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A, Confirmed at Ca (sf); previously on Jan. 27, 2010 Ca
      (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-AX, Confirmed at Ca (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: IndyMac INDX Mortgage Loan Trust 2006-AR2

  -- Cl. 1-A-1A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-1B, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-3A, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-3B, Downgraded to C (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)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. 2-A-1, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-2, Downgraded to C (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)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

Issuer: IndyMac INDX Mortgage Loan Trust 2006-AR6

  -- Cl. 1-A-1A, Confirmed at Caa3 (sf); previously on Jan. 27,
     2010 Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-1B, Current rating at Ca (sf); previously on March 9,
     2009 Downgraded to Ca (sf)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Financial Guarantor: Syncora Guarantee Inc. (Downgraded to
     Ca, Outlook Developing on March 9, 2009)

  -- Cl. 2-A-1A, Confirmed at Caa2 (sf); previously on Jan. 27,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1B, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1C, Current rating at Ca (sf); previously on March 9,
     2009 Downgraded to Ca (sf)

  -- Financial Guarantor: Syncora Guarantee Inc. (Downgraded to
     Ca, Outlook Developing on March 9, 2009)

  -- Underlying Rating: Downgraded to C (sf); previously on
     March 30, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

Issuer: IndyMac INDX Mortgage Loan Trust 2006-AR8

  -- Cl. A2-B, Confirmed at Caa1 (sf); previously on Jul 22, 2010
     Downgraded to Caa1 (sf) and Remained On Review for Possible
     Downgrade

  -- Cl. A3-A, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A3-B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. A4-A, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A4-B, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: IndyMac INDX Mortgage Loan Trust 2007-FLX1

  -- Cl. A-1, Upgraded to Aaa (sf); previously on Jan. 27, 2010 A1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to B1 (sf); previously on Jan. 27, 2010
     Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-4, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-5, Downgraded to C (sf); previously on Jan. 27, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

Issuer: IndyMac INDX Mortgage Loan Trust 2007-FLX2

  -- Cl. A-1-A, Downgraded to Caa1 (sf); previously on Jan. 27,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-1-B, Downgraded to B3 (sf); previously on Jan. 27, 2010
     B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-1-C, Downgraded to Caa2 (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to C (sf); previously on Jan. 27, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

Issuer: IndyMac INDX Mortgage Loan Trust 2007-FLX3

  -- Cl. A-1, Downgraded to Caa1 (sf); previously on Jan. 27, 2010
     Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-3, Downgraded to C (sf); previously on Jan. 27, 2010 Ca
      (sf) Placed Under Review for Possible Downgrade

Issuer: IndyMac INDX Mortgage Loan Trust 2007-FLX4

  -- Cl. 1-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1, Downgraded to Caa1 (sf); previously on Jan. 27,
     2010 B1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

Issuer: IndyMac INDX Mortgage Loan Trust 2007-FLX5

  -- Cl. 1-A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1, Confirmed at B1 (sf); previously on Jan. 27, 2010
     B1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-2, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: IndyMac INDX Mortgage Loan Trust 2007-FLX6

  -- Cl. 1-A-1, Confirmed at Caa2 (sf); previously on Jan. 27,
     2010  Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1, Downgraded to B3 (sf); previously on Jan. 27, 2010
     B2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-2, Downgraded to C (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-3, Downgraded to C (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade


ING INVESTMENT: S&P Raises Ratings on Various Classes of Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1a, A-1b, A-2, B, C, and D notes from ING Investment Management
CLO V Ltd., a collateralized loan obligation transaction managed
by ING Alternative Asset Management LLC.  At the same time, S&P
removed the ratings on class A-1a, A-1b, and A-2 from CreditWatch
with positive implications.  The upgrades reflect the improved
performance S&P has observed in the transaction since its last
rating action in October 2009.

According to the Oct. 21, 2010, trustee report, the transaction
held $5.2 million in defaulted assets, down from $20.4 million
noted in the Aug. 21, 2009, trustee report.  In addition, assets
from obligors rated in the 'CCC' category were 3.42% of the
collateral pool in October 2010, compared with 9.69% in August
2009.  The class A overcollateralization test improved to 120.0%
in October 2010 from 118.2% as of August 2009.

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

               ING Investment Management CLO V Ltd.

                           Rating
                           ------
           Class       To          From
           -----       --          ----
           A-1a        AAA (sf)    AA+ (sf)/Watch Pos
           A-1b        AA+ (sf)    A+ (sf)/Watch Pos
           A-2         AA- (sf)    BBB+ (sf)/Watch Pos
           B           A- (sf)     BB+ (sf)
           C           BBB- (sf)   B+ (sf)
           D           BB (sf)     B (sf)


JP MORGAN: Moody's Affirms Ratings on Seven 2002-C2 Certs.
----------------------------------------------------------
Moody's Investors Service affirmed the ratings of seven classes
and downgraded eight pooled and three non-pooled, or rake, classes
of J.P. Morgan Commercial Mortgage Securities Corp., Commercial
Mortgage Pass-Through Certificates, Series 2002-C2:

  -- Cl. A-1, Affirmed at Aaa (sf); previously on Dec. 10, 2002
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-2, Affirmed at Aaa (sf); previously on Dec. 10, 2002
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-1, Affirmed at Aaa (sf); previously on Dec. 10, 2002
     Definitive Rating Assigned Aaa (sf)

  -- Cl. B, Affirmed at Aaa (sf); previously on July 26, 2007
     Upgraded to Aaa (sf)

  -- Cl. C, Affirmed at Aaa (sf); previously on July 26, 2007
     Upgraded to Aaa (sf)

  -- Cl. D, Affirmed at Aa2 (sf); previously on March 25, 2009
     Upgraded to Aa2 (sf)

  -- Cl. E, Affirmed at A2 (sf); previously on July 26, 2007
     Upgraded to A2 (sf)

  -- Cl. F, Downgraded to Baa3 (sf); previously on Dec. 10, 2002
     Definitive Rating Assigned Baa2 (sf)

  -- Cl. G, Downgraded to Ba2 (sf); previously on Dec. 10, 2002
     Definitive Rating Assigned Baa3 (sf)

  -- Cl. H, Downgraded to Caa1 (sf); previously on Dec. 10, 2002
     Definitive Rating Assigned Ba1 (sf)

  -- Cl. J, Downgraded to Ca (sf); previously on Dec. 10, 2002
     Definitive Rating Assigned Ba2 (sf)

  -- Cl. K, Downgraded to C (sf); previously on March 25, 2009
     Downgraded to B1 (sf)

  -- Cl. L, Downgraded to C (sf); previously on March 25, 2009
     Downgraded to B3 (sf)

  -- Cl. M, Downgraded to C (sf); previously on March 25, 2009
     Downgraded to Caa1 (sf)

  -- Cl. N, Downgraded to C (sf); previously on March 25, 2009
     Downgraded to Ca (sf)

  -- Cl. SP-1, Downgraded to Caa2 (sf); previously on March 25,
     2009 Downgraded to B3 (sf)

  -- Cl. SP-2, Downgraded to Caa3 (sf); previously on March 25,
     2009 Downgraded to Caa1 (sf)

  -- Cl. SP-3, Downgraded to Ca (sf); previously on March 25, 2009
     Downgraded to Caa2 (sf)

                        Ratings Rationale

The downgrades of eight pooled classes are due to higher expected
losses for the pool resulting from realized and anticipated losses
from troubled loans.  The downgrade of three non-pooled classes,
which are supported by a junior loan associated with the Simon
Portfolio II Loan, a pool of three malls located in Florida,
Pennsylvania and Texas, is due to a decline in performance of the
properties.

The affirmations are due to key parameters, including Moody's loan
to value ratio, Moody's stressed debt service coverage ratio and
the Herfindahl Index, remaining within acceptable ranges.  Based
on Moody's current base expected loss, the credit enhancement
levels for the affirmed classes are sufficient to maintain their
current ratings.

Moody's rating action reflects a cumulative base expected loss of
3.6% of the current balance.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels.  If future performance materially declines,
the expected level of credit enhancement and the priority in the
cash flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions.  Conduit model results at the Aa2 level are driven
by property type, Moody's actual and stressed DSCR, and Moody's
property quality grade (which reflects the capitalization rate
used by Moody's to estimate Moody's value).  Conduit model results
at the B2 level are driven by a paydown analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl
score, a measure of loan level diversity, is a primary determinant
of pool level diversity and has a greater impact on senior
certificates.  Other concentrations and correlations may be
considered in Moody's analysis.  Based on the model pooled credit
enhancement levels at Aa2 and B2, the remaining conduit classes
are either interpolated between these two data points or
determined based on a multiple or ratio of either of these two
data points.  For fusion deals, the credit enhancement for loans
with investment-grade credit estimates is melded with the conduit
model credit enhancement into an overall model result.  Fusion
loan credit enhancement is based on the credit estimate of the
loan which corresponds to a range of credit enhancement levels.
Actual fusion credit enhancement levels are selected based on loan
level diversity, pool leverage and other concentrations and
correlations within the pool.  Negative pooling, or adding credit
enhancement at the credit estimate level, is incorporated for
loans with similar credit estimates in the same transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 12 compared to 19 at last review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology.  This methodology uses the
excel-based Large Loan Model v8.0 and then reconciles and weights
the results from the two models in formulating a rating
recommendation.  The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds and
sponsorship.  These aggregated proceeds are then adjusted for any
pooling benefits associated with loan level diversity, other
concentrations and correlations.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated March 25, 2009.

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.

                         Deal Performance

As of the November 11, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 20% to
$839.2 million from $1.05 billion at securitization.  The
Certificates are collateralized by 100 mortgage loans ranging in
size from less than 1% to 15% of the pool, with the top ten loans
representing 29% of the pool.  Twenty-three loans, representing
42% of the pool, have defeased and are collateralized by U.S.
Government securities.  The pool contains one loan, representing
1.6% of the pool, with an investment-grade credit estimate.

Twenty-one loans, representing 27% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council monthly reporting package.  As part of Moody's
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Four loans have been liquidated from the pool since
securitization, resulting in an aggregate $18.4 million loss (52%
loss severity on average).  Currently, there are five loans in
special servicing, representing 4.5% of the pool.  The largest
special serviced loan is the Circuit City Distribution Center Loan
($19.1 million -- 2.3% of the pool), which is secured by a
1.1 million square foot industrial building located in Marion,
Illinois.  The property had been 100% leased to Circuit City.  The
loan transferred to special servicing in April 2009 due to
imminent payment default and is currently real estate owned.
Circuit City rejected its lease premises as part of its Chapter 11
bankruptcy filing.

The remaining specially serviced loans are secured by multifamily
(3) and retail (1) properties.  The master servicer has a
recognized appraisal reductions totaling $16.1 million for the
specially serviced loans.  Moody's has estimated a $17.3 million
loss (47% expected loss on average) from the loans in special
servicing.

Moody's has also assumed a high default probability for two poorly
performing loans representing 1.7% of the pool.  Moody's has
estimated a $2.85 million loss (20% expected loss based on a 50%
default probability) from the troubled loans.

Moody's was provided with full year 2009 and partial year 2010
operating results for 93% and 87% of the pool, respectively.
Excluding specially serviced and troubled loans, Moody's weighted
average LTV is 94% compared to 97% at Moody's prior review.
Moody's net cash flow reflects a weighted average haircut of 11.8%
to the most recently available net operating income.  Moody's
value reflects a weighted average capitalization rate of 9.4%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.27X and 1.22X, respectively, compared to
1.22X and 1.13X at last review.  Moody's actual DSCR is based on
Moody's net cash flow and the loan's actual debt service.  Moody's
stressed DSCR is based on Moody's NCF and a 9.25% stressed rate
applied to the loan balance.

The loan with a credit estimate is the U-Haul Portfolio Loan
($13.3 million -- 1.6% of the pool), which is secured by five
self-storage facilities located in California, Florida and South
Dakota.  Performance has been stable and the loan has benefited
from amortization.  The loan has amortized 4% since last review.
Moody's credit estimate and stressed DSCR are A3 and 1.83X,
respectively, compared to Baa1 and 1.68X at last review.

