TCR_Public/110220.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, February 20, 2011, Vol. 15, No. 50

                            Headlines

ABERDEEN LOAN: Moody's Upgrades Ratings on Three Classes of Notes
ABCLO 2007-1: S&P Raises Ratings on Various Classes of Notes
ACAS BUSINESS: S&P Raises Ratings on Various Classes of Notes
AIRLIE CLO: Moody's Upgrades Ratings on Five Classes of Notes
ALLIED PROPERTIES: DBRS Confirms 'BB' Issuer Rating

ALPS CAPITAL: Moody's Upgrades Ratings on Three Classes of Notes
AMMC VII: S&P Raises Ratings on Various Classes of Notes
ANTHRACITE CRE: S&P Downgrades Ratings on Six 2006-HY3 Notes
APHEX CAPITAL: S&P Downgrades Ratings on Various Classes to 'D'
ARCAP 2004-RR3: S&P Downgrades Rating on Class L Certs. to 'D'

ARCAP 2005-RR5: S&P Downgrades Rating on Class B Certs. to 'D'
ATRIUM II: S&P Raises Ratings on Various Classes of Notes
ATRIUM IV: S&P Raises Ratings on Various Classes of Notes
BABSON CLO: S&P Affirms Ratings on Various Classes of Notes
BABSON CLO: S&P Raises Rating on Class E Notes to 'BB+ (sf)'

BABSON CLO: S&P Raises Ratings on Various Classes of Notes
BALLYROCK CLO: S&P Raises Ratings on Various Classes of Notes
BANC OF AMERICA: Moody's Reviews Ratings on Nine 2006-6 Certs.
BEAR STEARNS: S&P Downgrades Ratings on Five 2000-WF2 Securities
BEAR STEARNS: S&P Downgrades Ratings on 2004-PWR3 Certificates

BLACKROCK SENIOR: S&P Keeps 'CCC-' Rating on Watch Negative
CALIFORNIA HEALTH: S&P Raises Rating on 1991 Bonds to 'BB'
CALLIDUS DEBT: Moody's Upgrades Ratings on Four Classes of Notes
CANYON CAPITAL: S&P Raises Rating on Class C Note to 'BB+ (sf)'
CANYON CAPITAL: S&P Raises Rating on Class D Note to 'B (sf)'

CARBON CAPITAL: S&P Downgrades Ratings on Seven Classes of Notes
CARLYLE VANTAGE: S&P Raises Ratings on Various Classes of Notes
CENTENARY COLLEGE: Moody's Affirms 'Ba2' Rating on 1999 Bonds
CHYPS CBO: Fitch Affirms Ratings on Two Classes of Notes
CITIGROUP COMMERCIAL: Fitch Corrects Press Release on Ratings

CITY OF HOUSTON: Fitch Affirms 'B-' Rating on Airport Bonds
CITY OF WOONSOCKET: Moody's Assigns 'Ba1' Rating on Bonds
CLYDESDALE CLO: Moody's Upgrades Ratings on Various Classes
CNL FUNDING: Moody's Downgrades Ratings on Four Classes of Certs.
COLTS 2005-2: S&P Raises Ratings on Four Classes of Notes

COMMERCIAL MORTGAGE: S&P Raises Ratings on 2001-CMLB-1 Certs.
COMMODORE CDO: Fitch Affirms Ratings on Three Classes of Notes
CREDIT SUISSE: Moody's Downgrades Ratings on Eight 2004-C4 Certs.
CREDIT SUISSE: Moody's Downgrades Ratings on Eight 2006-C3 Certs.
CREDIT SUISSE: S&P Downgrades Ratings on Two 2000-C1 Notes

CREDIT SUISSE: S&P Downgrades Ratings on Eight 2003-C4 Notes
DELTA AIR: S&P Assigns 'BB+' Rating to Series 2010-1B Certs.
DELTA AIR: S&P Assigns 'BB' Rating to Series 2010-2B Certs.
DENALI CAPITAL: S&P Raises Ratings on Various Classes of Notes
E*TRADE ABS: Fitch Takes Rating Actions on Five Classes of Notes

FIRST 2004-I: S&P Raises Ratings on Various Classes of Notes
FIRST UNION: S&P Affirms Ratings on 15 2001-C2 Securities
FIRST UNION: S&P Downgrades Ratings on Eight 2001-C4 Certs.
FOUNDATION RE: S&P Assigns 'BB+' Rating to Series 2011-1 Notes
FRIEDBERGMILSTEIN PRIVATE: S&P Raises Ratings on Various Classes

G-FORCE 2005-RR: S&P Downgrades Ratings on Two Classes of Notes
GARDEN CITY: Moody's Downgrades Rating to $7 Mil. Bonds to 'Ba3'
GE COMMERCIAL: Moody's Downgrades Ratings on Eight 2005-C4 Certs.
GE COMMERCIAL: S&P Withdraws Ratings on Various Classes of Notes
GMAC 2004-C2: Moody's Affirms Ratings on 10 Classes of Notes

GRAYSTON CLO: S&P Raises Ratings on Various Classes of Notes
GREENWICH CAPITAL: S&P Downgrades Ratings on 2005-GG5 Securities
GUGGENHEIM STRUCTURED: Fitch Affirms Ratings on All Classes
HALCYON LOAN: Moody's Upgrades Ratings on Various Classes of Notes
HELIOS FINANCE: Moody's Reviews Ratings on Two 2007-S1 Notes

JP MORGAN: Moody's Downgrades Ratings on Two 2005-LDP5 Certs.
JPMORGAN CHASE: S&P Downgrades Ratings on Six 2001-C1 Certs.
JPMORGAN CHASE: S&P Downgrades Ratings on Three 2001-CIBC1 Certs.
JPMORGAN CHASE: S&P Downgrades Ratings on Eight 2001-CIBC3 Certs.
LAKESIDE CDO: Fitch Takes Rating Actions on Four Classes of Notes

LANCASTER FINANCING: S&P Cuts Ratings on Tax Revenue Bonds to 'BB'
LANCASTER FINANCING: S&P Downgrades Rating on Tax Bonds to 'BB+'
LATITUDE CLO: Moody's Upgrades Ratings on Class D Notes to 'Caa3'
LB-UBS COMMERCIAL: S&P Downgrades Ratings on Nine 2002-C4 Notes
LB-UBS COMMERCIAL: S&P Downgrades Ratings on 2003-C5 Certificates

LEHMAN XS: Moody's Downgrades Ratings on 65 Tranches
LIGHTPOINT CLO: S&P Raises Ratings on Various Classes of Notes
LNR CDO: S&P Downgrades Ratings on Nine Classes of Notes
LONG GROVE: S&P Raises Ratings on Three Classes of Notes
MADISON PARK: S&P Raises Rating on Class E Notes to 'BB+ (sf)'

MADISON PARK: S&P Raises Ratings on Various Classes of Notes
MAGNETITE V: S&P Raises Ratings on Various Classes of Notes
MANSFIELD TRUST: Moody's Takes Rating Actions on Two Classes
MARLBOROUGH STREET: Moody's Upgrades Ratings on Four Classes
MCG COMMERCIAL: S&P Raises Ratings on Various Classes of Notes

MERRILL LYNCH: DBRS Confirms 'CCC' Rating on Class E Certificates
MERRILL LYNCH: Moody's Affirms Ratings on 15 Classes of Certs.
MERRILL LYNCH: Moody's Affirms Ratings on 15 Certificates
MERRILL LYNCH: Moody's Affirms Ratings on Eight 2005-MKB2 Certs.
MESA TRUST: Fitch Withdraws Ratings on Two Classes of Notes

ML-CFC COMMERCIAL: Fitch Downgrades Ratings on 16 2007-9 Notes
MORGAN STANLEY: Fitch Affirms Ratings on All 2007-XLC1 Notes
MORGAN STANLEY: Fitch Downgrades Ratings on 2008-TOP29 Notes
MORGAN STANLEY: Moody's Downgrades Ratings on Six 2003-HQ2 Notes
MORGAN STANLEY: Moody's Downgrades Ratings on 2006-TOP21 Certs.

MORGAN STANLEY: S&P Withdraws 'CCC-' Rating to 2006-12 Notes
MORGAN STANLEY: S&P Downgrades Ratings on Various Classes of Notes
MOUNTAIN CAPITAL: S&P Raises Ratings on Various Classes of Notes
NAVIGATOR CDO: S&P Raises Ratings on Various Classes of Notes
NEWCASTLE CDO: Fitch Downgrades Ratings on Six Classes of Notes

NEWCASTLE CDO: Fitch Takes Rating Actions on Various Classes
NORTHWOODS CAPITAL: S&P Raises Ratings on Various Classes of Notes
NYLIM FLATIRON: S&P Raises Ratings on Various Classes of Notes
PACIFICA CDO: S&P Raises Ratings on Various Classes of Notes
PARCS-R MASTER: S&P Witdraws 'CCC' Rating to 2007-17 Units

PHOENIX CLO: Moody's Upgrades Ratings on Various Classes of Notes
PINE MOUNTAIN: S&P Downgrades Ratings on Various Classes of Notes
PLAYBOY ENTERPRISES: S&P Assigns 'B-' Corporate Credit Rating
ROSEDALE CLO: Moody's Upgrades Ratings on Various Classes of Notes
SENIOR ABS: Fitch Downgrades Ratings on 2002-1 Certs. to 'Bsf/LS4'

SIGNATURE 7: S&P Raises Ratings on Two Classes of Notes
ST LOUIS: Fitch Downgrades Rating on 1999 Revenue Bonds to 'BB'
TABERNA PREFERRED: S&P Affirms Ratings on 13 Tranches
TERWIN MORTGAGE: Moody's Confirms Rating on 2007-4HE Tranches
TRIBUNE LIMITED: Moody's Downgrades Ratings on Two Classes

VENTURE II: Moody's Upgrades Ratings on Three Classes of Notes
VERSAILLES PARTICIPATION: Moody's Cuts Note Rating to 'B3'
WELLS FARGO: Moody's Upgrades Ratings on 13 Tranches
WF-RBS COMMERCIAL: Moody's Assigns Ratings to 2011-C2 Notes
ZOHAR CDO: Moody's Downgrades Ratings on Three Classes of Notes

ZOHAR II: Moody's Downgrades Ratings on Three Classes of Notes
ZOHAR III: Moody's Downgrades Ratings on Various Classes of Notes

* S&P Raises Ratings on 32 Tranches From 28 CDO Transactions
* S&P Withdraws Ratings on 36 Classes From 31 North American CMBS
* S&P Withdraws 'CCsrb (sf)' Rating on Various Swap Transactions

                            *********

ABERDEEN LOAN: Moody's Upgrades Ratings on Three Classes of Notes
-----------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Aberdeen Loan Funding, Ltd.:

  -- US$25,250,000 Class C Floating Rate Senior Secured Deferrable
     Interest Extendable Notes Due 2018, Upgraded to Ba2 (sf);
     previously on September 16, 2010 Upgraded to B1 (sf);

  -- US$19,250,000 Class D Floating Rate Senior Secured Deferrable
     Interest Extendable Notes Due 2018, Upgraded to Caa1 (sf);
     previously on November 23, 2010 Caa3 (sf) Placed Under Review
     for Possible Upgrade;

  -- US$17,250,000 Class E Floating Rate Senior Secured Deferrable
     Interest Extendable Notes Due 2018, Upgraded to Caa3 (sf);
     previously on November 23, 2010 Ca (sf) Placed Under Review
     for Possible Upgrade.

                        Ratings Rationale

According to Moody's, the rating actions taken on the notes result
primarily from an improvement in the overcollateralization ratios
since the rating action in September 2010.  Moody's also notes
that the credit profile of the underlying portfolio has been
relatively stable since the last rating action.

The Class A/B, Class C, Class D and Class E overcollateralization
ratios are reported at 120.27%, 113.00%, 108.02%, and 105.19%
respectively, versus July 2010 levels of 119.57%, 112.36%,
107.43%, and 103.74%, respectively and currently all
overcollateralization tests are in compliance.  In particular, the
Class E overcollateralization ratio has increased due to the
diversion of excess interest to delever the Class E notes in the
event of a Class E overcollateralization test failure.  Moody's
notes that the Class E Notes are no longer deferring interest and
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 balance of $473.7 million, defaulted par of $9.8 million,
a weighted average default probability of 30.81% (implying a WARF
of 3947), a weighted average recovery rate upon default of 43.3%,
and a diversity score of 49.  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.

Aberdeen Loan Funding Ltd., issued in March 2008, 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 sensitivity analysis to test the impact on all
rated notes of various default probabilities.  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,
where a positive difference corresponds to lower expected losses),
assuming that all other factors are held equal:

Moody's Adjusted WARF -- 20% (3158)

  -- Class A: +2
  -- Class B: +3
  -- Class C: +2
  -- Class D: +3
  -- Class E: +2

Moody's Adjusted WARF + 20% (4736)

  -- Class A: -2
  -- Class B: -1
  -- Class C: -2
  -- Class D: -3
  -- Class E: -1

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by 1) uncertainties of
credit conditions in the general economy and 2) the large
concentration of speculative-grade debt maturing between 2012 and
2014 which may create challenges for issuers to refinance.  CDO
notes' performance may also be impacted by 1) the manager's
investment strategy 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) 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) 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 and the asset's current market
   value.

3) 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 sell
   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.

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 worse
   of reported and covenanted values for weighted average rating
   factor, weighted average spread, weighted average coupon, and
   diversity score.


ABCLO 2007-1: S&P Raises Ratings on Various Classes of Notes
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class A-1B, A-2, B, C, and D notes from ABCLO 2007-1 Ltd.,
a collateralized loan obligation transaction managed by
AllianceBernstein L.P.  At the same time, S&P removed three
of the ratings from CreditWatch, where S&P placed them with
positive implications on Nov. 8, 2010.  S&P also affirmed its
'AA+ (sf)' rating and removed it from CreditWatch with positive
implications.

The upgrades reflect an improvement in the credit quality of the
assets in the transaction's underlying portfolio since S&P last
downgraded the notes on Nov. 25, 2009.  As of the Jan. 7, 2011
trustee report, the transaction had $1.40 million of defaulted
assets.  This was down from $19.33 million noted in the Nov. 5,
2009 trustee report, which S&P referenced for its November 2009
rating actions.  The CreditWatch removal for the class A-1a notes
reflects the availability of credit support at the current rating
levels.

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 Jan. 7, 2011
monthly report:

* The class A O/C ratio was 119.29%, compared with a reported
  ratio of 115.55% in November 2009;

* The class B O/C ratio was 111.85%, compared with a reported
  ratio of 108.34% in November 2009;

* The class C O/C ratio was 107.27%, compared with a reported
  ratio of 103.91% in November 2009; and

* The class D O/C ratio was 103.3%, compared with a reported ratio
  of 99.98% in November 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

                         ABCLO 2007-1 Ltd.

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

       Rating Affirmed And Removed From Creditwatch Positive

                         ABCLO 2007- 1 Ltd.

                           Rating
                           ------
             Class     To           From
             -----     --           -----
             A-1a      AA+ (sf)     AA+ (sf)/Watch Pos

Transaction Information
-----------------------
Issuer:             ABCLO 2007-1 Ltd.
Co-Issuer:          ABCLO 2007-1 Corp.
Collateral manager: AllianceBernstein L.P.
Trustee:            Bank of New York Mellon (The)
Transaction type:   Cash flow CLO


ACAS BUSINESS: S&P Raises Ratings on Various Classes of Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1, A-2B, and B notes from ACAS Business Loan Trust 2005-1, a
middle-market collateralized loan obligation transaction managed
by American Capital Ltd. At the same time, S&P removed two of
those ratings from CreditWatch with positive implications.  S&P
also affirmed its ratings on the class A-2A and C notes.