The top three conduit loans represent 17% of the pool.  The
largest conduit loan is the Simon Portfolio II Loan
($106.1 million -- 12.9% of the pool), which is secured by the
borrower's interest in two regional malls totaling 1.9 million
square feet and a 280,000 square foot power retail center.  The
collateral securing the loan totals 1.0 million square feet.  The
portfolio includes Century III Mall (Pittsburgh, Pennsylvania; 63%
of the allocated balance), Longview Mall (Longview, Texas; 24% of
the allocated balance) and Highland Lakes Shopping Center
(Orlando, Florida; 13% of the allocated balance).  None of the
centers are dominant in their trade area.  As of December 2009,
the average in-line occupancy for the portfolio was 72% compared
to 66% at last review.  The portfolio's performance has declined
since securitization due to lower occupancy, lower rents and
increased operating expenses.  The portfolio is also encumbered by
three subordinate loans totaling $17.4 million which secure the
non-pooled Classes SP-1, SP-2 and SP-3.  Moody's LTV and stressed
DSCR for the pooled portion of the loan are 98% and 1.04X,
respectively, compared to 86% and 1.2X at last review.

The second largest conduit loan is the Coventry Green Apartments
Loan ($15.8 million -- 1.9% of the pool), which is secured by a
216-unit multifamily property located in Clarence, NY, a suburb of
Buffalo, New York.  As of May 2010, the property was 88% leased,
essentially the same as at last review.  Performance has been
stable and the loan is benefitting from amortization.  The loan
has amortized 3% since last review.  Moody's LTV and stressed DSCR
are 115% and 0.84X, respectively, compared to 133% and 0.73X at
last review.

The third largest conduit loan is the West Valley Business Park
Loan ($15.4 million -- 1.9% of the pool), which is secured by a
205,000 square foot industrial flex property located in Kent,
Washington.  As of October 2010, the property was 86% leased,
essentially the same as at last review.  The property has
significant rollover risk due to 70% of leases expiring within the
next year.  Moody's LTV and stressed DSCR are 118% and 0.89X,
respectively, compared to 110% and 0.94X at last review.


JP MORGAN: Moody's Affirms Ratings on Three 2004-LN2 Certs.
-----------------------------------------------------------
Moody's Investors Service affirmed the ratings of three classes
and downgraded 15 classes of J.P. Morgan Chase Commercial Mortgage
Securities Corp., Commercial Mortgage Pass-Through Certificates,
Series 2004-LN2:

  -- Cl. A-1, Affirmed at Aaa (sf); previously on Aug. 23, 2004
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-1, Affirmed at Aaa (sf); previously on Aug. 23, 2004
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-2, Affirmed at Aaa (sf); previously on Aug. 23, 2004
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-2, Downgraded to Aa3 (sf); previously on Nov. 4, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-1A, Downgraded to Aa3 (sf); previously on Nov. 4, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. B, Downgraded to Baa1 (sf); previously on Nov. 4, 2010
     Aa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. C, Downgraded to Baa2 (sf); previously on Nov. 4, 2010
     Aa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. D, Downgraded to Ba2 (sf); previously on Nov. 4, 2010 A2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. E, Downgraded to B2 (sf); previously on Nov. 4, 2010 A3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. F, Downgraded to Caa1 (sf); previously on Nov. 4, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. G, Downgraded to Caa3 (sf); previously on Nov. 4, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. H, Downgraded to C (sf); previously on Nov. 4, 2010 Ba2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. J, Downgraded to C (sf); previously on Nov. 4, 2010 B1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. K, Downgraded to C (sf); previously on Nov. 4, 2010 B2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. L, Downgraded to C (sf); previously on Nov. 4, 2010 B3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. M, Downgraded to C (sf); previously on Nov. 4, 2010 Caa1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. N, Downgraded to C (sf); previously on Nov. 4, 2010 Caa2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. P, Downgraded to C (sf); previously on Nov. 4, 2010 Caa3
     (sf) Placed Under Review for Possible Downgrade

                        Ratings Rationale

The downgrades are due to higher expected losses for the pool
resulting from realized and anticipated losses from specially
serviced and troubled loans and interest shortfalls.

The affirmations are due to key parameters, including Moody's loan
to value ratio, Moody's stressed debt service coverage ratio and
the Herfindahl Index, remaining within acceptable ranges.  Based
on Moody's current base expected loss, the credit enhancement
levels for the affirmed classes are sufficient to maintain their
current ratings.

On November 4, 2010, Moody's placed 15 classes on review for
possible downgrade.  This action concludes Moody's review.

Moody's rating action reflects a cumulative base expected loss of
9.2% of the current balance.  At last review, Moody's cumulative
base expected loss was 4.9%.  Moody's stressed scenario loss is
14.8% of the current balance.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels.  If future performance materially declines,
the expected level of credit enhancement and the priority in the
cash flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions.  Conduit model results at the Aa2 level are driven
by property type, Moody's actual and stressed DSCR, and Moody's
property quality grade (which reflects the capitalization rate
used by Moody's to estimate Moody's value).  Conduit model results
at the B2 level are driven by a paydown analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl
score, a measure of loan level diversity, is a primary determinant
of pool level diversity and has a greater impact on senior
certificates.  Other concentrations and correlations may be
considered in Moody's analysis.  Based on the model pooled credit
enhancement levels at Aa2 and B2, the remaining conduit classes
are either interpolated between these two data points or
determined based on a multiple or ratio of either of these two
data points.  For fusion deals, the credit enhancement for loans
with investment-grade credit estimates is melded with the conduit
model credit enhancement into an overall model result.  Fusion
loan credit enhancement is based on the underlying rating of the
loan which corresponds to a range of credit enhancement levels.
Actual fusion credit enhancement levels are selected based on loan
level diversity, pool leverage and other concentrations and
correlations within the pool.  Negative pooling, or adding credit
enhancement at the underlying rating level, is incorporated for
loans with similar credit estimates in the same transaction.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated January 8, 2009.

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.

                         Deal Performance

As of the November 15, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 19% to
$1.01 billion from $1.25 billion at securitization.  The
Certificates are collateralized by 156 mortgage loans ranging in
size from less than 1% to 7% of the pool, with the top ten loans
representing 29% of the pool.  Eight loans, representing 4% of the
pool, have defeased and are collateralized with U.S. Government
securities, compared to 10% at last review.  At last review the
World Apparel Center Loan ($69.7 million -- 6.7% of the pool) had
an investment grade credit estimate.  However, the performance of
this loan has declined and it is now analyzed as part of the
conduit pool.

Thirty-nine loans, representing 30% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council monthly reporting package.  As part of Moody's
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Eight loans have been liquidated from the pool since
securitization, resulting in a $17.5 million loss (65% loss
severity on average).  Fourteen loans, representing 13% of the
pool, are currently in special servicing.  The largest specially
serviced loan is the Countryside Apartments Loan ($22.7 million --
2.2% of the pool), which is secured by 701 unit apartment complex
located in St.  Louis, Missouri.  The subject was built in 1970.
The loan was transferred to special servicing in January 2010 for
maturity default and was granted a six month extension.  A
possible loan extension or modification is currently being
pursued.

The remaining 13 specially serviced loans are secured by a mix of
property types.  The master servicer has recognized an aggregate
$26.7 million appraisal reduction for eight of the specially
serviced loans.  Moody's has estimated an aggregate $59.7 million
loss (46% expected loss on average) for the specially serviced
loans.

Moody's has assumed a high default probability for 12 poorly
performing loans representing 4.2% of the pool and has estimated
an aggregate $10.6 million loss (25% expected loss based on a 50%
probability of default) from these troubled loans.

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

Moody's was provided with full year 2009 operating results for 87%
of the pool.  Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 91% compared to 105% at Moody's
prior review.  Moody's net cash flow reflects a weighted average
haircut of 9.4% to the most recently available net operating
income (NOI).  Moody's value reflects a weighted average
capitalization rate of 9.3%.

Moody's actual and stressed DSCRs for the performing conduit loans
are 1.49X and 1.24X, respectively, compared to 1.38X and 1.19X at
last review.  Moody's actual DSCR is based on Moody's net cash
flow and the loan's actual debt service.  Moody's stressed DSCR is
based on Moody's NCF and a 9.25% stressed rate applied to the loan
balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 49 compared to 67 at Moody's prior review.

The loan which previously had a credit estimate is the World
Apparel Center Loan ($69.7 million -- 6.7% of the pool), which
represents a 33.3% pari passu interest in a $209.2 million first
mortgage loan.  The loan is secured by a 1.1 million square foot
Class A office building located in the Times Square submarket of
New York City.  Built in 1970 and renovated in 2002, the
building's principal tenants include Jones Apparel Group (25% of
the GLA; lease expiration April 2012) and J.P. Morgan Chase & Co.
(6% of the GLA; lease expiration October 2016).  As of June 2010,
the property was 72% leased.  Moody's LTV and stressed DSCR are
73% and 1.3X, respectively, compared to 65% and 1.24X at last
review.

The top three performing conduit loans represent 11% of the pool
balance.  The largest loan is the Chesapeake Square Loan
($68.9 million -- 6.8% of the pool), which is secured by an
810,305 SF (530,158 SF of collateral), single-level, enclosed
regional mall located in Chesapeake, Virginia.  Anchor tenants
include Target (not part of the collateral), Macy's, Sears and
Dillard's.  As of June 2010, the property was 68% leased compared
to 76% at last review.  Financial performance has deteriorated
since last review due in part to increased expenses.  The loan
sponsor is Simon Property Group.  The loan is currently on the
master servicer's watchlist due to low occupancy.  Moody's LTV and
stressed DSCR are 138% and 0.78X, respectively, compared to 119%
and 0.91X at last review.

The second largest loan is the Embassy Suites - BWI Airport Loan
($21.3 million -- 2.1% of the pool), which is secured by a 251
room full service hotel located in Linthicum, Maryland.  The
trailing 12 month occupancy as of June 2010 was 70%.  The loan
sponsor is FelCor Lodging Trust Inc. Moody's LTV and stressed DSCR
are 76% and 1.59X, respectively, compared to 72% and 1.70X at last
review.

The third largest loan is the Plaza Mobile Estates Loan
($20.7 million -- 2.0% of the pool), which is secured by a 237
pad manufactured housing community located in the Santa Ana,
California.  The property was 87% leased as of June 2010, the
same as at last review.  Performance has been stable and the
loan has benefitted from 3% amortization since last review.
Moody's LTV and stressed DSCR are 62% and 1.44X, respectively,
compared to 69% and 1.09X at last review.


JP MORGAN: Moody's Downgrades Ratings on 15 2005-CIBC12 Certs.
--------------------------------------------------------------
Moody's Investors Service downgraded the ratings of 15 classes and
affirmed eight classes of J.P. Morgan Commercial Mortgage Trust,
Commercial Mortgage Pass-Through Certificates, Series 2005-CIBC12:

  -- Cl. A-SB, Affirmed at Aaa (sf); previously on July 29, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-2, Affirmed at Aaa (sf); previously on July 29, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3A1, Affirmed at Aaa (sf); previously on July 29, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3A2, Affirmed at Aaa (sf); previously on July 29, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3B, Affirmed at Aaa (sf); previously on July 29, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-4, Affirmed at Aaa (sf); previously on July 29, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-1, Affirmed at Aaa (sf); previously on July 29, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-2, Affirmed at Aaa (sf); previously on July 29, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-M, Downgraded to Aa2 (sf); previously on Nov. 4, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-J, Downgraded to Baa2 (sf); previously on Nov. 4, 2010
     Aa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B, Downgraded to Ba2 (sf); previously on Nov. 4, 2010 Aa3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. C, Downgraded to B1 (sf); previously on Nov. 4, 2010 A1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. D, Downgraded to B3 (sf); previously on Nov. 4, 2010 A3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. E, Downgraded to Caa1 (sf); previously on Nov. 4, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. F, Downgraded to Caa3 (sf); previously on Nov. 4, 2010
     Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. G, Downgraded to Ca (sf); previously on Nov. 4, 2010 Ba2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. H, Downgraded to C (sf); previously on Nov. 4, 2010 Ba3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. J, Downgraded to C (sf); previously on Nov. 4, 2010 B1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. K, Downgraded to C (sf); previously on Nov. 4, 2010 B2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. L, Downgraded to C (sf); previously on Nov. 4, 2010 Caa1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. M, Downgraded to C (sf); previously on Nov. 4, 2010 Caa2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. N, Downgraded to C (sf); previously on Nov. 4, 2010 Caa3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. P, Downgraded to C (sf); previously on Nov. 4, 2010 Caa3
     (sf) Placed Under Review for Possible Downgrade

                        Ratings Rationale

The downgrades are due to higher expected losses for the pool
resulting from realized and anticipated losses from specially
serviced and troubled loans, interest shortfalls and concerns
about loans approaching maturity in an adverse environment.
Twenty loans, representing 16% of the pool, have either matured or
mature within the next 24 months and have a Moody's stressed debt
service coverage ratio less than 1.0X.

The affirmations are due to key parameters, including Moody's loan
to value ratio, the Herfindahl Index and Moody's stressed DSCR,
remaining within acceptable ranges.  Based on Moody's current base
expected loss, the credit enhancement levels for the affirmed
classes are sufficient to maintain their current ratings.

On November 4, 2010 Moody's placed Classes AM through P on review
for possible downgrade.  This action concludes Moody's review.

Moody's rating action reflects a cumulative base expected loss of
9.0% of the current balance.  At last review, Moody's cumulative
base expected loss was 5.5%.  Moody's stressed scenario loss is
24.7% of the current balance.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels.  If future performance materially declines,
the expected level of credit enhancement and the priority in the
cash flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions.  Conduit model results at the Aa2 level are driven
by property type, Moody's actual and stressed DSCR, and Moody's
property quality grade (which reflects the capitalization rate
used by Moody's to estimate Moody's value).  Conduit model results
at the B2 level are driven by a paydown analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl
score, a measure of loan level diversity, is a primary determinant
of pool level diversity and has a greater impact on senior
certificates.  Other concentrations and correlations may be
considered in Moody's analysis.  Based on the model pooled credit
enhancement levels at Aa2 and B2, the remaining conduit classes
are either interpolated between these two data points or
determined based on a multiple or ratio of either of these two
data points.  For fusion deals, the credit enhancement for loans
with investment-grade credit estimates is melded with the conduit
model credit enhancement into an overall model result.  Fusion
loan credit enhancement is based on the underlying rating of the
loan which corresponds to a range of credit enhancement levels.
Actual fusion credit enhancement levels are selected based on loan
level diversity, pool leverage and other concentrations and
correlations within the pool.  Negative pooling, or adding credit
enhancement at the underlying rating level, is incorporated for
loans with similar credit estimates in the same transaction.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated July 16, 2009.

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

                         Deal Performance

As of the November 12, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 10% to
$1.99 billion from $2.22 billion at securitization.  The
Certificates are collateralized by 184 mortgage loans ranging in
size from less than 1% to 5% of the pool, with the top ten loans
representing 26% of the pool.  There is one loan, representing
2.3% of the pool, with an investment grade credit estimate.  Four
loans, representing 2.8% of the pool, have defeased are are
collateralized with U.S. Government securities.

Thirty-four loans, representing 13% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council monthly reporting package.  Moody's has assumed a
high default probability for 13 of the watchlisted loans as well
as two other poorly performing loans.  Moody's has estimated a
$21.7 million loss (24% expected loss based on an 58% default
probability) from these troubled loans.

Seven loans have been liquidated from the pool, resulting in an
aggregate realized loss of $21.5 million (45% loss severity
overall).  Twenty-six loans, representing 16% of the pool, are
currently in special servicing.  The largest specially serviced
loan is the 40 Rector Street Loan ($80 million -- 4.0%) which is
secured by a 440,127 square foot office building located in the
Financial District of Manhattan.  The property was 86% leased as
of September 2009 compared to 92% at securitization.  The loan was
transferred into special servicing June 2010 due to maturity
default.  The remaining specially serviced loans are secured by a
mix of office, retail, multifamily, industrial and mixed use
properties and each represent less than 2% of the pool.  Moody's
has estimated an aggregate $122.3 million loss (41% expected loss
on average) for the specially serviced loans.

Based on the most recent remittance statement, Classes F through
NR have experienced cumulative interest shortfalls totaling
$6.2 million.  The largest contributor to interest shortfalls are
appraisal reductions.  The servicer has recognized appraisal
reductions totaling $122.1 million on 21 specially serviced loans.
Moody's anticipates that the pool will continue to experience
interest shortfalls because of the high exposure to specially
serviced loans.  Interest shortfalls are caused by special
servicing fees, including workout and liquidation fees, appraisal
subordinate entitlement reductions and extraordinary trust
expenses.

Moody's was provided with full year 2009 operating results for 84%
of the pool.  Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 98% compared to 105% at last
review Moody's net cash flow reflects a weighted average haircut
of 13% to the most recently available net operating income.
Moody's value reflects a weighted average capitalization rate of
9.1%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.98X and 1.04X, respectively, compared to
1.35X and 0.97X at last review.  Moody's actual DSCR is based on
Moody's net cash flow and the loan's actual debt service.  Moody's
stressed DSCR is based on Moody's NCF and a 9.25% stressed rate
applied to the loan balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 67 compared to 65 at last review.

The loan with a credit estimate is the 4250 North Fairfax Drive
Loan ($45 million -- 2.3%), which is secured by a 304,500 square
foot office building located in Arlington, Virginia.  The loan is
interest only for its entire term.  The property was 100% leased
as of June 2010 compared to 97% at last review.  The largest
tenant, Qwest Communications, leases 53% of the net rentable area
(NRA) through June 2014.  Performance has improved since last
review.  Moody's current credit estimate and stressed DSCR are A3
and 1.70X, respectively, compared to Baa1 and 1.57X at last
review.

The top three performing conduit loans represent 11% of the pool
balance.  The largest loan is the Universal Hotel Portfolio Loan
($100 million -- 5.0%), which is a pari passu interest in a
$400.0 million first mortgage loan secured by three full service
hotel properties.  The three hotels are all located in Orlando,
Florida and total 2,400 guest rooms.  The properties are also
encumbered by a $50.0 million B note which is held in the trust.
The portfolio's performance has been negatively affected by the
economic recession which has caused a decline in business and
tourist travel.  However, the Orlando hotel market has recently
began to show improvement.  Moody's analysis incorporates an
upward adjustment reflecting Moody's view that the Orlando market
will continue to improve.  The three hotels are relatively new
luxury hotels that are located within Orlando's Universal Theme
Park.  Moody's current LTV and stressed DSCR are 102% and 1.11X,
respectively, compared to 111% and 1.57X at last review.

The second largest loan is the Promenade at Westlake Loan
($69.7 million -- 3.5%), which is secured by a 201,570 square foot
retail center located in Thousand Oaks, California.  The loan is
interest only for the first five years, converting to a 360-month
schedule thereafter.  The property was 99% leased as of August
2010 compared to 100% at last review.  Performance has improved
slightly since last review.  Moody's LTV and stressed DSCR are 98%
and 0.94X, respectively, compared to 101% and 0.91X at last
review.

The third largest loan is the LXP-ISS Loan ($42.3 million --
2.1%), which is secured by three office buildings containing
289,000 square feet and located in Atlanta, Georgia.  The
buildings are 100% leased to Internet Security System through May
2013.  Moody's LTV and stressed DSCR are 99% and 1.06X,
respectively, compared to 99% and 1.01X at last review.


JP MORGAN: Moody's Affirms Ratings on 2005-LDP2 Certs.
------------------------------------------------------
Moody's Investors Service affirmed the ratings of eight classes
and downgraded 18 classes of J.P. Morgan Chase Commercial Mortgage
Securities Corp., Commercial Mortgage Pass-Through Certificates,
Series 2005-LDP2:

  -- Cl. A-2, Affirmed at Aaa (sf); previously on July 5, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3, Affirmed at Aaa (sf); previously on July 5, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3A, Affirmed at Aaa (sf); previously on July 5, 2005
     Assigned Aaa (sf)

  -- Cl. A-4, Affirmed at Aaa (sf); previously on July 5, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-SB, Affirmed at Aaa (sf); previously on July 5, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-1A, Affirmed at Aaa (sf); previously on July 5, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-1, Affirmed at Aaa (sf); previously on July 5, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-2, Affirmed at Aaa (sf); previously on July 5, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-M, Downgraded to Aa2 (sf); previously on Nov. 4, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-MFL, Downgraded to Aa2 (sf); previously on Nov. 4, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-J, Downgraded to A3 (sf); previously on Nov. 4, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. B, Downgraded to Baa1 (sf); previously on Nov. 4, 2010
     Aa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. C, Downgraded to Baa2 (sf); previously on Nov. 4, 2010
     Aa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. D, Downgraded to Ba2 (sf); previously on Nov. 4, 2010 Aa3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. E, Downgraded to B1 (sf); previously on Nov. 4, 2010 A1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. F, Downgraded to B2 (sf); previously on Nov. 4, 2010 A2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. G, Downgraded to B3 (sf); previously on Nov. 4, 2010 A3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. H, Downgraded to Caa1 (sf); previously on Nov. 4, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. J, Downgraded to Ca (sf); previously on Nov. 4, 2010 Ba1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. K, Downgraded to C (sf); previously on Nov. 4, 2010 Ba3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. L, Downgraded to C (sf); previously on Nov. 4, 2010 B2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. M, Downgraded to C (sf); previously on Nov. 4, 2010 B3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. N, Downgraded to C (sf); previously on Nov. 4, 2010 Caa1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. O, Downgraded to C (sf); previously on Nov. 4, 2010 Caa2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. P, Downgraded to C (sf); previously on Nov. 4, 2010 Caa3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. Q, Downgraded to C (sf); previously on Nov. 4, 2010 Caa3
     (sf) Placed Under Review for Possible Downgrade

                        Ratings Rationale

The downgrades are due to higher expected losses for the pool
resulting from realized and anticipated losses from specially
serviced and troubled loans.

The affirmations are due to key parameters, including Moody's loan
to value ratio, Moody's stressed debt service coverage ratio and
the Herfindahl Index, remaining within acceptable ranges.  Based
on Moody's current base expected loss, the credit enhancement
levels for the affirmed classes are sufficient to maintain their
current ratings.

On November 4, 2010, Moody's placed 18 classes on review for
possible downgrade.  This action concludes Moody's review.

Moody's rating action reflects a cumulative base expected loss of
10.7% of the current balance.  At last review, Moody's cumulative
base expected loss was 3.3%.  Moody's stressed scenario loss is
20.9% of the current balance.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels.  If future performance materially declines,
the expected level of credit enhancement and the priority in the
cash flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions.  Conduit model results at the Aa2 level are driven
by property type, Moody's actual and stressed DSCR, and Moody's
property quality grade (which reflects the capitalization rate
used by Moody's to estimate Moody's value).  Conduit model results
at the B2 level are driven by a paydown analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl
score, a measure of loan level diversity, is a primary determinant
of pool level diversity and has a greater impact on senior
certificates.  Other concentrations and correlations may be
considered in Moody's analysis.  Based on the model pooled credit
enhancement levels at Aa2 and B2, the remaining conduit classes
are either interpolated between these two data points or
determined based on a multiple or ratio of either of these two
data points.  For fusion deals, the credit enhancement for loans
with investment-grade credit estimates is melded with the conduit
model credit enhancement into an overall model result.  Fusion
loan credit enhancement is based on the underlying rating of the
loan which corresponds to a range of credit enhancement levels.
Actual fusion credit enhancement levels are selected based on loan
level diversity, pool leverage and other concentrations and
correlations within the pool.  Negative pooling, or adding credit
enhancement at the underlying rating level, is incorporated for
loans with similar credit estimates in the same transaction.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated June 5, 2009.