The upgrades reflect the improved performance S&P has observed in
the transaction's underlying asset portfolio since March 2010.  At
that time, S&P lowered the ratings on the class A-1, A-2B, B, and
C notes in the transaction following a review using its September
2009 criteria for rating corporate collateralized debt
obligations.

The upgrades reflect an improvement in overcollateralization
available to support the classes of notes since the time of
S&P's March 2010 rating actions.  According to the January
2010 distribution date report, the class A-1 and A-2A notes
had outstanding balances of $312.6 million and $93.7 million,
or 71.9% and 62.5% of their original balances, respectively.
Since that time, the class A-1 and A-2A notes were paid down
by $172.2 million and $79.2 million, respectively, according to
the January 2011 distribution report.  The class A-1 and A-2A
notes have current outstanding balances of $140.4 million and
$14.6 million, or 32.3% and 9.7% of their original balance,
respectively.

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

S&P will continue to review its ratings on the notes and assess
whether, in its view, the ratings remain consistent with the
credit enhancement available to support them and take rating
actions as S&P deems necessary.

                  Rating And Creditwatch Actions

                  ACAS Business Loan Trust 2005-1

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

                         Ratings Affirmed

                  ACAS Business Loan Trust 2005-1

                     Class            Rating
                     -----            ------
                     A-2A             AAA (sf)
                     C                B+ (sf)


AIRLIE CLO: Moody's Upgrades Ratings on Five Classes of Notes
-------------------------------------------------------------
Moody's Investors Service announced that it has upgraded these
notes issued by Airlie CLO 2006-1 Ltd.:

  -- US$287,000,000 Class A-1 Senior Secured Floating Rate Notes
     Due May 20, 2020 (current outstanding balance $270,499,946),
     Upgraded to Aa2 (sf); previously on September 4, 2009
     Downgraded to Aa3 (sf);

  -- US$16,000,000 Class A-2 Senior Secured Floating Rate Notes
     Due May 20, 2020, Upgraded to A2 (sf); previously on
     September 4, 2009 Downgraded to A3 (sf);

  -- US$16,500,000 Class B Senior Secured Deferrable Floating Rate
     Notes Due May 20, 2020, Upgraded to Baa1 (sf); previously on
     November 23, 2010 Ba1 (sf) Placed Under Review for Possible
     Upgrade;

  -- US$31,000,000 Class C Senior Secured Deferrable Floating Rate
     Notes Due May 20, 2020, Upgraded to Ba3 (sf); previously on
     November 23, 2010 Caa1 (sf) Placed Under Review for Possible
     Upgrade;

  -- US$8,000,000 Class D Secured Deferrable Floating Rate Notes
     Due May 20, 2020, Upgraded to Caa3 (sf); previously on
     November 23, 2010 Ca (sf) 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 transaction's
overcollateralization ratios since the rating action in September
2009.  In Moody's view, these positive developments coincide with
reinvestment of sale proceeds (including higher than previously
anticipated recoveries realized on defaulted securities) into
substitute assets with higher par amounts and/or higher ratings.

Improvement in the credit quality is observed through an
improvement in the average credit rating (as measured by the
weighted average rating factor) and a decrease in the proportion
of securities from issuers rated Caa1 and below.  In particular,
as of the latest trustee report dated January 12, 2011, the
weighted average rating factor is currently 2464 compared to 2774
in the August 2009 report, and securities rated Caa1/CCC+ or lower
make up approximately 2.8% of the underlying portfolio versus 8.7%
in August 2009.  Moody's adjusted WARF has also declined since the
rating action in 2009 due to a decrease in the percentage of
securities with ratings on "Review for Possible Downgrade" or with
a "Negative Outlook." Additionally, there are currently no
defaulted securities in the underlying portfolio compared to
$16.2 million in August 2009.

The overcollateralization ratios of the rated notes have also
improved since the rating action in September 2009.  The Class A,
Class B, Class C, and Class D overcollateralization ratios are
reported at 124.75%, 117.96%, 107.01%, and 104.50%, respectively,
versus August 2009 levels of 118.60%, 112.35%, 102.24%, and
99.85%, respectively, and all related overcollateralization tests
are currently in compliance.  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 balance of $357 million, no defaulted par, a weighted
average default probability of 27.42% (implying a WARF of 3571), a
weighted average recovery rate upon default of 43.50%, 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.

Airlie CLO 2006-1 Ltd., 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 sensitivity analyses to test the impact on all
rated notes of various default probabilities.

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% (2857)

  -- Class A-1: +2
  -- Class A-2: +3
  -- Class B: +2
  -- Class C: +2
  -- Class D: +3

Moody's Adjusted WARF + 20% (4285)

  -- Class A-1: -2
  -- Class A-2: -1
  -- Class B: -2
  -- Class C: -1
  -- Class D: -2

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 manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

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

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

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


ALLIED PROPERTIES: DBRS Confirms 'BB' Issuer Rating
---------------------------------------------------
DBRS has confirmed the Issuer Rating of Allied Properties Real
Estate Investment Trust (Allied or the Trust) at BB (low) with a
Stable trend.  The rating confirmation takes into consideration
modest portfolio growth in new markets over the past year, the
conservative financial profile of the Trust, and the concentration
of lease rollovers during the 2011 to 2013 period.

Allied's portfolio growth was based on acquisitions consisting of
four Class I office properties, two of which are located in new
markets (Calgary and Vancouver).  These acquired properties are
well occupied, with comparable tenants, and they also modestly
improve the Trust's geographic diversification.  Allied's 2010
operating income increased significantly as contributions from
property acquisitions more than offset a 6% decline in same-
portfolio net operating income, which was affected by higher
vacancies in the Trust's Toronto properties.  However, overall
portfolio occupancy at 95% remains high and within the Trust's
historical range.  Despite the increase in cash flow, Allied's
payout ratio has temporarily exceeded 100% due to above-average
leasing costs and higher overall cash distributions during the
year.  Allied's negative free cash flow and property acquisitions
in 2010 were funded primarily with equity proceeds.  As a result,
Allied's financial leverage remains conservative and at a good
level for the current rating category.

Despite conservative debt levels, Allied's BB (low) rating remains
well below DBRS's real estate industry rating of BBB due to its:
(1) relatively small portfolio -- approximately six million square
feet (sq. ft.); (2) single-market exposure -- downtown Toronto
accounts for 51.3% of gross leasable area (GLA); (3) high degree
of lease maturities and concentration by asset-type (office space
accounts for 88.3% of GLA); and (4) lower credit quality tenants.
Allied's rating is underpinned by (1) well-maintained and located
Class I office properties in large Canadian cities; (2) high
portfolio occupancy levels; and (3) conservative financial
leverage.

The stable rating outlook takes into consideration DBRS's
expectation that Allied will continue to achieve reasonable
operating income growth due to full-year cash flow contributions
from recent acquisitions and, to a lesser extent, from near-term
leasing activity.  In addition, Allied's management has indicated
that it plans to make acquisitions in the $100 million to $150
million range during 2011.  Although Toronto office market
fundamentals have shown improvement over the last several
quarters, new Class A office supply still under construction and
recently completed office properties will likely put pressure on
market occupancy and rental rates, which could expose Allied to
re-leasing risk on a significant portion of its leases that mature
over the 2011-2013 period.  DBRS expects that Allied will fund its
property acquisitions and development projects with available debt
capacity.  The aforementioned risks should remain manageable,
given the Trust's conservative financial profile.  DBRS also
expects that Allied will continue to operate with a debt-to-gross
book value assets ratio in the 50% to 55% range.

A negative rating action could result from: (1) weaker operating
and earnings performance; (2) a sustained increase in financial
leverage (debt-to-gross book value assets ratio above 55% and
EBITDA interest coverage below 2.30 times); and/or (3) increasing
portfolio concentration.  On the other hand, a rating improvement
would likely be the result of: (1) a material increase in
portfolio size; (2) improved geographic diversification; (3) a
significant improvement in earnings; and/or (4) moderation of
financial leverage that results in a sustained increase in EBITDA
interest coverage above 3.0 times.


ALPS CAPITAL: Moody's Upgrades Ratings on Three Classes of Notes
----------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by ALPS Capital II plc:

  -- US$90,000,000 Series B Floating Rate Notes due September 30,
     2025 (current outstanding balance of $48,125,115.08),
     Upgraded to Aa2 (sf); previously on December 15, 2010 A2 (sf)
     placed under review for possible further upgrade;

  -- US$30,000,000 Series C Fixed Rate Notes due September 30,
     2025, Upgraded to A1 (sf); previously on December 15, 2010
     Baa1 (sf) placed under review for possible further upgrade;

  -- US$30,000,000 Series D Fixed Rate Notes due September 30,
     2025, Upgraded to Baa1 (sf); previously on December 15, 2010
     Ba1 (sf) Placed Under Review For Possible Further Upgrade.

                        Ratings Rationale

According to Moody's, the rating actions taken on the notes result
primarily from the delevering of the Series A Notes and Series B
Notes.  The Series A Notes have been paid in full and the Series B
Notes have been paid down by approximately 47% or $41.9 million
since the rating action in August 2008.

Moody's also notes that the deal has benefited from actuarial
experience of the referenced block of insurance business that
is more favourable than assumed in Moody's previous analysis.
Based on the annual report of the ALPS Capital II plc transaction
dated on September 28, 2010, the Subject Business generated
$58.8 million of net cash proceeds to the Issuer for the year
ended June 30, 2010, compared to the original projection of
$45.4 million, or 29.5% more than projected.  Cumulatively, the
Subject Business has generated $311.4 million of net cash proceeds
since closing, compared to the original projection of
$274.5 million.

Improvement in the actuarial experience is primarily driven by a
favourable mortality experience and a higher than expected
persistency in the Subject Business, in each case relative to the
original projections.  In particular, as of the latest annual
report for the year ended June 30, 2010, mortality was 92% of
expected for the period, and premiums were $4.5 million higher
than originally projected.

ALPS Capital II plc, issued in December 2005, is an Embedded Value
Life-Insurance-Linked Securitization backed by a closed block of
life insurance policies.  It contains approximately 64% of
traditional life Insurance and 36% of non-traditional life
insurance, which includes interest sensitive life, fixed deferred
annuities and corporate owned life insurance.

The ratings on the notes issued by ALPS Capital II plc were
originally assigned and are monitored by evaluating factors
believed to be relevant to the credit profile of the notes
such as (i) the actuarial experience of the referenced block of
insurance business; (ii) risk analysis and projection performed
by Milliman USA, a consulting firm that specializes in the
insurance industry, based on relevant industry experience for
similar products/underwriting; (iii) review of actuarial report,
including actual underlying cash flows; (iv) performance of
invested assets; and (v) other factors believed to be applicable
to the assessment of the creditworthiness of the transaction, like
a review of the structural, legal, and regulatory risks.

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 under multiple cash flow
scenarios, based on the original actuarial forecast and certain
updated assumptions.  The expected losses are determined by
assigning weights to each scenario considered, according to their
likelihood of occurrence.

In addition to the base case analysis described above, Moody's
also performed sensitivity analyses to test the impact on all
rated notes of combinations of various stressed assumptions, in
terms of interest rates movements, mortality rates, policy lapse
rates, and asset default rate.  Below is a summary of the impact
of different stress scenarios on all rated notes (shown in terms
of the number of notches' difference versus the base case model
output, where a positive difference corresponds to lower expected
loss), assuming that all other factors are held equal:

Scenario considering additional stress on mortality rates, lapse
rates and asset default rate:

  -- Class B: 0
  -- Class C: 0
  -- Class D: 0

Scenario considering additional stress on interest rates, lapse
rates and asset default rate:

  -- Class B: 0
  -- Class C: +1
  -- Class D: +1

Scenario considering additional stress on interest rates and asset
default rate:

  -- Class B: 0
  -- Class C: 0
  -- Class D: 0

Scenario considering additional stress on interest rates,
mortality rates and lapse rates:

  -- Class B: -3
  -- Class C: 0
  -- Class D: 0

Moody's notes that the main source of performance uncertainty in
this transaction is the pace of pay downs of the notes from net
cash proceeds generated from the Subject Business, due to
continuing favourable actuarial experience.  Whether these pay
downs continue at the same pace or accelerate may have significant
impact on the notes' ratings.

The notes' performance may also be impacted by 1) the manager's
investment strategy and behaviour and 2) divergence in legal
interpretation of documentation by different transactional parties
due to embedded ambiguities.


AMMC VII: S&P Raises Ratings on Various Classes of Notes
--------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class B, C, D, and E notes from AMMC VII Ltd., a collateralized
loan obligation transaction managed by American Money Management
Corp. At the same time, S&P removed its ratings on the class A, B,
C, D, and E notes from CreditWatch, where S&P placed them with
positive implications on Nov. 8, 2010.  S&P also affirmed its 'AA+
(sf)' rating on the class A notes.

The upgrades reflect an improvement in the credit quality
available to support the notes since S&P's Oct. 23, 2009 rating
action.  At that time, S&P downgraded most of the rated notes
following the application of S&P's revised corporate CDO criteria.
As of the Nov. 20, 2010 trustee report, the transaction had
$14.4 million of defaulted assets and $26.3 million of assets
rated in the 'CCC' range.  This was down from $38.8 million
defaulted and $66.7 million 'CCC' rated assets noted in the
Sept. 20, 2009 trustee report, which S&P referenced for its
Oct. 23, 2009 rating actions.

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 Nov. 20, 2010 monthly
report:

* The class A/B O/C ratio was 119.68%, compared with a reported
  ratio of 113.07% in September 2009;

* The class C O/C ratio was 114.47%, compared with a reported
  ratio of 108.22% in September 2009;

* The class D O/C ratio was 106.52%, compared with a reported
  ratio of 100.72% in September 2009; and

* The class E O/C ratio was 103.82%, compared with a reported
  ratio of 97.59% in September 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

                          AMMC VII Ltd.

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

                          Rating Affirmed

                           Rating
                           ------
             Class     To          From
             -----     --          ----
             A         AA+ (sf)    AA+ (sf)/Watch Pos


ANTHRACITE CRE: S&P Downgrades Ratings on Six 2006-HY3 Notes
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on six
classes from Anthracite CRE CDO 2006-HY3 Ltd., a commercial real
estate collateralized debt obligation transaction.  At the same
time, S&P affirmed its 'CCC- (sf)' ratings on four other classes
from the same transaction.

The downgrades and affirmations reflect S&P's analysis of the
transaction following its downgrades of 16 commercial mortgage-
backed securities certificates that serve as underlying collateral
for Anthracite 2006-HY3.  The downgraded certificates have a total
balance of $118.9 million (23.2% of the pool balance) and are from
six CMBS transactions.  Most of the rating actions on the
underlying collateral involved downgrades to 'D (sf)' from 'CCC
(sf)' ($86.4 million, 16.9%).

According to the Jan. 18, 2011, trustee report, Anthracite 2006-
HY3 is collateralized by 54 CMBS certificates ($386.0 million,
75.4%) from 15 distinct transactions issued between 2002 and 2006.
The current assets also include five CRE loans ($125.6 million,
24.6%), which are all either subordinate B notes or mezzanine
loans.

Anthracite 2006-HY3 has significant exposure to these CMBS
certificates that Standard & Poor's has downgraded:

* GE Commercial Mortgage Corp.'s series 2005-C4 (classes K through
  P; $57.0 million, 11.1%);

* LB-UBS Commercial Mortgage Trust 2005-C7 (classes K through M;
  $26.8 million, 5.2%); and

* ML-CFC Commercial Mortgage Trust 2006-1 (classes H, J, L, and M;
  $21.1 million, 4.1%).