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.

                         Deal Performance

As of the November 15, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 15% to
$2.54 billion from $2.98 billion at securitization.  The
Certificates are collateralized by 268 mortgage loans ranging in
size from less than 1% to 5% of the pool, with the top ten loans
representing 27% of the pool.  Nine loans, representing 2% of the
pool, have defeased and are collateralized with U.S. Government
securities, the same as at last review.

Sixty-nine loans, representing 19% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council monthly reporting package.  As part of Moody's
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Fourteen loans have been liquidated from the pool since
securitization, resulting in a $25.3 million loss (37% loss
severity on average).  Realized losses totaled $7.8 million at
last review.  Twenty-five loans, representing 12% of the pool, are
currently in special servicing.  The largest specially serviced
loan is the Cross Creek Shopping Center Loan ($45.8 million --
1.8% of the pool), which is secured by a 363,000 square foot (SF)
retail center located in Memphis, Tennessee.  The loan was
transferred to special servicing in January 2010 for imminent
default and is currently real estate owned.  The master servicer
recognized a $32.0 million appraisal reduction for this loan in
November 2010.

The remaining 24 specially serviced loans are secured by a mix of
property types.  The master servicer has recognized an aggregate
$45.9 million appraisal reduction for eight of the remaining
specially serviced loans.  Moody's has estimated an aggregate
$171.9 million loss (56% expected loss on average) for the
specially serviced loans.

Moody's has assumed a high default probability for 24 poorly
performing loans representing 5.7% of the pool and has estimated
an aggregate $28.9 million loss (20% expected loss based on a 50%
probability of default) from these troubled loans.

Based on the most recent remittance statement, Classes K through
NR have experienced cumulative interest shortfalls totaling
$3.0 million.  Moody's anticipates that the pool will continue to
experience interest shortfalls because of the high exposure to
specially serviced loans.  Interest shortfalls are caused by
special servicing fees, including workout and liquidation fees,
appraisal entitlement reductions and extraordinary trust expenses.

Moody's was provided with full year 2009 operating results for 88%
of the pool.  Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 105% compared to 103% at Moody's
prior review.  Moody's net cash flow reflects a weighted average
haircut of 10.9% to the most recently available net operating
income.  Moody's value reflects a weighted average capitalization
rate of 9.5%.

Moody's actual and stressed DSCRs for the performing conduit loans
are 1.41X and 1.04X, respectively, compared to 1.39X and 0.98X at
last review.  Moody's actual DSCR is based on Moody's net cash
flow and the loan's actual debt service.  Moody's stressed DSCR is
based on Moody's NCF and a 9.25% stressed rate applied to the loan
balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 73 compared to 88 at Moody's prior review.

The top three performing conduit loans represent 12% of the pool
balance.  The largest loan is the City Place Corporate Center Loan
($118.8 million -- 4.7% of the pool), which is secured by five
office buildings totaling 789,000 SF, a 50,000 SF mixed use
property and a 28,000 SF retail building.  All of the properties
are located in Creve Coeur, Missouri.  The portfolio's weighted
average occupancy as of June 2010 was 93% compared to 96% at last
review.  Moody's LTV and stressed DSCR are 107% and 0.95X,
respectively, compared to 104% and 0.98X at last review.

The second largest loan is the Shops at Canal Place Loan
($90.0 million -- 3.5% of the pool), which is secured by a
215,000 SF retail center located in New Orleans, Louisiana.  The
property was severely damaged by fire and looting immediately
following Hurricane Katrina and was closed until February 2006.
The property was 87% occupied as of June 2010 compared to 95% at
last review.  The property is operating below original
projections.  Moody's LTV and stressed DSCR are 143% and 0.64X,
respectively, compared to 132% and 0.70X at last review.

The third largest loan is the Hutchinson Metro Center Loan
($86.0 million -- 3.4% of the pool), which is secured by a
424,000 SF office building located in the Bronx, New York.  The
property was 99% leased as of June 2010 which is the same as at
last review.  Moody's LTV and stressed DSCR are 106% and 0.91X,
respectively, compared to 115% and 0.85X at last review.


JP MORGAN: Moody's Downgrades Ratings on 15 2006-CIBC14 Certs.
--------------------------------------------------------------
Moody's Investors Service downgraded the ratings of 15 classes and
affirmed eight classes of JP Morgan Commercial Mortgage Trust
Commercial Mortgage Pass-Through Certificates, Series 2006-CIBC14:

  -- Cl. A-2, Affirmed at Aaa (sf); previously on March 28, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3A, Affirmed at Aaa (sf); previously on March 28, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3B, Affirmed at Aaa (sf); previously on March 28, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-4, Affirmed at Aaa (sf); previously on March 28, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-SB, Affirmed at Aaa (sf); previously on March 28, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-1A, Affirmed at Aaa (sf); previously on March 28, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-1, Affirmed at Aaa (sf); previously on March 28, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-2, Affirmed at Aaa (sf); previously on March 28, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-M, Downgraded to Aa3 (sf); previously on Oct. 28, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-J, Downgraded to B1 (sf); previously on Oct. 28, 2010
     Aa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B, Downgraded to Caa1 (sf); previously on Oct. 28, 2010
     A2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. C, Downgraded to Caa2 (sf); previously on Oct. 28, 2010
     A3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. D, Downgraded to Ca (sf); previously on Oct. 28, 2010
     Baa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. E, Downgraded to C (sf); previously on Oct. 28, 2010 Baa3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. F, Downgraded to C (sf); previously on Oct. 28, 2010 Ba2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. G, Downgraded to C (sf); previously on Oct. 28, 2010 B1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. H, Downgraded to C (sf); previously on Oct. 28, 2010 B3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. J, Downgraded to C (sf); previously on Oct. 28, 2010 Caa2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. K, Downgraded to C (sf); previously on Oct. 28, 2010 Caa2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. L, Downgraded to C (sf); previously on Oct. 28, 2010 Caa3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. M, Downgraded to C (sf); previously on Oct. 28, 2010 Caa3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. N, Downgraded to C (sf); previously on Oct. 28, 2010 Caa3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. P, Downgraded to C (sf); previously on Oct. 28, 2010 Caa3
     (sf) Placed Under Review for Possible Downgrade

                        Ratings Rationale

The downgrades are due to higher expected losses for the pool
resulting from realized and anticipated losses from specially
serviced and troubled loans, interest shortfalls and concerns
about loans approaching maturity in an adverse environment.
Twenty-two loans, representing 7% of the pool, have either matured
or mature within the next 24 months and have a Moody's stressed
debt service coverage ratio less than 1.0X.

The affirmations are due to key parameters, including Moody's loan
to value ratio, the Herfindahl Index and Moody's stressed DSCR,
remaining within acceptable ranges.  Based on Moody's current base
expected loss, the credit enhancement levels for the affirmed
classes are sufficient to maintain their current ratings.

On October 28, 2010, Moody's placed Classes AM through P on review
for possible downgrade.  This action concludes Moody's review.

Moody's rating action reflects a cumulative base expected loss of
11.4% of the current balance.  At last review, Moody's cumulative
base expected loss was 4.1%.  Moody's stressed scenario loss is
17.3% of the current balance.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels.  If future performance materially declines,
the expected level of credit enhancement and the priority in the
cash flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions.  Conduit model results at the Aa2 level are driven
by property type, Moody's actual and stressed DSCR, and Moody's
property quality grade (which reflects the capitalization rate
used by Moody's to estimate Moody's value).  Conduit model results
at the B2 level are driven by a paydown analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl
score, a measure of loan level diversity, is a primary determinant
of pool level diversity and has a greater impact on senior
certificates.  Other concentrations and correlations may be
considered in Moody's analysis.  Based on the model pooled credit
enhancement levels at Aa2 and B2, the remaining conduit classes
are either interpolated between these two data points or
determined based on a multiple or ratio of either of these two
data points.  For fusion deals, the credit enhancement for loans
with investment-grade credit estimates is melded with the conduit
model credit enhancement into an overall model result.  Fusion
loan credit enhancement is based on the underlying rating of the
loan which corresponds to a range of credit enhancement levels.
Actual fusion credit enhancement levels are selected based on loan
level diversity, pool leverage and other concentrations and
correlations within the pool.  Negative pooling, or adding credit
enhancement at the underlying rating level, is incorporated for
loans with similar credit estimates in the same transaction.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated February 11, 2009.

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

                         Deal Performance

As of the November 12, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 3% to $2.65 billion
from $2.75 billion at securitization.  The Certificates are
collateralized by 197 mortgage loans ranging in size from less
than 1% to 11% of the pool, with the top ten loans representing
39% of the pool.  There are two loans, representing 15.4% of the
pool, with investment grade credit estimates.

Fifty-two loans, representing 20% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council monthly reporting package.  Moody's has assumed a
high default probability for ten of the watchlisted loans has
estimated a $16.6 million loss (21% expected loss based on an 50%
default probability) from these troubled loans.

Two loans have been liquidated from the pool, resulting in an
aggregate realized loss of $10.5 million (55% loss severity
overall).  Thirty-nine loans, representing 23% of the pool, are
currently in special servicing.  The largest specially serviced
loan is the Center Point I Loan ($117.5 million -- 4.4%) which is
secured by 16 cross collateralized and cross defaulted industrial
and warehouse properties located in two suburban markets of
Chicago, Illinois.  The loan was transferred into special
servicing August 2010 due to imminent maturity default.  The loan
matured in October 2010.

The second largest specially serviced loan is the Avion Business
Park Portfolio Loan ($95 million -- 3.6%) which is secured by
seven office complexes located in Chantilly, Virginia, 24 miles
west of Washington, D.C.  The loan was transferred into special
servicing October 2010 due to delinquency and is 30 days
delinquent.  The portfolio's performance has deteriorated due to
occupancy declines.  The remaining specially serviced loans are
secured by a mix of office, retail, multifamily and industrial
properties and each represent less than 2% of the pool.  Moody's
has estimated an aggregate $243.5 million loss (40% expected loss
on average) for the specially serviced loans.

Based on the most recent remittance statement, Classes B through
NR have experienced cumulative interest shortfalls totaling $10.7
million.  The largest contributor to interest shortfalls are
appraisal reductions.  The servicer has recognized appraisal
reductions totaling $144.4 million on 34 specially serviced loans.
Moody's anticipates that the pool will continue to experience
interest shortfalls because of the high exposure to specially
serviced loans.  Interest shortfalls are caused by special
servicing fees, including workout and liquidation fees, appraisal
subordinate entitlement reductions and extraordinary trust
expenses.

Moody's was provided with full year 2009 operating results for 86%
of the pool.  Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 103% compared to 100% at
securitization Moody's net cash flow reflects a weighted average
haircut of 11% to the most recently available net operating
income.  Moody's value reflects a weighted average capitalization
rate of 9.2%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.41X and 1.04X, respectively, compared to
1.36X and 0.99X at securitization.  Moody's actual DSCR is based
on Moody's net cash flow and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 39 compared to 56 at securitization.

The largest loan with a credit estimate is the Houston Galleria
Loan ($290 million -- 10.9%), which represents a 50% pari-passu
interest in a $580 million first mortgage loan secured by a
2.3 million square foot regional mall located in Houston, Texas.
The center is anchored by Macy's, Neiman Marcus, Nordstrom and
Saks Fifth Avenue.  The space formerly occupied by Lord & Taylor
was reconfigured to 102,000 square feet of additional in-line
space in 2006.  The property was 92% leased as of December 2009
which is in-line with last review and securitization.  The loan is
interest only for the entire term.  Moody's current credit
estimate and stressed DSCR are Baa2 and 1.28X, respectively, the
same as at securitization.

The second loan with a credit estimate is the Patrick Henry
Building Loan ($120 million -- 4.5%), which is secured by a
520,000 square foot office building located in Washington, DC.
The property is 100% leased by the U.S. Department of Justice
until August 2015.  The loan is interest only for the entire term.
Moody's current credit estimate and stressed DSCR are Baa3 and
1.34X, respectively, the same as at securitization.

The top three performing conduit exposures represent 17% of the
pool balance.  The largest exposure is the Ballantyne Corporate
Park Loan ($217 million -- 8.2%), which is secured by a
1.6 million square foot office property built in 1999 and located
in Charlotte, North Carolina.  As of June 2010, the property was
90% leased compared to 88% at securitization.  Property
performance has been stable since securitization.  Moody's LTV and
stressed DSCR are 97% and 1.06X, respectively, compared to 98% and
1.10X at securitization.

The second largest exposure is the Colony Line II Loan ($158.6
million -- 6.0%), which is secured by eight cross-defaulted and
cross-collateralized loans secured by eight properties located in
Georgia, Illinois, Texas and Virginia.  The properties include
four industrial properties, two multifamily properties and two
office properties.  The portfolio is 88% leased compared to 91% at
securitization.  The loan is interest only for the entire term.
Moody's LTV and stressed DSCR are 108% and 1.08X, respectively,
compared to 93% and 0.93X at securitization.

The third largest exposure is the Chartwell II Portfolio Loan
($67.1 million -- 2.5%), which is secured by a 499-unit senior
housing property located in Boulder, Colorado.  The property was
92% leased as of December 2009 compared to 96% at securitization.
Property performance has improved and the loan has amortized 7%
since securitization.  Moody's LTV and stressed DSCR are 92% and
1.29X, respectively, compared to 110% and 1.13X at securitization.


JP MORGAN: Moody's Downgrades Ratings on 15 2006-CIBC16 Certs.
--------------------------------------------------------------
Moody's Investors Service downgraded the ratings of 15 classes and
affirmed nine classes of J.P. Morgan Chase Commercial Securities
Trust 2006-CIBC16, Commercial Mortgage Pass-Through Certificates,
Series 2006-CIBC16:

  -- Cl. A-1, Affirmed at Aaa (sf); previously on Oct. 2, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-2, Affirmed at Aaa (sf); previously on Oct. 2, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3FL, Affirmed at Aaa (sf); previously on Oct. 2, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3B, Affirmed at Aaa (sf); previously on Oct. 2, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-4, Affirmed at Aaa (sf); previously on Oct. 2, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-SB, Affirmed at Aaa (sf); previously on Oct. 2, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-1A, Affirmed at Aaa (sf); previously on Oct. 2, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-1, Affirmed at Aaa (sf); previously on Oct. 2, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-2, Affirmed at Aaa (sf); previously on Oct. 2, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-M, Downgraded to Aa3 (sf); previously on Sept. 29, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-J, Downgraded to B1 (sf); previously on Sept. 29, 2010
     A2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B, Downgraded to Caa1 (sf); previously on Sept. 29, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. C, Downgraded to Caa2 (sf); previously on Sept. 29, 2010
     Baa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. D, Downgraded to Caa3 (sf); previously on Sept. 29, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. E, Downgraded to Ca (sf); previously on Sept. 29, 2010
     Ba3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. F, Downgraded to C (sf); previously on Sept. 29, 2010 B1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. G, Downgraded to C (sf); previously on Sept. 29, 2010 B2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. H, Downgraded to C (sf); previously on Sept. 29, 2010 B3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. J, Downgraded to C (sf); previously on Sept. 29, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. K, Downgraded to C (sf); previously on Sept. 29, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. L, Downgraded to C (sf); previously on Sept. 29, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. M, Downgraded to C (sf); previously on Sept. 29, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. N, Downgraded to C (sf); previously on Sept. 29, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. P, Downgraded to C (sf); previously on Sept. 29, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

                        Ratings Rationale

The downgrades are due to higher expected losses for the pool
resulting from realized and anticipated losses from specially
serviced and troubled loans.  The affirmations are due to key
parameters, including Moody's loan to value ratio, Moody's
stressed debt service coverage ratio and the Herfindahl Index,
remaining within acceptable ranges.  Based on Moody's current base
expected loss, the credit enhancement levels for the affirmed
classes are sufficient to maintain the existing rating.

On September 29, 2010, Moody's placed 15 classes on review for
possible downgrade.  This action concludes Moody's review.

Moody's rating action reflects a cumulative base expected loss of
10.2% of the current balance.  At last review, Moody's cumulative
base expected loss was 5.8%.  Moody's stressed scenario loss is
27.8% of the current balance.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels.  If future performance materially declines,
the expected level of credit enhancement and the priority in the
cash flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions.  Conduit model results at the Aa2 level are driven
by property type, Moody's actual and stressed DSCR, and Moody's
property quality grade (which reflects the capitalization rate
used by Moody's to estimate Moody's value).  Conduit model results
at the B2 level are driven by a pay down analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl
score, a measure of loan level diversity, is a primary determinant
of pool level diversity and has a greater impact on senior
certificates.  Other concentrations and correlations may be
considered in Moody's analysis.  Based on the model pooled credit
enhancement levels at Aa2 and B2, the remaining conduit classes
are either interpolated between these two data points or
determined based on a multiple or ratio of either of these two
data points.  For fusion deals, the credit enhancement for loans
with investment-grade underlying ratings is melded with the
conduit model credit enhancement into an overall model result.
Fusion loan credit enhancement is based on the credit estimate of
the loan which corresponds to a range of credit enhancement
levels.  Actual fusion credit enhancement levels are selected
based on loan level diversity, pool leverage and other
concentrations and correlations within the pool.  Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit estimates in
the same transaction.

Moody's ratings are determined by a committee process that
considers both quantitative and qualitative factors.  Therefore,
the rating outcome may differ from the model output.
The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated January 12, 2009.

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 ratings.

                         Deal Performance

As of the November 12, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 3.7% to
$2.067 billion from $2.147 billion at securitization.  The
Certificates are collateralized by 118 mortgage loans ranging in
size from less than 1% to 12% of the pool, with the top ten loans
representing 50% of the pool.  There are no loans with credit
estimate and the pool does not contain any defeased loans.

Thirty three loans, representing 23% of the pool, are on the
master servicer's watchlist.  The watchlist includes loans which
meet certain portfolio review guidelines established as part of
the CRE Finance Council monthly reporting package.  As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Four loans have been liquidated from the pool, resulting in an
aggregate realized loss of $27.3 million (65% loss severity).
Thirteen loans, representing 18% of the pool, are currently in
special servicing.  The largest specially serviced loan is the
Sequoia Plaza Loan ($92.7 million -- 4.5% of the pool), which is
secured by a 370,000 square foot office property located in
Arlington, Virginia.  The loan was transferred to special
servicing in February 2010 due to imminent default and is
currently less than one month delinquent.  Property performance
has declined since last review due to a drop in occupancy.  The
remaining 12 specially serviced loans are secured by a mix of
property types.  Moody's has estimated an aggregate $154 million
loss (43% expected loss on average) for the specially serviced
loans.

Moody's has assumed a high default probability for 12 poorly
performing loans representing 24% of the pool and has estimated a
$26 million loss (20% expected loss based on a 50% probability
default) from these troubled loans.  Moody's rating action
recognizes potential uncertainty around the timing and magnitude
of loss from these troubled loans.

Moody's was provided with full year 2009 operating results for 77%
of the pool.  Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 104% compared to 149% at Moody's
prior review.  Moody's net cash flow reflects a weighted average
haircut of 11.1% to the most recently available net operating
income.  Moody's value reflects a weighted average capitalization
rate of 9.3%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.32X and 0.99X, respectively, compared to
0.97X and 0.85X at last review.  Moody's actual DSCR is based on
Moody's net cash flow and the loan's actual debt service.  Moody's
stressed DSCR is based on Moody's NCF and a 9.25% stressed rate
applied to the loan balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 21 compared to 26 at Moody's prior review.

The top three performing conduit loans represent 27% of the pool
balance.  The largest conduit loan is the RREEF Silicon Valley
Office Portfolio ($250 million -- 12.1% of the pool), which is
secured by a 36 property office portfolio located across
California.  This loan represents a pari-passu interest in a
$700 million first mortgage loan.  The loan is interest only
throughout the entire term.  Moody's LTV and stressed DSCR are
112% and 0.82X, respectively, compared to 107% and 0.87X at last
review.

The second largest loan is the One and Two Prudential Plaza Loan
($205.0 million -- 9.9% of the pool), which is secured by a
2.2 million square foot Class A office building located in
Chicago, Illinois.  This loan represents a pari-passu interest in
a $410 million first mortgage loan.  The property was 90% leased
as of March 2010 compared to 93% at last review.  The loan is
interest only throughout the term.  Moody's LTV and stressed DSCR
are 92% and 1.06X, respectively, compared to 87% and 1.12X at last
review.

The third largest conduit loan is the Prime Retail Outlets
Portfolio Loan ($111.6 million -- 5.4% of the pool), which is
secured by three outlet centers totaling 780,000 square feet.  The
properties are located in Lee, Massachusetts; Gaffney, South
Carolina and Calhoun Georgia.  The properties were 95% leased as
of March 2010.  Performance has improved since last review.
Moody's LTV and stressed DSCR are 96% and 1.08X, respectively,
compared to 124% and 0.83X at last review.


JP MORGAN: Moody's Downgrades Ratings on 15 2006-CIBC17 Certs.
--------------------------------------------------------------
Moody's Investors Service downgraded the ratings of 15 classes and
affirmed six classes of JP Morgan Commercial Mortgage Trust
Commercial Mortgage Pass-Through Certificates, Series 2006-CIBC17:

  -- Cl. A-SB, Affirmed at Aaa (sf); previously on Feb. 20, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-1, Affirmed at Aaa (sf); previously on Feb. 20, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3, Affirmed at Aaa (sf); previously on Feb. 20, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-1A, Affirmed at Aaa (sf); previously on Feb. 20, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-4, Affirmed at Aaa (sf); previously on Feb. 20, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X, Affirmed at Aaa (sf); previously on Feb. 20, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-M, Downgraded to Aa2 (sf); previously on Nov. 4, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-J, Downgraded to Ba1 (sf); previously on Nov. 4, 2010
     Aa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B, Downgraded to B2 (sf); previously on Nov. 4, 2010 A2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. C, Downgraded to B3 (sf); previously on Nov. 4, 2010 A3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. D, Downgraded to Caa2 (sf); previously on Nov. 4, 2010
     Baa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. E, Downgraded to Caa3 (sf); previously on Nov. 4, 2010
     Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. F, Downgraded to Ca (sf); previously on Nov. 4, 2010 Ba2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. G, Downgraded to C (sf); previously on Nov. 4, 2010 B1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. H, Downgraded to C (sf); previously on Nov. 4, 2010 B3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. J, Downgraded to C (sf); previously on Nov. 4, 2010 Caa1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. K, Downgraded to C (sf); previously on Nov. 4, 2010 Caa1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. L, Downgraded to C (sf); previously on Nov. 4, 2010 Caa2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. M, Downgraded to C (sf); previously on Nov. 4, 2010 Caa2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. N, Downgraded to C (sf); previously on Nov. 4, 2010 Caa3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. P, Downgraded to C (sf); previously on Nov. 4, 2010 Caa3
     (sf) Placed Under Review for Possible Downgrade

                        Ratings Rationale

The downgrades are due to higher expected losses for the pool
resulting from realized and anticipated losses from specially
serviced and troubled loans.

The affirmations are due to key parameters, including Moody's loan
to value ratio, the Herfindahl Index and Moody's stressed DSCR,
remaining within acceptable ranges.  Based on Moody's current base
expected loss, the credit enhancement levels for the affirmed
classes are sufficient to maintain their current ratings.

On November 4, 2010, Moody's placed Classes AM through P on review
for possible downgrade.  This action concludes Moody's review.