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

                         Ratings Lowered

                 Anthracite CRE CDO 2006-HY3 Ltd.

                                  Rating
                                  ------
           Class            To               From
           -----            --               ----
           A                B- (sf)          BB+ (sf)
           B-FL             CCC- (sf)        B+ (sf)
           B-FX             CCC- (sf)        B+ (sf)
           C-FL             CCC- (sf)        CCC+ (sf)
           C-FX             CCC- (sf)        CCC+ (sf)
           D                CCC- (sf)        CCC (sf)

                         Ratings Affirmed

                 Anthracite CRE CDO 2006-HY3 Ltd.

                    Class            Rating
                    -----            ------
                    E-FL             CCC- (sf)
                    E-FX             CCC- (sf)


APHEX CAPITAL: S&P Downgrades Ratings on Various Classes to 'D'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'D (sf)', its
ratings on the class A-1, A-2, B, C, D, E, F, G, H, I, J-FX, and
J-FL notes from Aphex Capital NSCR 2007-4 Ltd., a U.S. synthetic
collateralized debt obligation transaction.

S&P lowered the ratings following an interest shortfall that
affected all the notes.

                         Ratings Lowered

                  Aphex Capital NSCR 2007-4 Ltd.

                                Rating
                                ------
                Class       To          From
                -----       --          ----
                A-1         D (sf)      CCC (sf)
                A-2         D (sf)      CCC- (sf)
                B           D (sf)      CCC- (sf)
                C           D (sf)      CCC- (sf)
                D           D (sf)      CCC- (sf)
                E           D (sf)      CCC- (sf)
                F           D (sf)      CCC- (sf)
                G           D (sf)      CCC- (sf)
                H           D (sf)      CCC- (sf)
                I           D (sf)      CCC- (sf)
                J-FX        D (sf)      CCC- (sf)
                J-FL        D (sf)      CCC- (sf)


ARCAP 2004-RR3: S&P Downgrades Rating on Class L Certs. to 'D'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating to 'D (sf)'
from 'CCC- (sf)' on the class L certificates from ARCap 2004-RR3
Resecuritization Inc., a U.S. resecuritized real estate mortgage
investment conduit transaction.

The downgrade reflects a principal loss of $2.04 million incurred
by the class as detailed in the Jan. 21, 2011 remittance report.
As a result of the principal loss, the principal balance of class
L is $6.82 million, down from $8.86 million at issuance.  The
class M and N certificates, which S&P previously downgraded to 'D
(sf)', lost 100% of their $13.0 and $5.5 million issuance balances
per the remittance report.

According to the most recent trustee report, losses on the
underlying commercial mortgage-backed securities collateral caused
the principal loss.  Eight distinct transactions experienced
aggregate principal losses in the amount of $17.6 million.  These
CMBS classes experienced principal losses according to the current
trustee report:

* JP Morgan Commercial Mortgage Finance Corp.'s series 2000-C10
  (classes J, K, and L; $13.3 million loss);

* JP Morgan Chase Commercial Mortgage Securities Corp.'s series
  2001-CIBC2 (classes L and M; $3.7 million loss);

* DLJ Commercial Mortgage Corp.'s series 2000-CKP1 (class B6;
  $549,627 loss); and

* First Union - Bank of America Commercial Mortgage Trust 2001-C1
  (class L; $32,882 loss).

Per the remittance report, ARCap 2004-RR3 was collateralized by 48
CMBS certificates ($414.7 million, 100%) from 17 distinct
transactions issued between 1999 and 2004.

Standard & Poor's analyzed ARCap 2004-RR3 according to its current
criteria.  The analysis is supports the lowered rating.


ARCAP 2005-RR5: S&P Downgrades Rating on Class B Certs. to 'D'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating to 'D (sf)'
from 'CCC- (sf)' on the class B certificates from ARCap 2005-RR5
Resecuritization Inc., a U.S. resecuritized real estate mortgage
investment conduit.  S&P also lowered its rating to 'CCC- (sf)'
from 'B (sf)' on class A-1 and affirmed its 'CCC- (sf)' rating on
two additional classes from the same transaction.

The downgrade of class B reflects a principal loss of
$21.8 million to the class as detailed in the Jan. 24, 2011
remittance report.  As a result of the principal loss, the
principal balance of class B is $166,397, down from $21.9 million
at issuance.  Class C, which S&P had previously lowered to 'D
(sf)', lost 100% of its $21.9 million issuance balance according
to the January remittance report.

The downgrade of class A-1 reflects S&P's analysis of the
transaction following its downgrades on the underlying re-REMIC
certificates that collateralize ARCap 2005-RR5.  The downgraded
underlying certificates are classes K and L from ARCap 2004-RR3
Resecuritization Inc. and total $15 million (19.1% of the total
asset balance).  S&P lowered its rating on class L to 'D (sf)'
following a principal loss as reported in the Jan. 21, 2011,
remittance report.

The affirmations of S&P's 'CCC- (sf)' rating on classes A-2 and A-
3 reflect its analysis of the transaction and the underlying
collateral.

According to the most recent trustee report, the principal loss
was due to losses on the underlying commercial mortgage-backed
securities and re-REMIC collateral.  Four distinct transactions
experienced aggregate principal losses in the amount of
$29.2 million.  These CMBS and re-REMIC classes experienced
principal losses in the current trustee report:

* ARCap 2004-RR3 Resecuritization Inc. (classes L, M, and N;
  $17.6 million loss);

* Prudential Securities Secured Financing Corp. 1999-NRF1 (classes
  L and M; $10.2 million loss);

* Prudential Securities Secured Financing Corp. 1999-C2 (class O;
  $1.4 million loss); and

* First Union National Bank Commercial Mortgage Trust 2000-C1
  (class N; $111,019 loss).

According to the remittance report, ARCap 2005-RR5 was
collateralized by 12 CMBS certificates and two re-REMIC
certificates ($78.5 million, 100%) from 11 distinct transactions
issued between 1999 and 2005.

Standard & Poor's analyzed ARCap 2005-RR5 according to its current
criteria.  The analysis is consistent with the lowered and
affirmed ratings.

                         Ratings Lowered

               ARCap 2005-RR5 Resecuritization Inc.

                                Rating
                                ------
              Class    To                   From
              -----    --                   ----
              A-1      CCC- (sf)            B (sf)
              B        D (sf)               CCC- (sf)

                         Ratings Affirmed

               ARCap 2005-RR5 Resecuritization Inc.

                        Class    Rating
                        -----    ------
                        A-2      CCC- (sf)
                        A-3      CCC- (sf)


ATRIUM II: S&P Raises Ratings on Various Classes of Notes
---------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1, A-2a, A-2b, and B notes from Atrium II, a collateralized loan
obligation transaction managed by CSFB Alternative Capital Inc.
At the same time, S&P removed its ratings from CreditWatch, where
S&P placed it with positive implications on Nov. 8, 2010.  S&P
also affirmed its 'BB- (sf)' ratings on the class B-1 and B-2
notes.

The upgrades reflect improved performance S&P has observed in the
deal's underlying asset portfolio and a paydown to the balance of
the class A-1 notes since its Dec. 8, 2009, rating action, when
S&P downgraded the notes following the application of its
September 2009 corporate CDO criteria.  As of the Jan. 14, 2011
trustee report, the transaction had $8.06 million in defaulted
assets.  This was down from $14.46 million noted in the Oct. 15,
2009 trustee report, which S&P referenced for its December 2009
rating actions.  Additionally, the class A-1 note balances were
paid down by approximately $58 million over the same period.  The
affirmation of the class C-1 and C-2 note ratings reflect S&P's
opinion of the availability of credit support at the current
rating levels.

The transaction has benefited from an increase in
overcollateralization available to support the rated notes.  The
trustee reported these O/C ratios in the January 2011 monthly
report:

* The class A O/C ratio was 123.5%, compared with a reported ratio
  of 114.1% in October 2009;

* The class B O/C ratio was 115.6%, compared with a reported ratio
  of 108.05% in October 2009; and

* The class C O/C ratio was 108.1%, compared with a reported ratio
  of 102.11% in October 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

                             Atrium II

                         Rating
                         ------
              Class   To          From
              -----   --          ----
              A-1     AAA (sf)    AA+ (sf)/Watch Pos
              A-2a    AA+ (sf)    A+ (sf)/Watch Pos
              A-2b    AA+ (sf)    A+ (sf)/Watch Pos
              B       A (sf)      BBB+ (sf)/Watch Pos

                         Ratings Affirmed

                             Atrium II

                         Class   Rating
                         -----   ------
                         C-1     BB- (sf)
                         C-2     BB- (sf)

Transaction Information
-----------------------
Issuer:              Atrium II
Coissuer:            Atrium II (Delaware) Corp.
Collateral manager:  CSFB Alternative Capital Inc.
Trustee:             Bank of New York Mellon (The)
Transaction type:    Cash flow CLO


ATRIUM IV: 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, A-3, B, C, D-1, and D-2 notes from Atrium
IV, a collateralized loan obligation transaction managed by CSFB
Alternative Capital Inc. At the same time, S&P removed its ratings
on the class A-1a, A-1b, A-2, and A-3A notes from CreditWatch,
where S&P placed them with positive implications on Nov. 8, 2010.

The upgrades reflect an improvement in the credit quality
available to support the notes since S&P's May 3, 2010 rating
action, when S&P upgraded the D-1 and D-2 notes.  As of the
Dec. 1, 2010 trustee report, 2.6% of the assets was considered
defaulted.  This was down from 5.8% noted in the March 1, 2010
trustee report, which S&P referenced for its May 3, 2010 rating
actions.

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 Dec. 1, 2010 monthly
report:

* The class A par value ratio was 121.56%, compared with a
  reported ratio of 120.07% in March 2010;

* The class B par value ratio was 113.82%, compared with a
  reported ratio of 112.43% in March 2010;

* The class C pay value ratio was 108.40%, compared with a
  reported ratio of 107.07% in March 2010; and

* The class D par value ratio was 106.28%, compared with a
  reported ratio of 104.98% in March 2010.

Standard & Poor's will continue to review whether, in its view,
the ratings 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

                            Atrium IV

                            Rating
                            ------
            Class     To           From
            -----     --           ----
            A-1a      AA+  (sf)    AA- (sf)/Watch Pos
            A-1b      AA+  (sf)    AA- (sf)/Watch Pos
            A-2       AA+  (sf)    AA- (sf)/Watch Pos
            A-3       AA-  (sf)    A-  (sf)/Watch Pos
            B         BBB+ (sf)    BB+ (sf)
            C         BB+  (sf)    B+  (sf)
            D-1       B+   (sf)    B-  (sf)
            D-2       B+   (sf)    B-  (sf)


BABSON CLO: S&P Affirms Ratings on Various Classes of Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on the
class A-1, A-2A, A-2B, A-2C, A-2Av, B, C-1, C-2, D-1, and D-2
notes from Babson CLO Ltd. 2004-II, a collateralized loan
obligation transaction managed by Babson Capital Management LLC.
At the same time, S&P removed its rating on the B notes from
CreditWatch, where S&P placed it with positive implications on
Nov. 8, 2010.

The affirmations reflect an improvement in the credit quality
of the portfolio of assets available to support the notes since
S&P's Nov. 19, 2009, rating action, when S&P downgraded some
of the notes following the application of its September 2009
corporate CDO criteria.  As of the Jan. 5, 2011 trustee report,
the transaction had $4.7 million in defaulted assets.  This was
down from $20 million noted in the Oct. 2, 2009 trustee report,
which S&P referenced for its November 2009 rating actions.  The
assets rated in the 'CCC' range also decreased to $37 million
from $50 million during the same time period.

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 Jan. 5, 2011 monthly
report:

* The class B O/C ratio was 123.89%, compared with a reported
  ratio of 119.15% in October 2009; and

* The class D-2 O/C ratio was 108.54%, compared with a reported
  ratio of 104.38% in October 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

                     Babson CLO Ltd. 2004-II

                           Rating
                           ------
             Class     To          From
             -----     --          ----
             B         A+ (sf)     A+ (sf)/Watch Pos

                         Ratings Affirmed

                     Babson CLO Ltd. 2004-II

                        Class     Rating
                        -----     ------
                        A-1       AA+ (sf)
                        A-2A      AA+ (sf)
                        A-2B      AA+ (sf)
                        A-2C      AA+ (sf)
                        A-2Av     AA+ (sf)
                        C-1       BBB+ (sf)
                        C-2       BBB+ (sf)
                        D-1       BB+ (sf)
                        D-2       BB+ (sf)


BABSON CLO: S&P Raises Rating on Class E Notes to 'BB+ (sf)'
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class B, C, D, and E notes from Babson CLO Ltd. 2008-II, a
collateralized loan obligation transaction managed by Babson
Capital Management LLC.  At the same time, S&P removed its
ratings on the upgraded classes from CreditWatch, where S&P
placed them with positive implications on Nov. 8, 2010.  S&P
also affirmed its 'AA+ (sf)' ratings on the class A-1 and A-2
notes.

The upgrades reflect an improvement in the credit quality
available to support the notes since S&P's Oct. 23, 2009 rating
action, when S&P downgraded most of the rated notes, following
the application of S&P's revised corporate collateralized debt
obligation criteria.  As of the Jan. 5, 2011, trustee report, the
transaction had no defaulted assets in the portfolio, down from
$28.31 million defaulted assets noted in the Sept. 2, 2009 trustee
report.

Since the time of S&P's last rating action, a number of defaulted
obligors held in the deal emerged from bankruptcy, with some
receiving proceeds that were higher than their carrying values in
the overcollateralization ratio test calculations.

The trustee reported these O/C ratios in the Jan. 5, 2011 monthly
report:

* The class A/B O/C ratio was 126.5%, compared with a reported
  ratio of 120.93% as of Sept. 2 2009;

* The class C O/C ratio was 118.93%, compared with a reported
  ratio of 113.76% as of Sept. 2 2009;

* The class D O/C ratio was 115.07%, compared with a reported
  ratio of 110.1% as of Sept. 2 2009; and

* The class E O/C ratio was 111.15%, compared with a reported
  ratio of 106.38% as of Sept. 2 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

                      Babson CLO Ltd. 2008-II

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

                         Ratings Affirmed

                      Babson CLO Ltd. 2008-II

                        Class     Rating
                        -----     ------
                        A-1       AA+ (sf)
                        A-2       AA+ (sf)

Transaction Information
-----------------------
Issuer:              Babson CLO Ltd. 2008-II
Coissuer:            Babson CLO Inc. 2008-II
Collateral manager:  Babson Capital Management LLC
Underwriter:         Banc of America Securities LLC
Trustee:             State Street Bank and Trust Co.
Transaction type:    Cash flow CLO


BABSON CLO: S&P Raises Ratings on Various Classes of Notes
----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class A-1, A-2A, A-2B, A-2Bv, B, C-1, C-2, and D notes from
Babson CLO Ltd. 2004-I, a collateralized loan obligation
transaction managed by Babson Capital Management LLC.  At the
same time, S&P removed the A-1, A-2A, A-2B, A-2Bv, B, C-1,
and C-2 notes from CreditWatch, where S&P placed them with
positive implications on Nov. 8, 2010.

The upgrades reflect an improvement in the credit quality
available to support the notes since S&P's Nov. 17, 2009 rating
action, when S&P downgraded all of the notes following the
application of its September 2009 corporate CDO criteria.  As of
the Jan. 5, 2011 trustee report, the transaction had $7.2 million
in defaulted assets.  This was down from $28 million noted in the
Oct. 2, 2009 trustee report, which S&P referenced for its November
2009 rating actions.