Moody's rating action reflects a cumulative base expected loss of
10.0% of the current balance.  At last review, Moody's cumulative
base expected loss was 4.3%.  Moody's stressed scenario loss is
23.0% of the current balance.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels.  If future performance materially declines,
the expected level of credit enhancement and the priority in the
cash flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions.  Conduit model results at the Aa2 level are driven
by property type, Moody's actual and stressed DSCR, and Moody's
property quality grade (which reflects the capitalization rate
used by Moody's to estimate Moody's value).  Conduit model results
at the B2 level are driven by a paydown analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl
score, a measure of loan level diversity, is a primary determinant
of pool level diversity and has a greater impact on senior
certificates.  Other concentrations and correlations may be
considered in Moody's analysis.  Based on the model pooled credit
enhancement levels at Aa2 and B2, the remaining conduit classes
are either interpolated between these two data points or
determined based on a multiple or ratio of either of these two
data points.  For fusion deals, the credit enhancement for loans
with investment-grade credit estimates is melded with the conduit
model credit enhancement into an overall model result.  Fusion
loan credit enhancement is based on the underlying rating of the
loan which corresponds to a range of credit enhancement levels.
Actual fusion credit enhancement levels are selected based on loan
level diversity, pool leverage and other concentrations and
correlations within the pool.  Negative pooling, or adding credit
enhancement at the underlying rating level, is incorporated for
loans with similar credit estimates in the same transaction.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated February 11, 2009.

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

                        Deal Performance

As of the November 12, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 2% to $2.49 billion
from $2.54 billion at securitization.  The Certificates are
collateralized by 150 mortgage loans ranging in size from less
than 1% to 11% of the pool, with the top ten loans representing
46% of the pool.  At securitization, the Centro Heritage Portfolio
Loan had an investment grade credit estimate.  However, due a
decline in property performance and increased leverage, this loan
is now analyzed as part of the conduit pool.

Thirty-seven loans, representing 28% of the pool, are on the
master servicer's watchlist.  The watchlist includes loans which
meet certain portfolio review guidelines established as part of
the CRE Finance Council monthly reporting package.  Moody's has
assumed a high default probability for 12 of the watchlisted loans
as well as seven additional loans that mature within the next 36
months and have a Moody's stressed DSCR less than 1.0X.  Moody's
has estimated a $93.6 million loss (23% expected loss based on an
56% default probability) from these troubled loans.

One loan has been liquidated from the pool, resulting in a
realized loss of $1.3 million (26% loss severity).  Fifteen loans,
representing 9% of the pool, are currently in special servicing.
The largest specially serviced loan is the CityView Portfolio II
Loan ($58.2 million -- 2.3%) which is secured by seven multifamily
properties located in Houston, Texas.  The loan was transferred
into special servicing February 2010 due to delinquency and is
currently real estate owned.  The remaining specially serviced
loans are secured by a mix of office, retail, multifamily and
hotel properties and each represent less than 2% of the pool.
Moody's has estimated an aggregate $113.7 million loss (53%
expected loss on average) for the specially serviced loans.

Based on the most recent remittance statement, Classes H through
NR have experienced cumulative interest shortfalls totaling
$2.8 million.  Moody's anticipates that the pool will continue to
experience interest shortfalls because of the high exposure to
specially serviced loans.  Interest shortfalls are caused by
special servicing fees, including workout and liquidation fees,
appraisal subordinate entitlement reductions and extraordinary
trust expenses.

Moody's was provided with full year 2009 operating results for 91%
of the pool.  Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 114% compared to 109% at
securitization.  Moody's net cash flow reflects a weighted average
haircut of 10% to the most recently available net operating
income.  Moody's value reflects a weighted average capitalization
rate of 9.3%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.32X and 0.95X, respectively, compared to
1.27X and 0.97X at securitization.  Moody's actual DSCR is based
on Moody's net cash flow and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 31 compared to 36 at securitization.

The top three performing conduit loans represent 25% of the pool
balance.  The largest loan is the Bank of America Plaza Loan
($263 million -- 10.6%), which is secured by a 1.3 million square
foot office property built in 1992 and located in Atlanta,
Georgia.  The largest tenant is Bank of America (30% of the gross
leasable area; lease expiration May 2012).  Bank of America plans
to downsize in October 2011 and will only occupy 15% of the GLA.
As of June 2010, the property was 79% leased compared to 85% at
last review and 100% at securitization.  Moody's LTV and stressed
DSCR are 132% and 0.76X, respectively, compared to 87% and 0.84X
at securitization.

The second largest loan is the Centro Heritage Portfolio Loan
($221 million -- 8.9%), which is secured by a 2.8 million square
foot retail center located in Bartonville, Illinois.  The
property's performance has declined since securitization due to a
drop in occupancy and revenue.  Moody's LTV and stressed DSCR are
82% and 1.18X, respectively, compared to 73% and 1.28X at last
review.

The third largest loan is the Residence Inn Times Square Loan
($139.5 million -- 5.6%), which is secured by a 357-room extended
stay hotel in Manhattan.  The loan is structured with a 25-year
amortization schedule and has amortized 7% since securitization.
Moody's LTV and stressed DSCR are 124% and 0.94X, respectively,
compared to 133% and 0.93X at securitization.


JP MORGAN: Moody's Downgrades Ratings on 17 2007-C1 Certs.
----------------------------------------------------------
Moody's Investors Service downgraded the ratings of 17 classes,
confirmed two classes and affirmed five classes of J.P. Morgan
Chase Commercial Mortgage Securities Trust 2007-C1:

  -- Cl. A-1, Affirmed at Aaa (sf); previously on Jan. 14, 2008
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-2, Affirmed at Aaa (sf); previously on Jan. 14, 2008
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3, Affirmed at Aaa (sf); previously on Jan. 14, 2008
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-2, Affirmed at Aaa (sf); previously on Jan. 14, 2008
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-1, Affirmed at Aaa (sf); previously on Jan. 14, 2008
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-SB, Confirmed at Aaa (sf); previously on Oct. 28, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-4, Confirmed at Aaa (sf); previously on Oct. 28, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-M, Downgraded to A1 (sf); previously on Oct. 28, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-J, Downgraded to Baa3 (sf); previously on Oct. 28, 2010
     A1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B, Downgraded to Ba1 (sf); previously on Oct. 28, 2010 A2
      (sf) Placed Under Review for Possible Downgrade

  -- Cl. C, Downgraded to Ba3 (sf); previously on Oct. 28, 2010 A3
      (sf) Placed Under Review for Possible Downgrade

  -- Cl. D, Downgraded to Caa1 (sf); previously on Oct. 28, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. E, Downgraded to Caa2 (sf); previously on Oct. 28, 2010
     Baa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. F, Downgraded to Caa3 (sf); previously on Oct. 28, 2010
     Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. G, Downgraded to Ca (sf); previously on Oct. 28, 2010 Ba1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. H, Downgraded to C (sf); previously on Oct. 28, 2010 Ba3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. J, Downgraded to C (sf); previously on Oct. 28, 2010 B2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. K, Downgraded to C (sf); previously on Oct. 28, 2010 B3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. L, Downgraded to C (sf); previously on Oct. 28, 2010 Caa1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. M, Downgraded to C (sf); previously on Oct. 28, 2010 Caa1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. N, Downgraded to C (sf); previously on Oct. 28, 2010 Caa2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. P, Downgraded to C (sf); previously on Oct. 28, 2010 Caa2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. Q, Downgraded to C (sf); previously on Oct. 28, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. T, Downgraded to C (sf); previously on Oct. 28, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

                        Ratings Rationale

The downgrades are due to higher expected losses for the pool
resulting from anticipated losses from specially serviced and
troubled loans.  The confirmations and affirmations are due to key
parameters, including Moody's loan to value ratio, Moody's
stressed debt service coverage ratio and the Herfindahl Index,
remaining within acceptable ranges.  Based on Moody's current base
expected loss, the credit enhancement levels for the confirmed and
affirmed classes are sufficient to maintain the existing rating.

On October 27, 2010, Moody's placed 19 classes on review for
possible downgrade.  This action concludes Moody's review.

Moody's rating action reflects a cumulative base expected loss of
11.5% of the current balance.  At last review, Moody's cumulative
base expected loss was 5.1%.  Moody's stressed scenario loss is
23.3% of the current balance.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels.  If future performance materially declines,
the expected level of credit enhancement and the priority in the
cash flow waterfall may be insufficient for the current ratings of
these classes.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term.  From time
to time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review.  Even so, deviation from the expected range will not
necessarily result in a rating action.  There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
2010 and 2011; Moody's expect overall a sluggish recovery in most
of the world's largest economies, returning to trend growth rate
with elevated fiscal deficits and persistent unemployment levels.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions.  Conduit model results at the Aa2 level are driven
by property type, Moody's actual and stressed DSCR, and Moody's
property quality grade (which reflects the capitalization rate
used by Moody's to estimate Moody's value).  Conduit model results
at the B2 level are driven by a pay down analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl
score, a measure of loan level diversity, is a primary determinant
of pool level diversity and has a greater impact on senior
certificates.  Other concentrations and correlations may be
considered in Moody's analysis.  Based on the model pooled credit
enhancement levels at Aa2 and B2, the remaining conduit classes
are either interpolated between these two data points or
determined based on a multiple or ratio of either of these two
data points.  For fusion deals, the credit enhancement for loans
with investment-grade underlying ratings is melded with the
conduit model credit enhancement into an overall model result.
Fusion loan credit enhancement is based on the credit estimate of
the loan which corresponds to a range of credit enhancement
levels.  Actual fusion credit enhancement levels are selected
based on loan level diversity, pool leverage and other
concentrations and correlations within the pool.  Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit estimates in
the same transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 15 compared to 20 at Moody's prior review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology.  This methodology uses the
excel-based Large Loan Model v 8.0 and then reconciles and weights
the results from the two models in formulating a rating
recommendation.  The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios.  Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship.  These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated February 3, 2009.

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 ratings.

                         Deal Performance

As of the November 15, 2010 distribution date, the transaction's
aggregate certificate balance has decreased by 1.1% to
$1.165 billion from $1.178 billion at securitization.  The
Certificates are collateralized by 59 mortgage loans ranging in
size from less than 1% to 12% of the pool, with the top ten loans
representing 61% of the pool.  The pool does not contain any
defeased loans or loans with credit estimates.

Eighteen loans, representing 34% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council monthly reporting package.  As part of Moody's
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

The pool has not experienced any realized losses to date.  Seven
loans, representing 16% of the pool, are currently in special
servicing.  The largest specially serviced loan is the Westin
Portfolio Loan ($105.0 million - 9.0% of the pool), which
represents a pari passu interest in a $209.0 million first
mortgage loan.  The loan is secured by a 487-unit full service
hotel located in Tucson, Arizona and a 412-unit full service hotel
located in Hilton Head, South Carolina.  The loan was transferred
to special servicing in October 2008 due to imminent default and
is now 90+ days delinquent.  A September 2009 appraisal valued
the properties at $142.0 million, a 53% decline from the
$303.8 million value recognized at securitization.  The master
servicer has recognized a $44.2 million appraisal reduction for
this loan.

The remaining six specially serviced loans are represented by a
mix of property types.  Moody's has estimated an aggregate
$73 million loss (49% expected loss on average) for six of the
seven specially serviced loans.

Moody's has assumed a high default probability for 13 poorly
performing loans representing 19% of the pool and has estimated a
$46 million loss (22% expected loss based on a 50% probability
default) from these troubled loans.  Moody's rating action
recognizes potential uncertainty around the timing and magnitude
of loss from these troubled loans.

Moody's was provided with full year 2009 operating results for 92%
of the pool.  Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 108% compared to 148% at Moody's
prior review.  Moody's net cash flow reflects a weighted average
haircut of 13% to the most recently available net operating
income.  Moody's value reflects a weighted average capitalization
rate of 9.5%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.31X and 1.05X, respectively, compared to
0.94X and 0.87X at last review.  Moody's actual DSCR is based on
Moody's net cash flow and the loan's actual debt service.  Moody's
stressed DSCR is based on Moody's NCF and a 9.25% stressed rate
applied to the loan balance.