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 Jan. 5, 2011, monthly
report:

* The senior O/C ratio was 127.31%, compared with a reported ratio
  of 118.15% in October 2009; and

* The mezzanine O/C ratio was 108.37%, compared with a reported
  ratio of 102.75% in October 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

                      Babson CLO Ltd. 2004-I

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


BALLYROCK CLO: S&P Raises Ratings on Various Classes of Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class A, B, C, D-1, and D-2 notes from Ballyrock CLO II Ltd.,
a collateralized loan obligation transaction managed Ballyrock
Investment Advisors LLC.  At the same time, S&P removed these
ratings from CreditWatch, where S&P placed them with positive
implications on Nov. 8, 2010.

The upgrades reflect an improvement in the credit quality
available to support the notes since S&P's March 30, 2010
rating action, when S&P downgraded some of the notes, following
the application of S&P's September 2009 corporate CDO criteria.
As of the Jan. 14, 2011 trustee report, the transaction had
$25.49 million in assets rated 'CCC+' and below.  This was down
from $48.27 million noted in the Feb. 12, 2010, trustee report,
which S&P referenced for its March 2010 rating actions.

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 Jan. 14, 2011, monthly
report:

* The class A/B O/C ratio was 148.30%, compared with a reported
  ratio of 129.00% in February 2010;

* The class C O/C ratio was 132.60%, compared with a reported
  ratio of 119.60% in February 2010; and

* The class D-2 O/C ratio was 116.50%, compared with a reported
  ratio of 109.20% in February 2010.

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

                  Rating And Creditwatch Actions

                       Ballyrock CLO II Ltd.

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


BANC OF AMERICA: Moody's Reviews Ratings on Nine 2006-6 Certs.
--------------------------------------------------------------
Moody's Investors Service placed the ratings of nine classes Banc
of America Commercial Mortgage Inc. Commercial Mortgage Pass-
Through Certificates, Series 2006-6 on review for possible
downgrade:

  -- Cl. A-M, Aa2 (sf) Placed Under Review for Possible Downgrade;
     previously on Nov. 19, 2009 Downgraded to Aa2 (sf)

  -- Cl. A-J, Baa2 (sf) Placed Under Review for Possible
     Downgrade; previously on Nov. 19, 2009 Downgraded to Baa2
     (sf)

  -- Cl. B, Ba2 (sf) Placed Under Review for Possible Downgrade;
     previously on Nov. 19, 2009 Downgraded to Ba2 (sf)

  -- Cl. C, B1 (sf) Placed Under Review for Possible Downgrade;
     previously on Nov. 19, 2009 Downgraded to B1 (sf)

  -- Cl. D, B3 (sf) Placed Under Review for Possible Downgrade;
     previously on Nov. 19, 2009 Downgraded to B3 (sf)

  -- Cl. E, Caa2 (sf) Placed Under Review for Possible Downgrade;
     previously on Nov. 19, 2009 Downgraded to Caa2 (sf)

  -- Cl. F, Ca (sf) Placed Under Review for Possible Downgrade;
     previously on Nov. 19, 2009 Downgraded to Ca (sf)

  -- Cl. G, Ca (sf) Placed Under Review for Possible Downgrade;
     previously on Nov. 19, 2009 Downgraded to Ca (sf)

  -- Cl. H, Ca (sf) Placed Under Review for Possible Downgrade;
     previously on Nov. 19, 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 November 19, 2009.

                   Deal And Performance Summary

As of the January 10, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 2% to
$2.404 billion from $2.462 billion at securitization.  The
Certificates are collateralized by 114 mortgage loans ranging in
size from less than 1% to 13% of the pool, with the top ten loans
representing 53% of the pool.  There are no loans that have
defeased or loans that support investment grade credit estimates.

Thirty-eight loans, representing 45% 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.

Five loans have been liquidated from the pool since
securitization, resulting in an aggregate $11.6 million loss (40%
loss severity on average).  At last review there was less than
$120,000 in realized losses.  Currently eight loans, representing
22% of the pool, are in special servicing.  The largest specially
serviced loan is the Riverchase Galleria Loan ($305.0 million --
12.7% of the pool), which is secured by the borrower's interest in
a 1.6 million square foot regional mall (582,000 square feet of
loan collateral) located in Hoover, Alabama.  The loan was
transferred to special servicing in June 2010 due to imminent
payment default.

Based on the most recent remittance statement, Classes K through P
have experienced interest shortfalls totaling $2.2 million.
Moody's anticipates that the pool will continue to experience
future interest shortfalls because of the high exposure to
specially serviced loans.  Interest shortfalls are caused by
special servicing fees, including workout and liquidation fees,
appraisal subordinate entitlement reductions and extraordinary
trust expenses.

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


BEAR STEARNS: S&P Downgrades Ratings on Five 2000-WF2 Securities
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on five
classes of commercial mortgage-backed securities from Bear Stearns
Commercial Mortgage Securities Inc.'s series 2000-WF2.  In
addition, S&P raised its ratings on two classes and affirmed its
rating on one other class from the same transaction.

The rating actions reflect S&P's analysis of the remaining
collateral in the pool, the deal structure, and liquidity
available to the trust.

S&P lowered its ratings on five certificate classes primarily
because S&P expects ongoing or susceptibility to future interest
shortfalls and credit support erosion upon the eventual resolution
of three of the six specially serviced assets.  S&P lowered its
rating on class J to 'D (sf)' due to recurring interest shortfalls
that S&P does not expect the class to recover in the near term.

S&P upgraded the class C and D certificates to reflect increased
credit enhancement levels resulting from the deleveraging of the
collateral pool.  In addition, S&P also factored in the positive
seasoning of the trust and that fully amortizing loans represent
36.6% of the pooled balance.

The rating affirmation on the class E principal and interest
certificates reflects subordination and liquidity support levels
that S&P considers to be consistent with the current rating.

                       Transaction Summary

As of the Jan. 18, 2011 trustee remittance report, the aggregate
pooled trust balance was $82.4 million, which represents 9.8% of
the aggregate pooled trust balance at issuance.  There are 32
loans and one real estate owned asset remaining in the pool, down
from 145 at issuance.  The master servicer, Wells Fargo Bank N.A.,
provided financial information for 68.7% of the nondefeased loans
in the pool, 58.0% of which was interim 2009 or full-year 2009
data, with the balance reflecting interim 2010 reporting.  S&P
calculated a weighted average debt service coverage of 1.25x for
the pool based on the reported figures, which excluded seven
defeased loans ($26.9 million, 32.6%).  Three loans ($2.7 million,
3.2%) are on the master servicer's watchlist.  Eight loans
($18.0 million, 21.9%) have reported DSCs below 1.10x, and six of
these loans ($13.0 million, 15.8%) have a reported DSCs of less
than 1.00x.  To date, the transaction has realized seven principal
losses totaling $9.5 million.

                      Credit Considerations

As of the Jan. 18, 2011, trustee remittance report, six assets
($22.8 million, 27.6%) in the pool, five of which are among the
top 10 real estate exposures, were with the special servicer,
Berkadia Commercial Mortgage LLC.  The reported payment status
of the specially serviced assets are: one ($10.4 million, 12.5%)
is REO, one ($3.4 million, 4.1%) is in foreclosure, and four
($9.0 million, 11.0%) are matured balloon loans.  Four of the
specially serviced assets ($20.3 million, 24.6%) have appraisal
reduction amounts in effect totaling $7.8 million.  Details of
the five largest specially serviced assets are:

The 855 Publishers Parkway & 655 ABC Basket Road asset
($10.4 million, 12.5%), the largest asset with Berkadia,
is the largest real estate exposure in the pool.  The two
industrial properties totaling 464,091 sq. ft. in Webster,
N.Y., was transferred to Berkadia on Dec. 12, 2007, due to
imminent default and became REO on June 30, 2010.  According
to Berkadia, the properties are currently being marketed for
sale.  The property was 37.0% occupied as Nov. 30, 2010.  The
April 2010 appraisals valued the properties below the asset's
total exposure of $13.1 million.  An ARA of $5.4 million is in
effect against the asset.  Standard & Poor's anticipates a
significant loss upon the eventual resolution of this asset.

The Pier Plaza loan ($4.1 million, 5.0%), the second-largest asset
with the special servicer, is the third- largest real estate
exposure in the pool.  The loan is secured by a ground lease on a
66,380-sq.-ft. office property development in Redondo Beach,
Calif.  The loan was transferred to Berkadia on May 17, 2010, due
to maturity default.  The loan matured on May 1, 2010.  According
to Berkadia, the loan was subsequently modified.  The modification
terms included, among other items, a forbearance period ending
May 1, 2011, with a 12-month extension option exercisable upon
meeting certain conditions.  The year-end 2009 DSC was 1.03x.

The Space Plus Storage Center loan ($3.4 million, 4.1%), the
third-largest asset with the special servicer, and is the seventh-
largest real estate exposure in the pool.  The loan is secured by
an 184,158-sq.-ft. self-storage property totaling 1,025 units in
Boynton Beach, Fl.  The loan was transferred to the special
servicer on Nov. 10, 2009, due to imminent default.  The loan
matured on Sept. 1, 2010.  According to the master servicer, cash
flow at the property has significantly declined, and the reported
DSC at year-end 2009 was 0.31x.  Berkadia indicated that it is
pursuing foreclosure.  Standard & Poor's anticipates a moderate
loss upon the eventual resolution of this asset.

The 450 Post Street loan ($2.4 million, 3.0%), fourth-largest with
the special servicer, is the ninth-largest exposure in the pool.
The loan is secured by a leasehold interest on a 12-story,
127,729-sq.-ft. mixed-use building built in San Francisco.  The
loan was transferred to Berkadia on June 28, 2010, due to maturity
default.  The loan matured on June 1, 2010.  According to
Berkadia, a loan modification was recently closed.  As part of the
modification, the loan's maturity was extended to June 1, 2011,
with an option to extend the maturity one year to June 1, 2012.
The year-end 2009 DSC was 0.81x.

The Otterson Drive loan ($1.8 million, 2.2%), the second-smallest
asset with the special servicer, is the 10th-largest real estate
exposure in the pool.  The loan is secured by two industrial
buildings totaling 90,000 sq. ft. in Chico, Calif.  The loan was
transferred to Berkadia on March 18, 2010, due to imminent
maturity default.  The loan matured on April 1, 2010.  According
to Berkadia, a modification agreement was recently executed
extending the loan's maturity to Sept. 30, 2011.  The DSC as of
year-end 2009 was 0.52x.

According to the special servicer, subsequent to the January 2011
trustee remittance report, the remaining asset with Berkadia, the
Barclay Office Building loan ($611,336 0.7%), was repaid in full.

             Summary of Top 10 Real Estate Exposures

The top 10 exposures secured by real estate have an aggregate
outstanding pooled balance of $43.4 million (52.7%).  Using
servicer-reported numbers, S&P calculated a weighted average DSC
of 1.05x for eight of the top 10 exposures.  Five of the top 10
exposures are with the special servicer and are discussed above.

Standard & Poor's stressed the assets in the pool according to its
criteria and the analysis is consistent with S&P's rating actions.

                         Ratings Lowered

         Bear Stearns Commercial Mortgage Securities Inc.
   Commercial mortgage pass-through certificates series 2000-WF2

                  Rating
                  ------
     Class  To              From          Credit enhancement (%)
     -----  --              ----          ----------------------
     F      BB+ (sf)        BBB- (sf)                      43.17
     G      BB (sf)         BBB- (sf)                      41.90
     H      B- (sf)         BB (sf)                        24.10
     I      CCC- (sf)       BB- (sf)                       16.47
     J      D (sf)          B (sf)                          8.84

         Bear Stearns Commercial Mortgage Securities Inc.
   Commercial mortgage pass-through certificates series 2000-WF2

                          Ratings Raised

                  Rating
                  ------
     Class  To              From          Credit enhancement (%)
     -----  --              ----          ----------------------
     C      AAA (sf)        A+ (sf)                        90.23
     D      AA (sf)         A (sf)                         80.05

         Bear Stearns Commercial Mortgage Securities Inc.
   Commercial mortgage pass-through certificates series 2000-WF2

                          Rating Affirmed

    Class  Rating                        Credit enhancement (%)
    -----  ------                        ----------------------
    E      BBB (sf)                                       52.07


BEAR STEARNS: S&P Downgrades Ratings on 2004-PWR3 Certificates
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on three
classes of commercial mortgage pass-through certificates from Bear
Stearns Commercial Mortgage Securities Trust 2004-PWR3, a U.S.
commercial mortgage-backed securities transaction.  Concurrently,
S&P affirmed its ratings on 14 other classes from the same
transaction.

S&P's rating actions follow its analysis of the remaining
collateral in the transaction, the deal structure, and the
liquidity available to the trust.

S&P lowered its ratings on three certificate classes due to
anticipated credit support erosion upon the eventual resolution of
two of the three specially serviced assets.  S&P also considered
the trust's susceptibility to future interest shortfalls and the
relatively large master servicers' watchlist ($278.3 million,
40.3%).

The affirmed ratings on the 12 principal and interest certificates
reflect subordination and liquidity support levels that are
consistent with the outstanding ratings.  S&P affirmed its ratings
on the remaining two classes X-1 and X-2 interest-only
certificates based on its current criteria.

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 1.45x and a loan-to-value ratio of 81.0%.  S&P further
stressed the loans' cash flows under its 'AAA' scenario to yield a
weighted average DSC of 1.20x and an LTV ratio of 102.7%.  The
implied defaults and loss severity under the 'AAA' scenario were
33.9% and 30.3%, respectively.  The DSC and LTV calculations noted
above exclude six defeased loans ($30.6 million, 4.4%), and two of
the three specially serviced assets ($13.4 million, 1.9%).  S&P
separately estimated losses for these two specially serviced
assets and included them in its 'AAA' scenario implied default and
loss figures.

                       Transaction Summary

As of the Jan. 11, 2011, trustee remittance report, the collateral
pool balance was $689.8 million, which is 62.2% of the balance at
issuance.  The pool includes 87 loans and one real estate owned
asset, down from 116 loans at issuance.  The master servicers,
Wells Fargo Bank N.A. and Prudential Asset Resources (Prudential),
provided financial information for 100% of the nondefeased loans
in the pool, 0.6% of which was full-year 2008 data, 72.0% was
full-year 2009 data, and 27.4% was partial-year or full-year 2010
data.

S&P calculated a weighted average DSC of 1.52x for the loans in
the pool based on the servicer-reported figures.  S&P's adjusted
DSC and LTV figures were 1.45x and 81.0%, respectively.  These
figures excluded six defeased loans ($30.6 million, 4.4%), and two
of the three specially serviced assets ($13.4 million, 1.9%).  S&P
separately estimated losses for these two specially serviced
assets and included them in its 'AAA' scenario implied default and
loss figures.  The transaction has experienced $1.8 million in
principal losses to date.  Twenty-five loans ($278.3 million,
40.3%) in the pool are on the master servicers' watchlist,
including five of the top 10 real estate loans, which S&P discuss
below.  Sixteen loans ($146.8 million, 21.3%) have reported DSCs
below 1.10x, 12 of which ($79.6 million, 11.5%) have reported DSCs
of less than 1.00x.

                      Credit Considerations

As of the Jan. 11, 2011 trustee remittance report, three
assets ($16.9 million, 2.4%) in the pool were with the special
servicer, C-III Asset Management LLC.  The payment status of the
specially serviced assets, as reported in the January 2011 trustee
remittance report, is: one is REO ($4.0 million, 0.6%), one is 90-
plus-days delinquent ($9.4 million, 1.3%), and one is a matured
balloon loan ($3.5 million, 0.5%).  Two of the three specially
serviced assets ($13.4 million, 1.9%) have appraisal reduction
amounts in effect totaling $5.1 million.  According to the special
servicer, the Federal Trust Building loan ($3.5 million, 0.5%), a
matured balloon loan, was paid off subsequent to the January 2011
trustee remittance report.  Details on the remaining two specially
serviced assets are:

The Market on Green loan ($9.4 million, 1.3%) is secured by a
169,530-sq.-ft. specialty retail center in High Point, N.C.  The
90-plus-days delinquent loan was transferred to the special
servicer on Nov. 10, 2010, due to payment default.  C-III
indicated that it is pursuing foreclosure and has ordered an
updated appraisal.  The special servicer has requested updated
financial data from the borrower.  An ARA of $2.4 million is in
effect against the loan.  S&P expects a moderate loss upon the
eventual resolution of this loan.

The CompUSA Lombard asset ($4.0 million, 0.6%), a 25,760-sq.-ft.
free-standing retail building in Lombard, Ill., was transferred to
C-III on Aug. 7, 2009, due to imminent payment default and became
REO on Sept. 15, 2010.  C-III stated that it is in the process of
marketing the 100% vacant property for sale.  An updated March
2010 appraisal valued the property below the total exposure of
$4.4 million.  An ARA of $2.7 million is in effect against the
asset.  S&P expects a significant loss upon the eventual
resolution of this asset.

               Summary of Top 10 Real Estate Loans

The top 10 real estate loans have an aggregate outstanding balance
of $270.3 million (39.2%).  Using servicer-reported numbers, S&P
calculated a weighted average DSC of 1.53x for the top 10 real
estate loans.  S&P's adjusted DSC and LTV ratio for the top 10
real estate loans are 1.32x and 85.1%, respectively.  Five of the
top 10 real estate loans ($169.5 million, 24.6%) are on the master
servicers' watchlist.  Details on these five loans are:

The Two Commerce Square loan is the largest nondefeased loan in
the pool and is secured by a 953,280-sq.-ft. office building in
Philadelphia, Pa.  The whole-loan balance of $107.6 million is
split into two pari passu pieces: $53.8 million of which makes up
7.8% of the trust balance.  The other $53.8 million pari passu
piece is in the Morgan Stanley Capital I Trust 2003-IQ5
transaction.  The loan is on the master servicers' watchlist due
to a decline in reported DSC from 1.68x for year-end 2009 to 1.41x
for the nine months ended Sept. 30, 2010 and occupancy was 84.8%
according to the Nov. 30, 2010 rent roll.

The Aurora City Place loan ($43.6 million, 6.3%) is the second-
largest nondefeased loan in the pool.  The loan is secured by a
331,660-sq.-ft. power center in Aurora, Colo.  The loan appears on
the master servicers' watchlist due to a low reported DSC of 0.98x
and reported occupancy of 78.3% for the nine months ended Sept.
30, 2010.

The Great Northern Mall loan ($38.1 million, 5.5%), the third-
largest nondefeased loan in the pool, is secured by 504,740 sq.
ft. of an 897,700-sq.-ft. regional mall in Clay, N.Y.  The loan is
on the master servicers' watchlist due to a low occupancy of 72.0%
according to the June 30, 2010, rent roll and reported DSC was
1.61x for the six months ended June 30, 2010.

The Lion Industrial Portfolio loan, the sixth-largest nondefeased
loan in the pool, has a whole-loan balance of $38.5 million, which
consists of a $19.2 million senior note that makes up 2.8% of the
pooled trust balance and a $19.3 million subordinate B note held
outside the trust.  The loan, secured by 12 flex industrial
properties totaling 1.8 million sq. ft. in Georgia, Mass., and
Texas, appears on the master servicers' watchlist due to its
Jan. 1, 2011 maturity date.  The master servicer for this loan,
Prudential, indicated that the loan is performing under a
forbearance agreement to provide additional time for the borrower
to obtain refinancing.  The reported overall DSC was 1.50x for the
six months ended June 30, 2010, and the overall occupancy was
74.2% according to the Sept. 30, 2010, rent rolls.

The Heights Plaza loan, the ninth-largest nondefeased loan in the
pool, has a whole-loan balance of $15.5 million that consists of a
$14.8 million senior note that makes up 2.2% of the pooled trust
balance and a $0.7 million subordinate B note held outside the
trust.  The loan, secured by a 370,120-sq.-ft. retail center in
Natrona Heights, Pa., appears on the master servicers' watchlist
due to a low reported DSC of 1.11x and reported occupancy of 64.0%
for the nine months ended Sept. 30, 2010.

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

                         Ratings Lowered

    Bear Stearns Commercial Mortgage Securities Trust 2004-PWR3
           Commercial mortgage pass-through certificates

                     Rating
                     ------
     Class     To           From        Credit enhancement (%)
     -----     --           ----        ----------------------
     M         B (sf)       B+ (sf)                    2.36
     N         B- (sf)      B (sf)                     1.95
     P         CCC (sf)     B- (sf)                    1.55

                         Ratings Affirmed

    Bear Stearns Commercial Mortgage Securities Trust 2004-PWR3
           Commercial mortgage pass-through certificates

       Class    Rating              Credit enhancement (%)
       -----    ------              ----------------------
       A-3      AAA (sf)                             20.64
       A-4      AAA (sf)                             20.64
       B        AA+ (sf)                             16.82
       C        AA (sf)                              15.01
       D        A (sf)                               12.60
       E        A- (sf)                              11.19
       F        BBB+ (sf)                             8.99
       G        BBB (sf)                              7.38
       H        BBB- (sf)                             5.37
       J        BB+ (sf)                              4.97
       K        BB (sf)                               4.16
       L        BB- (sf)                              3.16
       X-1      AAA (sf)                               N/A
       X-2      AAA (sf)                               N/A

                      N/A - Not applicable.


BLACKROCK SENIOR: S&P Keeps 'CCC-' Rating on Watch Negative
-----------------------------------------------------------
Standard & Poor's Ratings Services stated its 'CCC- (sf)' rating
on the class C notes from BlackRock Senior Income Series III PLC,
a market value collateralized debt obligation, remains on
CreditWatch with negative implications.  At the same time, S&P
affirmed its 'CC (sf)' ratings on the class D and E notes from the
same transaction.

The rating actions follow S&P's most recent monthly review of
market value CDO performance.  The CreditWatch update and
affirmations reflect a decrease in the transaction's
overcollateralization levels.

Standard & Poor's will continue to monitor the CDO transactions it
rates and take rating actions, including CreditWatch placements,
when appropriate.

             Rating Remaining On Creditwatch Negative

              BlackRock Senior Income Series III PLC

                  Class     Rating
                  -----     ------
                  C         CCC- (sf)/Watch Neg

                         Ratings Affirmed

              BlackRock Senior Income Series III PLC

                  Class     Rating
                  -----     ------
                  D          CC (sf)
                  E          CC (sf)


CALIFORNIA HEALTH: S&P Raises Rating on 1991 Bonds to 'BB'
----------------------------------------------------------
Standard & Poor's Ratings Services raised its long-term rating to
'BB' from 'BB-'on the California Health Facilities Financing
Authority's series 1991 revenue bonds, issued on behalf of Good
Samaritan Hospital.  The outlook is stable.

The rating reflects S&P's view of the hospital's positive credit
factors, including its:

* Longer-term improvement in operating performance and better-
  than-budgeted and positive financial performance through
  Dec. 31, 2010;

* Solid cash flow and improved maximum annual debt service
  coverage;

* Increased liquidity, backed by a strong fundraising history and
  high levels of restricted funds, though liquidity is expected to
  decline with capital spending;

* Longer-term strategy to increase surgical volumes and revenues;
  and

* Sound business base with relatively limited seismic spending
  needs.

Partially offsetting the above factors is S&P's view of these:

* Upcoming capital spending plans, which will result in a
  liquidity decline;

* Persistent operating losses, though year-to-date performance has
  improved considerably;

* Soft or flat volumes although the payer mix improved; and

* A challenging service area in downtown Los Angeles, which is
  characterized by a high uninsured population and abundant
  competition although Good Samaritan's payer mix has improved.

"Although S&P understands management plans to spend down
unrestricted cash and investments on an upcoming construction
project, which will result in weaker liquidity indicators, there
has been what S&P views as marked improvement on both the income
statement and balance sheet," said Standard & Poor's credit
analyst Geraldine Poon.

The stable outlook reflects S&P's view of the hospital's continued
improvement in financial results, solid coverage, and balance
sheet improvement.  In S&P's opinion, given the spenddown of cash
for the medical office building, a liquidity drop below current
pro forma expectations or deeper operating losses could pressure
the rating.  A further raised rating, in S&P's view, would be
predicated upon the hospital's maintenance of positive operations
and successful progress on its master facility plan.


CALLIDUS DEBT: Moody's Upgrades Ratings on Four Classes of Notes
----------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Callidus Debt Partners CLO Fund
II, Ltd.

  -- US$246,000,000 Class A Senior Secured Floating Rate Notes Due
     2015 (current balance of $105,178,358), Upgraded to Aaa(sf);
     previously on August 2, 2010 Upgraded to Aa1(sf);

  -- US$13,500,000 Class B Senior Secured Deferrable Floating Rate
     Notes Due 2015, Upgraded to Aa1(sf); previously on August 2,
     2010 Upgraded to A3(sf);

  -- US$11,500,000 Class C-1 Secured Floating Rate Notes Due 2015
     (current balance of $12,336,259), Upgraded to B1(sf);
     previously on November 23, 2010 Ca(sf), Placed on Review for
     Possible Upgrade;

  -- US$10,000,000 Class C-2 Secured Fixed Rate Notes Due 2015
     (current balance of $10,665,558), Upgraded to B1(sf);
     previously on November 23, 2010 Ca(sf), Placed on Review for
     Possible Upgrade.

                        Ratings Rationale

According to Moody's, the rating actions taken on the notes result
primarily from an increase in the transaction's collateral
coverage since the rating action in August 2010.  In addition, the
rating actions on the Class C-1 and the Class C-2 Notes also
reflect a correction made to an input in the model with regard to
the restricted investments account.

Since the rating action in August 2010, the Class A Notes were
paid down by about $43 million due to principal amortizations.  As
a result, the Class A overcollateralization ratio has improved,
and is reported by the trustee in the December 2010 report at
145.05% versus June 2010 levels of 130.79%, in compliance with the
test level of 114.05%.  Moody's expects delevering to continue as
a result of the end of the deal's reinvestment period in August
2008.

Moody's notes that the credit profile of the underlying portfolio
has been relatively stable since the August 2010 rating action.
Based on the December 2010 trustee report, the weighted average
rating factor is 2770 compared to 2634 in June 2010.
Additionally, defaulted securities have decreased totaling about
$0.3 million of the underlying portfolio currently compared to
$4.7 million in June 2010.

The rating on the Class A Notes reflects the actual underlying
rating of the Class A Notes.  This underlying rating is based
solely on the intrinsic credit quality of the Class A Notes in the
absence of the guarantee from Ambac Assurance Corporation
("Ambac"), whose insurance financial strength rating is currently
Caa2.  The above action on the Class A Notes is a result of, and
is consistent with, Moody's modified approach to rating structured
finance securities wrapped by financial guarantors as described in
the press release dated November 10, 2008, titled "Moody's
modifies approach to rating structured finance securities wrapped
by financial guarantors."

The transaction includes an Apex Swap that is currently being
repaid using interest proceeds.  Generally, the Apex Swap
counterparty pays the issuer amounts equivalent to any principal
losses experienced by the issuer resulting from credit risk sales
or defaulted securities, subject to a cumulative limit of $28.9
million.  In return, the issuer is obligated to repay such amounts
advanced by the counterparty through the waterfall sequence of
payment priorities specified in the transaction's indenture.  The
ongoing repayment of previously advanced amounts on the swap is
currently causing the Class C Notes to defer partial interest.
Moody's notes however that once the outstanding amount of the Apex
Swap balance is repaid, the Class C Notes will resume receiving
current interest payments.  The upgrade rating action on the Class
C Notes reflects consideration of the likelihood that such
interest payments will resume.  It also reflects the impact of a
correction to the modeling of the restricted investments account,
which holds proceeds that collateralize the swap.  Amounts in the
restricted investments account are intended to be used to pay back
any amounts owed to the swap at the maturity of the deal, or to
the extent there are excess proceeds, the amounts may be used to
pay down the Class C Notes.  Moody's previously failed to take
into consideration the $28.9mm balance that is currently in the
restricted investments account when modeling the transaction.  The
rating action takes into consideration the correct balance in that
account.

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 balance of $131.6 million, defaulted par of $1.0 million,
Apex Swap balance of $7.7 million, a weighted average default
probability of 22.19% (implying a WARF of 3637), a weighted
average recovery rate upon default of 41.85%, and a diversity
score of 47.  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.

Callidus Debt Partners CLO Fund II, Ltd., issued in June 2003, 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 sensitivity analyses to test the impact on all
rated notes of various default probabilities.  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% (2910)

  -- Class A: 0
  -- Class B: +1
  -- Class C-1: +2
  -- Class C-2: +2

Moody's Adjusted WARF + 20% (4364)

  -- Class A: 0
  -- Class B: -2
  -- Class C-1: -1
  -- Class C-2: -1

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by 1) uncertainties of
credit conditions in the general economy and 2) the large
concentration of speculative-grade debt maturing between 2012 and
2014 which may create challenges for issuers to refinance.  CDO
notes' performance may also be impacted by 1) the manager's
investment strategy 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 the recent U.S. bankruptcy court ruling on Lehman swap
termination in the Dante case.

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) 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.


CANYON CAPITAL: S&P Raises Rating on Class C Note to 'BB+ (sf)'
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class B, C, and D notes from Canyon Capital CLO 2004-1 Ltd., a
collateralized loan obligation transaction managed by Canyon
Capital Advisors LLC.  S&P also affirmed its 'AA+ (sf)' ratings on
the class A-1-A, A-1-B, A-2-A, and A-2-B notes and removed them
from CreditWatch, where S&P placed them with positive implications
on Nov. 8, 2010.

The upgrades of the class B, C, and D notes reflect improved
performance S&P has observed in the deal's underlying asset
portfolio since its Nov. 17, 2009 rating action, when S&P
downgraded the notes following the application of its September
2009 corporate collateralized debt obligation criteria.  As of the
Jan. 5, 2011, trustee report, the transaction had $4.117 million
of defaulted assets.  This was down from $17.17 million noted in
the Oct. 2, 2009 trustee report, which S&P referenced for its
November 2009 rating actions.  The affirmations of S&P's ratings
on the class A-1-A, A-1-B, A-2-A, and A-2-B notes reflect its
opinion of the availability of sufficient credit support at the
current rating level.

The transaction has also benefited from an increase in
overcollateralization available to support the rated notes.  The
trustee reported these O/C ratio in the January 2011 monthly
report:

* The class A O/C ratio was 137.19%, compared with a reported
  ratio of 133.83% in October 2009;

* The class B O/C ratio was 121.56%, compared with a reported
  ratio of 118.58% in October 2009;

* The class C O/C ratio was 111.34%, compared with a reported
  ratio of 108.61% in October 2009; and

* The class D O/C ratio was 107.13%, compared with a reported
  ratio of 104.5% in October 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.

                         Ratings Raised

                  Canyon Capital CLO 2004-1 Ltd.