The top three performing conduit loans represent 28% of the pool
balance.  The largest loan is the American Cancer Society Plaza
Loan ($136 million -- 11.7% of the pool), which is secured by a
1.0 million square foot office property located in Atlanta,
Georgia.  The largest tenant is the American Cancer Society which
leases 27% of the NRA through June 2022.  The property was 82%
leased as of June 2010 compared to 100% at securitization.
Despite the decline in occupancy, performance has been stable.
Moody's LTV and stressed DSCR are 118% and 0.85X, respectively,
compared to 119% and 0.89X at securitization.

The second largest conduit loan is the Block at Orange Loan
($110.0 million - 9.4% of the pool), which represents a pari passu
interest in a $220.0 million first mortgage loan.  The loan is
secured by 700,000 square foot retail entertainment center located
in Orange, California.  The property is anchored by an AMC
Entertainment movie theater, Dave & Buster's and Vans Skate Park.
The property was 86% leased as of December 2009 compared to 95% at
securitization.  Moody's LTV and stressed DSCR are 129% and 0.69X,
respectively, compared to 110% and 0.81X at last securitization.

The third largest conduit loan is the Gurnee Mills Loan
($75.0 million -- 6.4% of the pool), which is a pari-passu
interest in a $321.0 million first mortgage loan.  The loan is
secured by the borrower's interest in a 1.8 million square foot
regional mall located in Gurnee, Illinois.  The mall's major
tenants include Sears, Bass Pro Shops Outdoor World and Kohl's.
The property was 85% leased as of June 2010 compared to 98% at
securitization.  The loan is interest-only for its entire ten-year
term maturing in July 2017.  Moody's LTV and stressed DSCR are
129% and 0.73X, respectively, compared to 122% and 0.73X at
securitization.


KENTUCKY HOUSING: S&P Raises Ratings on Revenue Bonds From 'BB+'
----------------------------------------------------------------
Standard & Poor's Ratings Services said it raised to 'AAA' from
'BB+' the rating on Kentucky Housing Corp.'s series 2010 conduit
multifamily housing revenue bonds (GNMA collateralized mortgage
loan; Country Place Apartments Project).

The upgrade reflects:

* The sufficiency of cash flows to pay principal and interest on
  the bonds until maturity assuming zero reinvestment of income;

* An asset/liability parity of 100.67% as of Oct.20, 2010; and

* The high quality of assets, including a Ginnie Mae mortgage-
  backed security and 'AAAm' rated Federated Treasury Obligations
  money market fund.

On May 12, 2010, the issue was included in a rating action where
S&P placed its ratings on certain housing issues on CreditWatch
with negative implications due to revised criteria for certain
federal government-enhanced housing transactions.  S&P's revised
criteria affect government-enhanced housing transactions where
funds are invested in money market funds and other investments
with no guaranteed rate of return.

Standard & Poor's had downgraded the bonds on Sept. 29, 2010,
based on updated cash flow statements assuming zero reinvestment
for all scenarios as set forth in the related criteria articles.
The cash flow projections at that time indicated insufficient
revenues to pay regularly scheduled debt service.  In addition, in
the event that the security prepays, the cash flows indicated
insufficient assets to cover the reinvestment risk based on the
15-day minimum notice period required for special redemptions.

Since then, Standard & Poor's has received information on new cash
flows assuming zero reinvestment income that indicate full payment
of principal and interest on the bonds, plus fees as well as
sufficient assets to cover reinvestment based on the notice
period.  To address the previous cash flow insufficiency, rebate
fees will no longer be paid from the trust estate.  The flow of
funds is open in this transaction, subject to retention of a
carryforward amount that matches the excesses available in the
updated cash flows.


KODIAK CDO: Moody's Downgrades Ratings on Two Classes of Notes
--------------------------------------------------------------
Moody's Investors Service announced that it has downgraded these
notes issued by Kodiak CDO II Ltd.

  -- US$338,000,000 Class A-1 Senior Secured Floating Rate Notes
     Due 2042, Downgraded to B2 (sf); previously on April 9, 2009
     Downgraded to Ba1 (sf);

  -- US$53,000,000 Class A-2 Senior Secured Floating Rate Notes
     Due 2042, Downgraded to Caa2 (sf); previously on April 9,
     2009 Downgraded to Caa1 (sf).

                        Ratings Rationale

Kodiak CDO II, Ltd., issued on June 29, 2007, is a collateral debt
obligation backed by a portfolio of CMBS securities, CRE CDOs, and
REIT trust preferred securities.  On April 9, 2009, the last
rating action date, Moody's downgraded five classes of notes as a
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.

Moody's indicated that the downgrades on the notes are primarily
the result of increase of the assumed defaulted amount and
Weighted Average Rating Factor of the pool.  Since the last rating
action, the assumed defaulted amount has increased by 423%.
Cumulative assumed defaulted amounts now total $184.4 million
(24.7% of the portfolio).  All the assumed defaulted assets are
carried at zero recovery in Moody's analysis.  The remaining
assets in the portfolio have also suffered credit deterioration,
as indicated by the WARF which increased to 4370.  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.  WARF assumptions
for the last rating action were 3148 for First Scenario and 2948
for Second Scenario, details of which are explained in the last
rating actions' press release.

The par loss due to the increase in the assumed defaulted amount
has resulted in loss of overcollateralization and interest
coverage for the affected tranches.  This has led to an increase
of their expected losses since the last rating action.  The
overcollateralization tests continue to breach their triggers
which have resulted in a diversion of excess spreads to pay down
senior notes.  As of the latest trustee report dated November 1,
2010, the Class A/B Overcollateralization Test is reported at
114.419%, versus trustee reported levels from the report dated
February 27, 2009 of 131.06%, which were used during the last
rating action.  Additionally, the Class A/B Interest Coverage Test
is reported at 134.136%, versus trustee reported levels of 179.69%
as of the last rating action date.

In Moody's opinion, most U.S. REITs and REOCs have began to show
signs of recovery and the credit fundamentals are stabilizing for
the sector.  Moody's also expect relative rating stability for
U.S. CMBS in 2011 as property markets begin to recover.

In Moody's analysis, Moody's assume no prepayments.  The WAL of
the portfolio is approximately 32 years.

The portfolio of this CDO is composed of CMBS securities and trust
preferred securities issued by REITs 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 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 increases and decreases to 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 425 points from the base case of 4370, the model
results in an expected loss that is one notch worse than the
result of the base case for Class A1 notes.  If the WARF is
decreased by 460 points, expected losses are one notch better than
the base case results.  Additionally, the effects of the actual
amortization profiles were tested resulting in an expected loss
that was one notch worse for the Class A-1 notes.

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 this 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 6 months.


LEHMAN ABS: Moody's Downgrades Ratings on Two Tranches
------------------------------------------------------
Moody's Investors Service has downgraded the ratings of two
tranches from two RMBS transactions issued by Lehman ABS
Corporation Home Equity Loan Asset-Backed Notes.  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.

Tranche Cl. A issued by Lehman ABS Corporation Home Equity Loan
Asset-Backed Notes, Series 2004-2 and Lehman ABS Corporation Home
Equity Loan Asset-Backed Notes, Series 2005-1 are wrapped by Ambac
Assurance Corporation (Segregated Account - Unrated).  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.  RMBS securities wrapped by
Ambac Assurance Corporation are rated at their underlying rating
without consideration of Ambac'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 most of the
deals' ratings would remain stable, with the exception of Class A
from Lehman ABS Corporation Home Equity Loan Asset-Backed Notes,
Series 2005-1, 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: Lehman ABS Corporation Home Equity Loan Asset-Backed
Notes, Series 2004-2

  * Expected Losses (as a % of Original Balance): 3%

  -- Cl. A, Downgraded to Caa2 (sf); previously on March 18, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

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

Issuer: Lehman ABS Corporation Home Equity Loan Asset-Backed
Notes, Series 2005-1

  * Expected Losses (as a % of Original Balance): 7%

  -- Cl. A, Downgraded to Caa3 (sf); previously on March 18, 2010
     Ba2 (sf) Placed Under Review for Possible Downgrade

  -- Underlying Rating: Downgraded to Caa3 (sf); previously on
     March 18, 2010 Ba2 (sf) Placed Under Review for Possible
     Downgrade

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


LEHMAN ABS: S&P Downgrades Ratings on Class A-3 Certificates
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
A-3 certificates issued by Lehman ABS Manufactured Housing
Contract Trust 2001-B to 'B-', and affirmed its ratings on the
class A-4, A-5, A-6, A-7, and M-1 certificates from the same
transaction.  S&P removed all of the ratings from CreditWatch,
where they were placed with negative implications on July 15,
2010.

The downgrade of the class A-3 certificates reflects S&P's view
that the certificates are vulnerable to nonpayment of full
principal due to investors by their stated final maturity date of
May 15, 2014.  S&P lowered the rating to 'B-' based on its view
that if prepayments begin to increase and/or losses decrease,
there is a possibility that the class A-3 certificates could be
paid in full by their stated final distribution date.  As such,
S&P does not believe a rating in the 'CCC' category is warranted
at this time.  Due to cumulative net losses that are higher than
S&P initially expected, the transaction is not generating enough
collections each month to pay the class A certificates the
complete amount of principal due according to the transaction
documents.  Because of this, the class A certificates have
accumulated an unpaid principal shortfall amount.  The
transaction's payment waterfall specifies that any unpaid
principal shortfall amount is to be paid pro rata among all of the
outstanding class A certificates prior to the normal sequential
principal payment distribution.  Accordingly, the class A-3
certificates are receiving an amount that is equal to their pro
rata share of available monthly collections.

Principal payments to the class A-3 certificates have averaged
approximately $600,000 per month over the past 12 months, and the
class A-3 certificates had an outstanding principal balance of
approximately $42.9 million as of the November 2010 distribution
period.  Based on the recent average principal paydown of the
class A-3 certificates, S&P believes that the class A-3
certificates are vulnerable to nonpayment of full principal within
the next three-and-a-half years, assuming that there are no large
increases in voluntary or involuntary prepayments and that the
senior tranches will likely continue to pay principal pro rata.

The affirmations reflect S&P's view that the credit enhancement
available to cover losses in relation to its revised expectations
of remaining cumulative net losses is sufficient to maintain the
ratings at their current levels.  Lehman 2001-B's collateral
performance has been worse than S&P initially expected because of
high default frequencies and loss severities.  As of the November
2010 distribution date, Lehman 2001-B had 109 months of
performance with a 29.07% pool factor (the percent of the original
balance that remains outstanding).  Current cumulative net losses
total 17.59%, with 1.16% of the current collateral balance in
repossession and 1.51% of the current collateral balance in the
60-plus days delinquent category.  Based on the performance of
this transaction, S&P has revised its cumulative net loss
expectation to 24.00%-26.00%.  Although the higher-than-expected
net losses have caused write-downs on the class M-2, B-1, and B-2
certificates, as well as the complete depletion of
overcollateralization, S&P believes that enough enhancement
remains in the form of subordination and excess spread to support
the affirmed ratings.

                             Table 1

                     Hard Credit Support (%)*
            (As of the November 2010 distribution date)

                                              Current
                           Total hard         total hard
                Pool       credit support     credit support
       Class    factor     at issuance        (% of current)
       -----    ------     --------------     --------------
       A        29.07      23.50              41.72
       M-1      29.07      16.50              17.64

* Consisted of overcollateralization and subordination at
  issuance.  Current hard credit support consists solely of
  subordination.  Both percentages exclude excess spread.