                              Rating
                              ------
                 Class     To          From
                 -----     --          ----
                 B         A+ (sf)     BBB+ (sf)
                 C         BB+ (sf)    BB (sf)
                 D         B (sf)      CCC+ (sf)

             Ratings Affirmed And Creditwatch Actions

                  Canyon Capital CLO 2004-1 Ltd.

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

Transaction Information
-----------------------
Issuer:              Canyon Capital CLO 2004-1 Ltd.
Coissuer:            Canyon Capital CLO 2004-1 Corp.
Collateral manager:  Canyon Capital Advisors LLC
Underwriter:         Lehman Brothers Inc.
Trustee:             Deutsche Bank Trust Co. Americas
Transaction type:    Cash flow CLO


CANYON CAPITAL: S&P Raises Rating on Class D Note to 'B (sf)'
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class B, C, and D notes from Canyon Capital CLO 2004-1 Ltd., a
collateralized loan obligation transaction managed by Canyon
Capital Advisors LLC.  S&P also affirmed its 'AA+ (sf)' ratings on
the class A-1-A, A-1-B, A-2-A, and A-2-B notes and removed them
from CreditWatch, where S&P placed them with positive implications
on Nov. 8, 2010.

The upgrades of the class B, C, and D notes reflect improved
performance S&P has observed in the deal's underlying asset
portfolio since its Nov. 17, 2009 rating action, when S&P
downgraded the notes following the application of its September
2009 corporate collateralized debt obligation criteria.  As of the
Jan. 5, 2011 trustee report, the transaction had $4.117 million of
defaulted assets.  This was down from $17.17 million noted in the
Oct. 2, 2009 trustee report, which S&P referenced for its November
2009 rating actions.  The affirmations of S&P's ratings on the
class A-1-A, A-1-B, A-2-A, and A-2-B notes reflect its opinion of
the availability of sufficient credit support at the current
rating level.

The transaction has also benefited from an increase in
overcollateralization available to support the rated notes.  The
trustee reported these O/C ratio in the January 2011 monthly
report:

* The class A O/C ratio was 137.19%, compared with a reported
  ratio of 133.83% in October 2009;

* The class B O/C ratio was 121.56%, compared with a reported
  ratio of 118.58% in October 2009;

* The class C O/C ratio was 111.34%, compared with a reported
  ratio of 108.61% in October 2009; and

* The class D O/C ratio was 107.13%, compared with a reported
  ratio of 104.5% in October 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.

                          Ratings Raised

                  Canyon Capital CLO 2004-1 Ltd.

                               Rating
                               ------
                  Class     To          From
                  -----     --          ----
                  B         A+ (sf)     BBB+ (sf)
                  C         BB+ (sf)    BB (sf)
                  D         B (sf)      CCC+ (sf)

             Ratings Affirmed And Creditwatch Actions

                  Canyon Capital CLO 2004-1 Ltd.

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

Transaction Information
-----------------------
Issuer:              Canyon Capital CLO 2004-1 Ltd.
Coissuer:            Canyon Capital CLO 2004-1 Corp.
Collateral manager:  Canyon Capital Advisors LLC
Underwriter:         Lehman Brothers Inc.
Trustee:             Deutsche Bank Trust Co. Americas
Transaction type:    Cash flow CLO


CARBON CAPITAL: S&P Downgrades Ratings on Seven Classes of Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on seven
classes from the Carbon Capital II Real Estate CDO 2005-1 Ltd.,
which is a commercial real estate collateralized debt obligation
transaction.  At the same time, S&P affirmed its 'CCC- (sf)'
ratings on three other classes from the same transaction.

The downgrades follow S&P's analysis of the transaction due to the
increase in reported impaired assets ($122.2 million, 48.5%).  The
volume of the impaired assets has led to further deterioration in
the transaction's collateralization, which fell to 66.9% as of the
Jan. 31, 2010, trustee report, from 75.8% as of the June, 15,
2010, trustee report.

According to the Jan. 31, 2010, trustee report, the transaction's
collateral totaled $251.9 million while the transaction's
liability totaled $376.3 million, resulting in a collateralization
of 66.9%.  The transaction's current asset pool included these:

* Three whole loans ($93.9 million, 37.3% of the collateral pool);

* Twelve subordinate-interest loans ($140.0 million, 55.6%); and

* One commercial mortgage-backed securities tranche
  ($18.0 million, 7.2%).

Standard & Poor's reviewed the credit estimates for the
nondefaulted loan assets.  S&P based the analyses on its adjusted
net cash flow, which S&P derived from the most recent financial
data provided by the collateral manager, BlackRock Financial
Management Inc., and trustee, Bank of America Merrill Lynch, as
well as market and valuation data from third-party providers.

The reported impaired assets include six loan assets ($122.2
million, 48.5%).  Standard & Poor's estimated asset-specific
recovery rates for these loan assets ranged from 0% to 75%.  S&P
based the recovery rates on information from the collateral
manager, special servicer, and third-party data providers.  The
defaulted assets are:

* Hilton Pittsburgh whole loan ($49.6 million, 19.7%);

* 200 Lafayette whole loan ($29.8 million, 11.8%);

* San Francisco Multifamily Portfolio subordinated loan ($15.0
  million, 5.9%);

* Highwoods Office Park whole loan ($14.5 million, 5.8%);

* Lembi Mezz 3 subordinated loan ($7.3 million, 2.9%); and

* Lembi Open Pool 8 subordinated loan ($6.0 million, 2.4%).

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

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

                          Ratings Lowered

          Carbon Capital II Real Estate CDO 2005-1 Ltd.
                 Collateralized debt obligations

                               Rating
                               ------
             Class     To                   From
             -----     --                   ----
             A         A- (sf)              AA (sf)
             B         BB (sf)              BBB+ (sf)
             C         B+ (sf)              BBB- (sf)
             D         B- (sf)              BB+ (sf)
             E         CCC+ (sf)            BB+ (sf)
             F         CCC- (sf)            B+ (sf)
             G         CCC- (sf)            CCC (sf)

                         Ratings Affirmed

          Carbon Capital II Real Estate CDO 2005-1 Ltd.
                 Collateralized debt obligations

                       Class     Rating
                       -----     ------
                       H         CCC- (sf)
                       I         CCC- (sf)
                       J         CCC- (sf)


CARLYLE VANTAGE: S&P Raises Ratings on Various Classes of Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1, A-3, B, C, and D notes from Carlyle Vantage CLO Ltd., a
collateralized loan obligation transaction managed by Carlyle
Investment Management LLC.  At the same time, S&P removed its
rating on class A-1 from CreditWatch with positive implications.
S&P also affirmed its rating on the class A-2 notes.

The upgrades reflect the improved performance S&P has observed in
the transaction's underlying asset portfolio since November 2009.
At that time, S&P lowered the ratings on the class A-1, A-3, B, C,
and D notes following a review using S&P's September 2009 criteria
for rating corporate collateralized debt obligations.

At the time of S&P's last rating action, Carlyle Vantage CLO Ltd.
held approximately $10.3 million in defaulted obligations and
$38.0 million in underlying assets from obligors with ratings in
the 'CCC' range, according to the September 2009 trustee report.
As of the Dec. 31, 2010 trustee report, the transaction held
$3.1 million in defaulted obligations and $17.1 million in assets
from underlying obligors with ratings in the 'CCC' range.

Since the time of S&P's last rating action, the transaction paid
down the class A-1 and A-2 notes by $57.8 and $11.5 million to
82.4% and 78% of their original balances, respectively.  In
addition, the transaction redirected a total of $16.1 million in
interest proceeds to the principal collection account for
application as principal proceeds due to a loss replenishment
trigger.  Also, a number of defaulted obligors held in the deal
emerged from bankruptcy, with some receiving proceeds that were
higher than their carrying value in the overcollateralization
(O/C) ratio test calculation.  This, in combination with the note
paydowns, the redirecting of interest to principal proceeds due to
the loss replenishment trigger, and the reduction in assets with
ratings in the 'CCC' range, benefited the transaction's O/C ratio.
As of the Dec. 31, 2010, the senior O/C ratio increased to 122.3%
from 114.8% as of Sept. 10, 2009.

Also at the time of S&P's last rating action, the class D notes
failed to withstand the specified combination of underlying asset
defaults at the 'CCC' rating levels of the largest obligor default
test.  Currently, the largest obligor default test is no longer a
constraining factor for S&P's rating on the class D notes.

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

                 Rating And Creditwatch Actions

                     Carlyle Vantage CLO Ltd.

                                 Rating
                                 ------
    Class                   To           From
    -----                   --           ----
    A-1                     AA+ (sf)     AA- (sf)/Watch Pos
    A-3                     AA+ (sf)     AA- (sf)
    B                       AA (sf)      BBB+ (sf)
    C                       A+ (sf)      BB+ (sf)
    D                       BBB- (sf)    CCC- (sf)

                          Rating Affirmed

                     Carlyle Vantage CLO Ltd.

                    Class            Rating
                    -----            ------
                    A-2              AAA (sf)


CENTENARY COLLEGE: Moody's Affirms 'Ba2' Rating on 1999 Bonds
-------------------------------------------------------------
Moody's Investors Service has affirmed Centenary College's Ba2
rating.  The rating outlook has been revised to positive from
negative.  The rating applies to the College's Series 1999 Revenue
and Refunding Bonds issued through the Louisiana Public Facilities
Authority, with $14.7 million outstanding.

Ratings Rationale: Moody's rating action and upward outlook
revision reflects the College's "Deficit Intolerance Plan" and
related cost reductions (expenses down 9.8% in FY 2010) and
commitment to move to a reduced endowment payout rate.  The rating
also reflects fundraising strength and a competitive student
market with net tuition per student of $9,147 in FY 2010.

                           Challenges

* Student market and recruiting challenges given a highly
  competitive environment.  The academic reorganization along with
  efforts to reduce tuition discounting caused a decrease in
  enrollment down to 848 FTEs in fall 2010.  Yield on admitted
  students fell to 20.2% in fall 2010, down from 30.4% the prior
  year, and the incoming freshman class was only 200 as compared
  to 278 in prior year.  Management cites the academic
  reorganization as well as the athletic division change for
  contributing to the weak yield for the fall of 2010.  Net
  tuition per student fell in 2009 and 2010 to $9,147.  Recent
  personnel additions have been made to focus on recruitment and
  retention and the College has initiated renewed focus on
  recruiting in nearby Texas.

* Given the challenging student market position the College's goal
  to increase enrollment to 1,000 students by 2014 remains
  unproven and, if achieved, will still leave the College
  uncommonly small.  While inquiries for the fall 2011 entering
  class remain in line with prior years, completed applications on
  a year over year basis are down with 282 completed applications
  as of January 7, 2011, as compared to 490 as of January 8, 2010.

* Past endowment spending was elevated, leading to reduced
  financial resource flexibility.  Of total financial resources of
  $111 million at the end of FY 2010, just $26 million is
  expendable.  Monthly liquidity of $8.9 million equates to 127
  monthly days cash on hand.

* Rising age of plant (13.8 years as of FY 2010) following three
  years of reduced capital spending with likely capital needs
  including science education facilities to be supported by donor
  funds.

                            Strengths

* Sound balance sheet position for the small liberal arts college,
  with expendable financial resources of $26 million covering debt
  and operations by 1.8 times and 0.9 times, respectively.  Total
  financial resources increased 7.2% in FY 2010 to $111 million,
  fueled by a 12.6% endowment return.

* Dramatically improved operating performance based on move to
  Division III from Division I in athletics and academic program
  reorganization, expenses down 9.8% in FY 2010.  In May 2009, the
  College began a process of reviewing its academic programs to
  realign resources especially in light of the low number of
  students per major (19, and thirteen majors with five or fewer
  students).  The College has begun a phase out of 22 majors and
  will be able to reduce related costs over time.  Moody's
  calculation of operating cash flow improved to 13.7% in FY 2010
  from -5.7% in FY 2009.

* Prospect for ongoing donor support.  Average gift revenue of
  $12.1 million for the last three years, or $14,305 on a per
  student basis.  Maintaining donor support will be vital to
  ongoing financial health with a relative high reliance (31%) on
  gifts as a portion of Moody's adjusted $29 million revenue base
  in FY 2010.

* Ability to borrow up to $23.2 million of certain permanent
  endowments to provide the College additional liquidity in the
  event of an acceleration of the Series 1999 bonds.  For more
  information related to this topic see recent developments below.

* No current plans for additional debt although student residence
  facilities may require investment over time.  With improved cash
  flow from operations the debt burden is manageable with debt to
  revenues of 0.51 times and debt service to operations of 5.2%.

Legal Security: The Series 1999 bonds are secured by the College's
Unrestricted Revenues.

Debt-Related Derivatives: None, all of the College's debt is fixed
rate.

                    Recent Developments/Results

Unrealized investment losses in FY 2002, FY 2003 triggered
technical defaults on the Series 1999 bonds due to the debt
service coverage calculations, although the College made full and
timely payment on the bonds.  The College failed to meet the
covenant in FY 2009 (-8.79 coverage as opposed to 1.1 times
minimum) but met the requirement for FY 2010 (7.67 times pro forma
debt service coverage ratio) and anticipates doing so for the
current fiscal year, but that is partially dependent on investment
returns.  The College is authorized to borrow from certain
permanent endowments up to $23.2 million, if necessary, to make
payment on the Series 1999 bonds.  This ability to borrow from the
endowment provides an additional source of liquidity should the
Series 1999 Bonds be accelerated.  However, Moody's notes that
access to those funds is not available to the Trustee of the
Series 1999 bonds, but is provided only to the College which
sought the special authorization and would likely use it in the
event of acceleration.

The pooled endowment had a 12.6% return in FY 2010.  The asset
allocation at FYE 2010 was 29% domestic equity, 18% international
equity, 30% fixed income, 15% hedge funds, 3% commodities, and 5%
cash.

                              Outlook

The positive rating outlook reflects the College's strong
commitment to financial discipline as demonstrated through the
move to Division III athletics, the elimination of under-
subscribed majors and unrestricted gift support from closely
aligned donors.  If Centenary can achieve some student revenue
growth and maintain healthy cash flow from operations and reduced
endowment payout, Moody's believe there are solid prospects for a
rating upgrade within the next one to two years.

                 What could change the rating -- Up

Ongoing healthy cash flow in support of operations combined with
gains in student market strength and philanthropic support.

               What could change the rating -- Down

Deterioration in liquidity, weakening of student market position,
or a move back to operating deficits.

Key Indicators (FY 2010 Financials, Fall 2010 Enrollment):

* Total Enrollment: 848 full-time equivalent students

* Undergraduate Selectivity: 59.7% of applicants accepted

* Undergraduate Matriculation: 20.2% of accepted applicants
  enrolled

* Total Financial Resources: $111 million

* Direct Debt: $14.7 million

* Expendable Resources to Debt: 1.8 times

* Expendable Resources to Operations: 0.9 times

* FY 2010 Operating Margin: 1.5%

* Three Year Average Operating Margin: -16.7%

* Monthly Liquidity: $8.9 million

* Monthly Days Cash on Hand: 127 days


CHYPS CBO: Fitch Affirms Ratings on Two Classes of Notes
--------------------------------------------------------
Fitch Ratings has affirmed the ratings on these remaining classes
of notes from CHYPS CBO 1999-1, LTD. and subsequently withdraws
the ratings since the notes have matured:

  -- $41,000,000 class A-3A notes 'Dsf';
  -- $14,851,485 class A-3B notes 'Dsf'.

At the stated maturity date on Feb. 1, 2011, the class A-3A and A-
3B notes did not receive any payments.  The 'Dsf' ratings on the
class A-3 notes reflect the issuer's failure to redeem all
principal and interest due at the stated maturity date.

CHYPS CBO 1999-1 was a collateralized bond obligation that closed
Jan. 7, 1999, and was managed by Delaware Investment Advisors.


CITIGROUP COMMERCIAL: Fitch Corrects Press Release on Ratings
-------------------------------------------------------------
This is an amended version of a press release originally issued
June 3, 2010, containing revised rating information on classes E,
F, G & H.

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

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

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

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

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

The Hudson Hotel is secured by the fee and leasehold interest in
an 805-room full-service hotel located in midtown Manhattan, NY,
on the south side of West 58th Street between Eighth and Ninth
Avenues.  The loan transferred to the special servicer in May 2010
due to imminent maturity default.  The property was originally
constructed in 1928 and underwent a three-year, $125 million
($155,279 per key) renovation following the purchase in 1997 by
Morgan Hotels.  The renovation was Ian Schrager's first New York
City hotel in over 10 years.

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

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

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

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

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

  -- $164,608,000 class A-2 to 'A/LS2 ' from 'AAA'; Outlook
     Negative;

  -- $24,903,000 class B to 'BBB/LS3' from 'AA-'; Outlook
     Negative;

  -- $19,923,000 class C to 'BBB/LS5' from 'A+'; Outlook Negative;

  -- $12,949,000 class D to 'BB/LS5' from 'A'; Outlook Negative;

  -- $11,954,000 class E to 'BB/LS5' from 'BBB+'; Outlook
     Negative;

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

  -- $11,953,000 class G to 'CCC/RR2' from 'BBB-';

  -- $11,954,000 class H to 'CCC/RR6' from 'BB+';

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

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

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

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

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

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

  -- $1.9 million class HTT-1 to 'BB/LS5' from BBB-; Outlook
     Negative;

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

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

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

  -- $368.9 million class A-1 at 'AAA/LS1'; Outlook Stable;
  -- Interest only class X-2 at 'AAA'; Outlook Stable;
  -- $2.9 million class INM at 'B-/LS5'; Outlook Negative;
  -- $1.5 million class WES at 'B/LS5'; Outlook Negative;
  -- $1.2 million class RSI-1 at 'B-/LS5'; Outlook Negative;
  -- $1.6 million class RSI-2 at 'B-/LS5'; Outlook Negative;
  -- $1.9 million class AVA at 'B-/LS5'; Outlook Negative;
  -- $0.8 million class MOF at 'BB-/LS5'; Outlook Negative.

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

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

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

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

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

The assignment of 'RR6' to class H reflects modeled recoveries of
19% of its outstanding balance.  The expected recovery proceeds
are broken down:

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

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

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

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

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


CITY OF HOUSTON: Fitch Affirms 'B-' Rating on Airport Bonds
-----------------------------------------------------------
Fitch Ratings affirms the City of Houston, TX's $323.5 million
airport system special facilities revenue bonds (Continental
Airlines Inc. Terminal E Project) series 2001 at 'B-'.  The series
2001 bonds are fixed-rate revenue bonds with a final maturity in
2029.  The Rating Outlook on the special facilities bonds has been
revised to Positive from Stable.

The rating reflects the combined carrier's, United Continental
Holdings, Inc., which currently has a Fitch Issuer Default Rating
of 'B-' and a Positive Outlook, improved underlying financial
strength and liquidity, the essential nature of the Terminal E as
it handles the majority of the carrier's international operations
at Houston Airport System and the re-letting provisions allowing
the airport to retake the facility in the event of an early lease
termination.

The Outlook revision reflects the current outlook of the terminal
project's primary obligor, United Continental, as well as
continued strong utilization of the facility by the combined
carrier following the merger.

The Continental Terminal E Project bonds financed the construction
and development of Terminal E at George Bush Intercontinental
Airport (Intercontinental), which United Continental uses as an
international connection hub and Latin American gateway.  Special
facilities rent paid by United Continental secures the Continental
Terminal E Project bonds and bondholders have no access to
liquidity or structural enhancements to avoid default if the
carrier fails to provide timely debt service payments.  Terminal E
was built in two phases and fully opened in January 2005.

Intercontinental serves as the primary commercial airport for the
metropolitan area and it is the only Houston-area airport
providing international service.  United Continental has continued
to operate its major system hub at the airport since the merger in
October of 2010, without any major scheduling changes and hubbing
decision; no significant changes in traffic profile are expected
as a result of the merger.  United Continental accounted for
approximately 86% of Intercontinental's passengers and 80% of
total international traffic in 2010.  Terminal E is a 600,000
square-foot facility with 23 gates that can handle both domestic
and international passenger traffic.  The terminal is an essential
facility for the airport itself as well as for United
Continental's international operations.  Terminal E handles about
32% of total Intercontinental traffic while the terminal's
international traffic of 5.3 million passengers in 2010
represented 13% of all the airport's passengers and 62% of all
international traffic.  Intercontinental's traffic has held up
relatively well through the recent downturn, with modest declines
in enplanements at a compound annual growth rate of 1.3% between
2006 and 2010.  After year-over-year enplanement declines of 3.1%
and 4.1% in 2008 and 2009, respectively, 2010 demonstrated a
positive increase of 1% in total airport traffic, indicating signs
a recovery is underway.  In 2010, international traffic has
increased at a faster rate than domestic, rising by 8.9% compared
to 0.7% decline in domestic traffic.

In September 2010, Fitch upgraded United Airlines' IDR to 'B-' and
maintained its Positive Rating Outlook; the upgrade followed
steady strengthening in United's stand-alone credit profile during
2010 and clear progress toward the resolution of merger-related
issues.  Additionally, in September 2010, Fitch affirmed its IDR
on Continental Airlines at 'B-' and revised the Outlook to
Positive from Stable in anticipation of the closing of the merger.
The Outlook revision reflected a steady strengthening of CAL's
stand-alone credit profile during 2010 and clear progress toward
the resolution of merger-related issues.  Fitch affirmed the
individual debt ratings for both carriers and maintained the
Positive Outlook following the merger on Oct. 1, 2010.  IDR for
UAL reflects the combined carrier's expected continued improvement
in margins and free cash flow generation relative to other
airlines and the anticipated establishment of a more disciplined
approach toward capacity management in a cyclical industry that
remains uniquely vulnerable to external demand and fuel price
shocks.  Fitch expects the combined carrier to generate positive
FCF in excess of $1.5 billion in 2011, providing room to push pro
forma lease-adjusted leverage down, while maintaining unrestricted
cash balances above $7 billion.  Fitch cited that an upgrade of
United Continental post-merger IDR to 'B' is possible in 2011 if a
continuation of positive yield and RASM comparisons, coupled with
a generally favorable fuel price scenario (average jet fuel prices
below $2.50 per gallon) drive strongly positive FCF and allow the
post-merger airline to fund 2011 maturities largely out of
internally generated cash flow and excess cash on the balance
sheet.


CITY OF WOONSOCKET: Moody's Assigns 'Ba1' Rating on Bonds
---------------------------------------------------------
Moody's Investors Service has assigned a Ba1 rating to the City
of Woonsocket's (Rhode Island) $11.5 million General Obligation
Deficit Bonds.  The outlook remains stable.  Concurrently, Moody's
has affirmed the Ba1 rating and stable outlook assigned to the
city's $199.5 million in outstanding debt.  The bonds are secured
by the city's general obligation, unlimited tax pledge.

                        Ratings Rationale

Assignment of the Ba1 rating reflects the deterioration of the
city's financial position over last several fiscal years resulting
in a sizable accumulated deficit which increased at the end of
fiscal 2010.  The stable outlook reflects Moody's belief that the
issuance of deficit reduction notes, the expected absence of cash
flow borrowing in fiscal 2011, and the city's demonstrated
willingness to begin addressing its structural challenges will
provide near term rating stability at the current rating level.

                            Strengths

* Improved financial management practices and oversight

* Demonstrated willingness to increase revenues in a difficult
  economic environment

                            Challenges

* Continuing revenue unpredictability, including the potential for
  an additional state aid reduction

* Increasing fixed costs, including debt service and pension
  obligations

* Addressing long track record of deficit school operations

                    Detailed Credit Discussion

           City Addressing Weakened Financial Position
And Long-Term Structural Weaknesess, Although Challenges Remain;
Issuance Of Deficit Reduction Bonds Eliminates Accumulated Deficit

Woonsocket has taken a number positive steps over the last several
months in a effort to stabilize and improve its fiscal position
following a long-term trend of operating deficits.  Despite these
efforts, Moody's anticipate that fiscal recovery will continue to
be challenging particularly given rising debt service and pension
costs, property tax levy limits, as well the possibility of an
additional state aid reduction.  Looking ahead, the city's ability
to demonstrate balanced fiscal operations for both its city and
school operations will be the primary factor affecting future
rating changes.

While less severe than originally projected, the city ended fiscal
2010 with an operating deficit (city and school operations) of
approximately $2.6 million.  The shortfall, which increased the
accumulated deficit to $12.2 million, or -11.2% of revenues, is
due to a combination of imbalanced operations in the School
Unrestricted Fund ($2.3 million shortfall) and General Fund
($334,521 shortfall) resulting, in part, from a mid-year reduction
in state aid.  Fiscal 2010 results represented the city's eighth
consecutive operating deficit, driven by a combination of
unrealistic budget assumptions, state aid reductions, and ongoing
salary and benefit related expenditure pressures.

In an effort to improve liquidity and eliminate its entire
accumulated deficit, the city is issuing $11.5 million of deficit
reduction bonds.  In order to issue the bonds, the city has had to
demonstrate progress toward meeting a number of prerequisites laid
out by the State Auditor General, including adopting a formal
reserve policy through a charter change, with the goal of
increasing fund balance to 8% of revenues following the pay down
of the deficit bonds.

The fiscal 2011 budget represents a 2.8% increase over the prior
year and is balanced with a 12% levy increase in an effort to make
up for the loss of $4.2 million in state aid following an
additional reduction of the city's motor vehicle excise
reimbursement from the state.  Slightly more than halfway through
the fiscal year, city officials report largely balanced General
Fund operations and have engaged their independent auditor to
conduct a mid-year review of school operations, which is expected
to be completed by the beginning of the fourth quarter of the
current fiscal year.

As of July 2009, the city's Police and Fire Pension Plan
maintained a funded ratio of 70%, down from 101% in 2007.  The
city issued $90 million of pension obligation bonds in 2002
improving the funded status of the plan.  The city is funding
approximately 40% of its pension annual required contribution in
fiscal 2011 following two years of a lack of ARC funding.

             Tax Base Growth Expected To Remain Slow

Located 15 miles from the City of Providence (G.O. rated A1)
Moody's expect growth of the city's tax base to lag historic
levels, reflecting the slow pace of economic recovery in the
region.  The city's $1.7 billion tax base experienced a
substantial 26% reduction in fiscal 2011, the city's most recent
property revaluation, largely reflecting a decline in home values
since the town's prior three year revaluation.  The CVS
Corporation is the city's largest employer (provides 5,780 jobs)
and taxpayer (5.2% of assessed values), and recently completed a
$40 million expansion.  Overall, the top ten taxpayers represents
a 11% of the city's assessed value, above the 6% national median.
Wealth indices remain below state and national medians, as
reflected in per capita and median family incomes reported in the
2000 census.  Full value per capita is also below the state level
at $40,908 (45% of the nation).

         Substantial Debt Position Largely Reflective Of
                      Pension Bond Issuance

Moody's expects the city's high 11.9% debt burden, which largely
reflects the July 2002 issuance of $90 million in Pension
Obligation Bonds, will remain elevated going forward given the
current issuance and a slow repayment of principal (41% retired
within 10 years).  The slow payout primarily reflects the 30-year
amortization and ascending principal retirement schedule of the
POBs.  Net of POBs and a significant 81% state aid reimbursement
on eligible school-related debt, the adjusted debt burden is a
more manageable 1.7% of full value.  Debt service comprised a
manageable 10% of operating expenditures in fiscal 2010.  All
outstanding debt is in fixed rate mode and the city is Not Party
To Any Derivative Agreements.

Outlook:

Woonsocket's credit outlook is stable, reflecting Moody's
expectation that the city will make appropriate adjustments as
needed to maintain fiscal stability.  The city's ability to make
progress toward structural budget balance and improve its
liquidity will be important to future credit analyses.

              What would make the rating move -- Up

  -- Structurally balanced operations and improved liquidity
     levels

  -- Improvement of General Fund and School fund balance positions
     net of the impact from the deficit reduction bonds

               What Could Change the Rating -- Down

  -- Continued structurally imbalanced operations
  -- Increasing levels of cash-flow borrowing

Key Statistics:

* 2008 Population: 43,268 (0.1% change since 2000)

* 2011 Full valuation: $1.7 billion

* 2011 Full value per capita: $40,908

* 1999 PCI (as % of RI and US): $16,223 (74.8% and 75.2%)

* 1999 MFI (as % of RI and US): $38,353 (72.7% and 76.6%)

* Net Direct Debt burden: 11.9%

* FY10 Unreserved General Fund balance: $-3.6 million (-5.9% of
  General Fund revenues)

* FY10 Unreserved General Fund and School Unrestricted Fund
  balance combined: $-12.2 million (-11.2% of operating revenues)

* Post-sale long-term general obligation debt: $199.5 million


CLYDESDALE CLO: Moody's Upgrades Ratings on Various Classes
-----------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Clydesdale CLO 2004, Ltd.:

  -- US$255,000,000 Class A-1 Floating Rate Notes Due 2016
     (current balance of $217,408,421), Upgraded to Aaa (sf);
     previously on July 17, 2009 Downgraded to Aa2 (sf);

  -- US$22,500,000 Class A-2 Floating Rate Notes Due 2016,
     Upgraded to A1 (sf); previously on July 17, 2009 Downgraded
     to A3 (sf);

  -- US$13,250,000 Class B-1 Deferrable Floating Rate Notes Due
     2016, Upgraded to Baa2 (sf); previously on July 17, 2009
     Downgraded to Ba2 (sf);

  -- US$5,750,000 Class B-2 Deferrable Fixed Rate Notes Due 2016,
     Upgraded to Baa2 (sf); previously on July 17, 2009 Downgraded
     to Ba2 (sf);

  -- US$11,500,000 Class C-1 Floating Rate Notes Due 2016,
     Upgraded to B1 (sf); previously on November 23, 2010 Caa2
      (sf) Placed Under Review for Possible Upgrade;

  -- US$2,500,000 Class C-2 Fixed Rate Notes Due 2016, Upgraded to
     B1 (sf); previously on November 23, 2010 Caa2 (sf) Placed
     Under Review for Possible Upgrade;

  -- US$10,000,000 Class D Floating Rate Notes Due 2016, Upgraded
     to Caa3 (sf); previously on November 23, 2010 Ca (sf) 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 rating action in July 2009.

Improvement in the credit quality is observed through an
improvement in the average credit rating (as measured by the
weighted average rating factor).  In particular, as of the latest
trustee report dated January 7, 2011, the weighted average rating
factor is currently 2620 compared to 2721 in the June 15, 2009
report.  Additionally, defaulted securities total about
$6.9million (2% of total par) of the underlying portfolio compared
to $28.3million (8% of total par) in June 2009.

The overcollateralization ratios of the rated notes have also
improved since the rating action.  The Class A, B, C and D
Overcollateralization Tests are reported at 120.17%, 112.47%,
107.40% and 104.04% respectively, versus June 2009 levels of
118.05%, 110.49%, 105.51% and 102.22% respectively.  All
overcollateralization tests are currently in compliance.  Moody's
expects deleveraging to continue as a result of the end of the
reinvestment period in October 2010.  On the last Distribution
Date as of January 18, 2011, the Class A1 notes were paid down by
$37.6 million or about 15% since the rating action in July 2009.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" and "Annual Sector Review (2009): Global CLOs," key
model inputs used by Moody's in its analysis, such as par,
weighted average rating factor, diversity score, and weighted
average recovery rate, may be different from the trustee's
reported numbers.  In its base case, Moody's analyzed the
underlying collateral pool to have a performing par balance of
$294 million, defaulted par of $7.8 million, a weighted average
default probability of 23.44% (implying a WARF of 3524), a
weighted average recovery rate upon default of 43.87% and a
diversity score of 69.  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.