S&P's review of the transaction incorporated cash flow analysis,
for which S&P used current and historical performance to estimate
future performance.  S&P's various cash flow scenarios included
forward-looking assumptions on recoveries, timing of losses, and
voluntary absolute prepayment speeds that S&P think are
appropriate given the transaction's current performance.  The
results demonstrated that the class A-4, A-5, A-6, A-7, and M-1
certificates have adequate remaining loss coverage at their
respective rating levels.  In addition, the cash flow results
indicated that the class A-3 certificates will likely not pay out
principal in full to investors by their stated final distribution
date.

The class A-7 certificates benefit from a bond insurance policy
issued by Ambac Assurance Corp. ('R').  Under S&P's criteria, the
issue credit rating on a fully enhanced bond issue is the higher
of (i) its rating on the credit enhancer; and (ii) the Standard &
Poor's underlying rating on the class.

Standard & Poor's will continue to monitor the performance of the
transaction to consider whether the credit enhancement remains
sufficient, in its view, to cover its revised cumulative net loss
expectations under its stress scenarios for each rating.  If the
transaction performs in line with or better than expected,
upgrades are possible for the class A-4 through M-1 certificates
as the credit enhancement continues to grow as the pool amortizes
and remaining losses decrease.  In addition, if voluntary
prepayments increase significantly over the next several months,
the transaction would be able to pay down its unpaid principal
shortfall more quickly; as such, the class A-3 certificates may be
able to pay investors in full by their stated final maturity date.
However, if cumulative net losses are higher than S&P's revised
expectations due to lower recoveries and higher loss severities,
write-downs to the M-1 certificates may occur and downgrades to
the class A and M-1 certificates are possible.

       Rating Lowered And Removed From Creditwatch Negative

      Lehman ABS Manufactured Housing Contract Trust 2001-B

                         Rating
                         ------
             Class   To           From
             -----   --           ----
             A-3     B- (sf)      BBB+ (sf)/Watch Neg

      Ratings Affirmed And Removed From Creditwatch Negative

      Lehman ABS Manufactured Housing Contract Trust 2001-B

                         Rating
                         ------
             Class   To           From
             -----   --           ----
             A-4     BBB+ (sf)     BBB+ (sf)/Watch Neg
             A-5     BBB+ (sf)     BBB+ (sf)/Watch Neg
             A-6     BBB+ (sf)     BBB+ (sf)/Watch Neg
             A-7     BBB+ (sf)     BBB+ (sf)/Watch Neg
             M-1     B- (sf)       B- (sf)/Watch Neg


LNR CDO: S&P Downgrades Ratings on 12 Classes of Notes
------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on
12 classes on LNR CDO VI Ltd., a commercial real estate
collateralized debt obligation transactions.

The downgrades reflect S&P's analysis of the interest shortfalls
affecting the transaction.  S&P lowered the ratings on classes A-1
and A-2 to 'CCC- (sf)' from 'B+ (sf)' due to their susceptibility
to interest shortfalls as class B and all of the classes
subordinate to it did not receive full interest per the Nov. 19,
2010 remittance report.  The interest shortfalls to the
nondeferrable class B certificates prompted S&P's downgrade of
that class to 'D (sf)' from 'CCC (sf)'.  The interest shortfall to
the nondeferrable class also triggered an event of default under
the indenture based on a notice from the trustee, Bank of America
N.A., provided on Dec. 2, 2010.

The downgrades of the deferrable class C through L to 'CC (sf)'
from 'CCC- (sf)' reflect S&P's determination that the interest
due to these classes may be deferred for an extended period of
time as a result of a hedge termination payment.  Following the
termination of an interest rate swap with National Australia Bank
Ltd., a $99.1 million hedge termination payment is due by the
trust.  According to the transaction's payment waterfall, the
hedge termination payment follows the payment of interest and
principal to the holders of classes A-1, A-2, and B.

The interest shortfalls primarily resulted from the failure of the
underlying commercial mortgage-backed securities (CMBS) collateral
for LNR CDO VI Ltd. to produce sufficient interest proceeds to pay
the full interest amounts due to the classes.  According to the
trustee reports for LNR CDO VI Ltd., the amount of interest
payments each month on the collateral has steadily declined in
each of the past six months.  The interest payment in November
2010 totaled $302,816, compared with $900,862 in June 2010.

According to the November remittance report, the current asset
pool included 128 CMBS tranches ($895.7 million, 100%) from 28
distinct transactions issued between 2006 and 2007.

Standard & Poor's analyzed LNR CDO VI Ltd. according to its
current criteria.  S&P's analysis is consistent with the lowered
ratings.

                         Ratings Lowered

                         LNR CDO VI Ltd.
                 Collateralized debt obligations

                               Rating
                               ------
             Class    To                   From
             -----    --                   ----
             A-1      CCC- (sf)            B+ (sf)
             A-2      CCC- (sf)            B+ (sf)
             B        D (sf)               CCC (sf)
             C        CC (sf)              CCC- (sf)
             D        CC (sf)              CCC- (sf)
             E        CC (sf)              CCC- (sf)
             F        CC (sf)              CCC- (sf)
             G        CC (sf)              CCC- (sf)
             H        CC (sf)              CCC- (sf)
             J        CC (sf)              CCC- (sf)
             K        CC (sf)              CCC- (sf)
             L        CC (sf)              CCC- (sf)


LOMBARD PUBLIC: S&P Puts 'B-' Rating on CreditWatch Positive
------------------------------------------------------------
Standard & Poor's Ratings Services said it placed the 'B-' rating
on Lombard Public Facilities Corp., Ill.'s series 2005B conference
center and hotel second-tier revenue bonds on CreditWatch with
positive implications.

"The placement is due to LPFC's proposed restructuring of its
series 2005A and C bonds and amending of the indenture of trust,"
said Standard & Poor's credit analyst John Kenward.  The proposed
indenture of trust amendments limit the events of default that can
lead to acceleration of the series 2005B bonds to payment default
and certain other events not related to project performance.
If the trust indenture is amended as contemplated by the
corporation, the rating on the bonds will be adjusted to 'AA-'
with a negative outlook, or one notch below the 'AA' issuer credit
rating on Lombard village.

LPFC issued the series 2005A, 2005B, and unrated series 2005C
third-tier revenue bonds to finance the construction of a hotel
and conference center that opened in 2007.  All three series of
bonds are secured by net revenues from the project.


LONG BEACH: Moody's Downgrades Ratings on Three Tranches
--------------------------------------------------------
Moody's Investors Service has downgraded the ratings of three
tranches from one RMBS transaction issued by Long Beach Mortgage
Loan Trust 2006-A.  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 each of the collateral pools were to
increase by 10%, model implied results indicate that the 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: Long Beach Mortgage Loan Trust 2006-A

  * Expected Losses (as a % of Original Balance): 77%

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

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

  -- Cl. A-3, Downgraded to C (sf); previously on March 18, 2010
     Ca (sf) Placed Under Review for Possible Downgrade


MANCHESTER HOUSING: Moody's Junks Ratings on Revenue Bonds
----------------------------------------------------------
Moody's Investors Service has downgraded to Caa1 from Ba2 the
Manchester Housing and Redevelopment Authority's (New Hampshire)
Revenue Bonds Series A & B of 2000.  Security for these bonds is
solely derived from the City of Manchester's allocation of state
meals and room's taxes received in excess of $454,927.

                        Ratings Rationale

The downgrade reflects Moody's expectation that pledged revenues
will continue to fall short of annual debt service amounts
resulting in the continued drawdown of the debt service reserve
fund and an eventual payment default.

The State of New Hampshire (GO rated Aa1 with a stable outlook)
has taken actions to limit the City of Manchester's allocation of
state meals and room's taxes at a level insufficient to cover debt
service.  The fiscal 2010 meals and rooms tax distribution to
municipalities from the State was capped at the fiscal 2009 level
of $58.8 million as part of the state's adopted biennial budget
(fiscal 2010 and 2011).  For the City of Manchester this action
froze its total 2010 meals and rooms tax allocation at
$4.85 million and the amount pledged to the bonds at $4.3 million
(net of $454,927 retained by the city).  While the January 2010
principal and interest payment ($3.7 million) was paid in full, a
$24,017 shortfall occurred for the July 1, 2010 interest payment
of $681,000, resulting in a draw on the DSRF.

The January 1, 2011 debt service payment of $4.2 million is
expected to be paid in full however excess funds will not be
sufficient to replenish the draw on the DSRF, as the indenture
requires that any excess first be set aside in the appropriate
principal and interest accounts for the subsequent debt service
payment.  Assuming no change of meals and rooms tax funding
levels, Moody's project that the DSRF would continue to be drawn
down through January 2016 when a payment default would occur.  The
DSRF currently maintains a balance of $3.4 million or 66% of MADs.

The City of Manchester (GO rated Aa1 with a stable outlook) is
under no legal obligation to make up a debt service shortfall or
replenish a draw on the debt service reserve fund.  Moreover,
management has indicated that they do not intend to support the
bonds beyond the legally pledged revenues.

The downgrade also reflects the likelihood of technical defaults
under the indenture and possible remedies upon a default.  A
technical default is anticipated to occur on December 31, 2010 due
to the inability of pledged revenue to replenish the draw of the
DSRF within the required timeframe outlined in the financing
agreement.  Further, the lack of sufficient funding from the state
in the form of meals and rooms tax revenues is an event of early
termination of financing agreement.  In order to terminate the
agreement the city board would need to adopt a resolution deleting
the unfunded appropriation from its budget.  The city has never
failed to appropriate pledged revenues and has indicated that it
does not intend to terminate the financing agreement.

Remedies in the event of default include the acceleration of
principal and interest payments, with the consent of the insurer
(ACA).

The revenue bonds were originally issued in March of 2000 to fund
the construction of the Verizon Wireless Arena (formerly the
Manchester Civic Center).  The 11,000 seat arena opened in
November of 2001 and primarily hosts sporting events and concerts.
However, neither the revenues from the arena nor the facility
itself are pledged to bondholders.

                 What Could Remove The Rating Up?

* A change to the meals and rooms tax distribution resulting in
  sum sufficient coverage levels over the near term and
  satisfactory coverage in future periods

* Contribution of additional ongoing funds by the City offsetting
  the anticipated meals and room's tax shortfall

                 What Could Move The Rating Down?

* Further declines in pledged revenues

* Alteration of the state meals and rooms distribution formula
  that disadvantages Manchester

* Termination of the financing agreement and the subsequent loss
  of the meals and rooms revenues

* Acceleration of the bonds pursuant to the indenture upon a
  technical default

The Manchester Housing and Redevelopment Authority rating was
assigned by evaluating factors believed to be relevant to the
credit profile for this series of bonds including i) the business
risk and competitive position of the issuer versus others within
its industry or sector, ii) the capital structure and financial
risk of the issuer, iii) the projected performance of the issuer
over the near to intermediate term, iv) the issuer's history of
achieving consistent operating performance and meeting budget or
financial plan goals, v) the nature of the dedicated revenue
stream pledged to the bonds, vi) the debt service coverage
provided by such revenue stream, vii) the legal structure that
documents the revenue stream and the source of payment, and viii)
and the issuer's management and governance structure related to
payment.  These attributes were compared against other issuers
both within and outside of the issuers core peer group and the
issuers rating is believed to be comparable to ratings assigned to
other issuers of similar credit risk.


MARATHON FINANCING: Moody's Upgrades Ratings on Various Notes
-------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Marathon Financing I, B.V.:

  -- $245,000,000 Class A-1 First Senior Secured Floating Rate
     Notes due 2026 (current outstanding balance of
     $105,322,655.53), Upgraded to Aaa (sf); previously on
     July 30, 2009 Downgraded to Aa2(sf);

  -- EUR75,000,000 Class A-2 First Senior Secured Floating Rate
     Notes due 2026 (current outstanding balance of
     EUR32,241,576.98), Upgraded to Aaa (sf); previously on
     July 30, 2009 Downgraded to Aa2(sf);

  -- $80,000,000 Class A-3 First Senior Secured Floating Rate
     Notes due 2026 (current outstanding balance of
     $34,391,071.19), Upgraded to Aaa (sf); previously on July 30,
   &n