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

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

Moody's modelled 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 sensitivity analyses to test the impact on all
rated notes of various default probabilities.

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% (2819)

  -- Class A1: 0
  -- Class A2: +3
  -- Class B1: +3
  -- Class B2: +3
  -- Class C1: +2
  -- Class C2: +2
  -- Class D: +2

Moody's Adjusted WARF +20% (4229)

  -- Class A1: -1
  -- Class A2: -1
  -- Class B1: -1
  -- Class B2: -1
  -- Class C1: -1
  -- Class C2: -1
  -- Class D: -1

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

Sources of additional performance uncertainties are:

1) Deleveraging: The main source of uncertainty in this
   transaction is whether deleveraging from unscheduled principal
   proceeds will continue and at what pace.  Deleveraging 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) 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) 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 sell
   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.


CNL FUNDING: Moody's Downgrades Ratings on Four Classes of Certs.
-----------------------------------------------------------------
Moody's Investors Service has downgraded four classes of
certificates issued by CNL Funding 98-1, LP, and six classes of
certificates issued by CNL Funding 99-1, LP.  The certificates are
backed by franchise loans made to fast-food and casual dining
restaurants.  Credit enhancement for the certificates consists of
solely of subordination and overcollateralization of the
certificates by the loans.  The rating actions are prompted by
potentially insufficient levels of credit enhancement available to
protect noteholders from future losses.  The complete rating
action is:

Issuer: CNL Funding 98-1, LP

  -- Class D-1, Downgraded to B1 (sf); previously on Nov. 10, 2010
     Ba2 (sf) Placed Under Review for Possible Downgrade

  -- Class D-2, Downgraded to B1 (sf); previously on Nov. 10, 2010
     Ba1 (sf) Placed Under Review for Possible Downgrade

  -- Class E-2, Downgraded to Caa3 (sf); previously on Nov. 10,
     2010 B2 (sf) Placed Under Review for Possible Downgrade

  -- Class E-1, Downgraded to Caa3 (sf); previously on Nov. 10,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

Issuer: CNL Funding 99-1, LP

  -- Class A-2, Downgraded to A2 (sf); previously on Nov. 10, 2010
     Aa2 (sf) Placed Under Review for Possible Downgrade

  -- Class IO, Downgraded to A2 (sf); previously on Nov. 10, 2010
     Aa2 (sf) Placed Under Review for Possible Downgrade

  -- Class B, Downgraded to Baa2 (sf); previously on Nov. 10, 2010
     A2 (sf) Placed Under Review for Possible Downgrade

  -- Class C, Downgraded to Ba1 (sf); previously on Nov. 10, 2010
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Class D, Downgraded to Ba2 (sf); previously on Nov. 10, 2010
     Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Class E, Downgraded to B3 (sf); previously on Nov. 10, 2010
     B1 (sf) Placed Under Review for Possible Downgrade

                        Ratings Rationale

In CNL Funding 98-1, LP, the fixed (D-1 and E-1) and floating rate
(D-2 and E-2) certificates are backed by fixed and floating rate
pools, respectively.  As of the Jan 18th, 2011 payment date, the
Class D certificates benefit from 17% subordination of Class E
certificates, and the Class E certificates are unsupported.  The
fixed and floating rate pools are cross supported with losses
allocated to both subpools in reverse alphabetical order.  The
transaction has suffered from significant collateral losses
following the Chapter 7 bankruptcy of S&A Restaurants Corp in
2008, which resulted in the liquidation of many Steak & Ale
properties in both subpools.  While the transaction no longer has
any exposure to Steak & Ale, it is still subject to significant
franchise concept concentration risks with Taco Bell, Burger King,
and KFC comprising 38%, 18%, and 16% of total outstanding pool
balance, respectively.

In CNL Funding 99-1, LP, subordinated certificates provide credit
support of 48% to Class A, 35% to Class B, 27% to Class C, 23% to
Class D, and 15% to Class E as of the January 18th 2011 payment
date.  The transaction has suffered from collateral losses,
completely depleting the initial overcollateralization amount of
$1,391,620 at closing and leading to writedowns on the Class H
certificates.  The transaction remains subject to significant
franchise concentration risks with Wendy's, Taco Bell, and KFC
comprising 29%, 15% and 15% of the outstanding pool balance,
respectively.

The primary source of uncertainty for the transactions is the
current macroeconomic environment and its impact on the restaurant
and fast food industry.  Moody's current outlook on the restaurant
industry is stable but weak as many fast food restaurants remain
under financial pressure.  The prolonged recovery of the
restaurant industry may lead to future defaults as borrowers
continue to suffer from cash flow constraints.

In order to estimate losses on the collateral pools, Moody's
calculates the expected loss given default of the obligors that
have become nonperforming, and also estimates future losses on
performing portion of the pools, all as a percentage of the
outstanding pool balances.  In evaluating the nonperforming loans,
key factors include collateral valuations and expected recovery
rates, volatility around those recovery rates, historical obligor
performance, time until recovery or liquidation on defaulted
obligors, concessions due to restructuring which may negatively
impact the overall cash flow of the trust and/or the collateral,
and future industry expectations.  In evaluating the performing
portions of the pools, Moody's estimate default rates based on
industry outlook and credit quality of underlying concepts and/or
borrowers, with additional stress applied for highly concentrated
pools, such as the two CNL Funding pools in these actions.
Moody's then apply a stressed loss severity that accounts for
historical loss experience as well as possible future
deterioration of the underlying collateral.  Moody's total losses
are then evaluated against the available credit enhancement
provided by overcollateralization, subordination, and excess
spread.  Sufficiency of coverage is considered in light of
remaining borrower concentrations and concepts, remaining bond
maturities, and economic outlook.


COLTS 2005-2: S&P Raises Ratings on Four Classes of Notes
---------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the A, B,
C, and D notes from CoLTS 2005-2 Ltd., a cash flow collateralized
loan obligation transaction, and removed the rating on the class A
notes from CreditWatch with positive implications.

The transaction is currently in its amortization phase.  The
collateral pool is static, and the transaction uses the principal
proceeds to pay down the notes in a sequential manner.  The
current balance of the class A notes after the December 2010
payment date is $100.015 million (37.049% of its original
balance), down from $222.539 million at the time of the last
downgrade in March 2010.

As a result of the lower class A note balance, the
overcollateralization ratio improved.  The trustee calculates only
one O/C ratio at the class D level.  Prior to the December 2010
paydown, the trustee reported the O/C ratio to be 115.68%, up from
112.71% according to the December 2009 report that S&P used for
S&P's March 2010 rating action.

The class A notes received $36.924 million in the December 2010
payment period.  Adjusting for this payment would increase the
trustee's O/C ratio to 119.08%.  The class A, B, and C O/C ratios
would be approximately 202.43%, 174.51%, and 134.96%,
respectively.

The credit support to the rated tranches also improved due to a
decrease in the level of defaults.  According to the December 2010
report, the trustee carries $7.648 million par as the defaulted
balance.  This is down from $38.042 million par reported in the
December 2009 report.

As a result of these improvements, S&P raised its ratings on these
tranches.  Standard & Poor's will continue to monitor the CDO
transactions it rates and take rating actions, including
CreditWatch placements, when appropriate.

                  Rating And Creditwatch Actions

                        CoLTS 2005-2 Ltd.

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


COMMERCIAL MORTGAGE: S&P Raises Ratings on 2001-CMLB-1 Certs.
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on three
classes of commercial mortgage lease-backed certificates from
Commercial Mortgage Lease-Backed Securities LLC's series 2001-
CMLB-1.  In addition, S&P affirmed its ratings on eight other
classes from the same transaction.

The raised ratings reflect increased credit enhancement levels due
to the amortization of the underlying collateral as well as S&P's
analysis of the transaction structure.  The affirmed ratings
reflect adequate credit enhancement levels.  S&P affirmed its 'AAA
(sf)' rating on the class X interest-only certificates based on
S&P's current criteria.

According to the transaction document, the class A certificates
benefit from a financial guarantee insurance policy provided by
MBIA Insurance Corp. ('B/Negative').  The policy guarantees timely
payment of interest and ultimate repayment of principal.  While
the financial guarantee insurance policy is still in place,
Standard & Poor's analysis and rating on the class A certificates
is based on the higher of the ratings as derived from the
underlying collateral or MBIA's financial strength rating.

As of the Jan. 24, 2011, remittance report, the collateral
consisted of 101 credit-tenant-lease loans ($249.5 million, 79%),
three notes ($30.0 million, 9%) secured by properties leased to
Dollar General Corp., and 12 defeased loans ($37.3 million, 12%).
The aggregate balance of the collateral is $317.0 million, while
the weighted average credit rating is 'BBB-'.

The top five tenants comprise $162.2 million (51.3% of the pool)
and include:

* SuperValu Inc. ($43.6 million, 13.8%, B+/Negative/NR); Autozone
  Inc. ($35.5 million, 11.2%, BBB/Stable/A-2); Dollar General
  Corp. ($30.0 million, 9.5%, BB/Stable/--); CVS Corp.
  ($28.1 million, 8.9%, BBB+/Negative/A-2); and Rite Aid Corp.
  ($25.0 million, 7.9%, B-/Stable/NR).

There are no loans with the special servicer, Wells Fargo Bank
N.A.  The master servicer, also Wells Fargo, reported that five
loans are on the watchlist ($10.8 million, 3.4%) primarily due to
deferred maintenance issues, or pending ground lease and tax
payment confirmations.

Standard & Poor's revalued or stressed various loans in its
analysis of the CTL pool, and reviewed the resultant credit
enhancement levels in conjunction with the levels determined by
Standard & Poor's credit lease default model.  S&P's analysis is
consistent with the raised and affirmed ratings.

                          Ratings Raised

         Commercial Mortgage Lease-Backed Securities LLC
Commercial mortgage lease-backed certificates series 2001-CMLB-1

                    Rating
                    ------
       Class      To      From      Credit enhancement (%)
       -----      --      ----      ----------------------
       B          AA (sf) AA- (sf)                 21.55
       C          A+ (sf) A (sf)                   18.54
       D          A (sf)  A- (sf)                  15.54

                         Ratings Affirmed

         Commercial Mortgage Lease-Backed Securities LLC
Commercial mortgage lease-backed certificates series 2001-CMLB-1

          Class      Rating      Credit enhancement (%)
          -----      ------      ----------------------
          A-1        AAA (sf)                    24.55
          A-2        AAA (sf)                    24.55
          A-3        AAA (sf)                    24.55
          E          BBB+ (sf)                   12.53
          F          BB+ (sf)                    8.78
          G          BB- (sf)                    5.77
          H          B- (sf)                     2.01
          X          AAA (sf)                    N/A

                      N/A - Not applicable.


COMMODORE CDO: Fitch Affirms Ratings on Three Classes of Notes
--------------------------------------------------------------
Fitch Ratings has affirmed the ratings on three classes of notes
issued by Commodore CDO I, Ltd.  The rating actions are:

  -- $14,584,608 class A notes affirmed at 'BBsf', LS rating
     revised to 'LS5' from 'LS4', Outlook Negative;

  -- $42,750,000 class B notes affirmed at 'Csf';

  -- $17,550,000 class C notes affirmed at 'Csf'.

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, as
described below, to conclude the rating affirmations for the rated
notes.

Since the last rating action in February 2010, the credit quality
of the collateral has declined with approximately 30.9% of the
portfolio downgraded on average 3.1 notches.  Approximately 84.7%
of the portfolio has a Fitch derived rating below investment grade
and 59.3% has a rating in the 'CCC' rating category or lower,
compared to 73.9% and 44.7% respectively, at last review.

The affirmation of the class A notes is attributed to the increase
in credit enhancement level available to the notes resulting from
principal amortizations.  Since Fitch's last review, approximately
49.5%, or $14.3 million, of the senior notes' balance amortized
down thereby offsetting the effect of the collateral
deterioration.  Presently the class A-1 notes represent 16.7% of
the capital structure and have a CE of 81.2%.

The Rating Outlook on the class A notes remains Negative due to
Fitch's expectation of continuing rating volatility in the
underlying portfolio, with 21.7% of the current portfolio on
Rating Watch Negative and 12.4% on Outlook Negative.
Additionally, Fitch is concerned about adverse selection as the
portfolio continues to amortize and become more concentrated.

The Loss Severity rating of 'LS5' for the class A 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.

As a timely class, the class B notes are still receiving interest
distributions, although a portion of it is fulfilled through the
use of principal, while the class C notes have been deferring
interest since May 2008.  The class B and C notes are both covered
by 'CCCsf' or lower rated collateral.  For these classes, Fitch
compared the respective CE levels to the amount of underlying
assets considered distressed (rated 'CCC' and lower).  These
assets have a high probability of default and low expected
recoveries upon default.  The class B and class C notes have CE
levels of 26% and 3.34%, respectively.  Fitch believes that
default is inevitable for these classes at or prior to maturity
due to the concentration of distressed collateral.

Commodore CDO is cash flow structured finance collateralized debt
obligation that closed on Feb. 26, 2002.  The portfolio is
monitored by Fischer Francis Trees & Watts, Inc. and is composed
of 31.8% residential mortgage-backed securities, 56.6% asset-
backed securities, and 11.5% commercial mortgage-backed securities
from 1997 through 2005 vintage transactions.


CREDIT SUISSE: Moody's Downgrades Ratings on Eight 2004-C4 Certs.
-----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of eight classes
and continued the review for possible downgrade on Class AJ and
affirmed five classes of Credit Suisse First Boston Mortgage
Securities Corp., Commercial Mortgage Pass-Through Certificates,
Series 2004-C4:

  -- Cl. A-J, Downgraded to Aa1 (sf) and Remains On Review for
     Possible Downgrade; previously on Jan 19, 2011 Aaa (sf)
     Placed Under Review for Possible Downgrade

  -- Cl. B, Downgraded to A3 (sf); previously on Feb. 3, 2011 A1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. C, Downgraded to Ba1 (sf); previously on Feb. 3, 2011
     Baa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. D, Downgraded to Ba3 (sf); previously on Feb. 3, 2011
     Baa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. E, Downgraded to B3 (sf); previously on Feb. 3, 2011 Ba2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. F, Downgraded to Caa3 (sf); previously on Feb. 3, 2011 B2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. G, Downgraded to C (sf); previously on Feb. 3, 2011 Caa2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. H, Downgraded to C (sf); previously on Feb. 3, 2011 Ca
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. J, Affirmed at C (sf); previously on Feb. 3, 2010
     Downgraded to C (sf)

  -- Cl. K, Affirmed at C (sf); previously on Feb. 3, 2010
     Downgraded to C (sf)

  -- Cl. L, Affirmed at C (sf); previously on Feb. 3, 2010
     Downgraded to C (sf)

  -- Cl. M, Affirmed at C (sf); previously on Feb. 3, 2010
     Downgraded to C (sf)

  -- Cl. N, Affirmed at C (sf); previously on Feb. 3, 2010
     Downgraded to C (sf)

                        Ratings Rationale

Moody's rating action did not address the ratings of Classes A4,
A5, A6, A1A, AX, ASP and AY, which are all currently rated Aaa, on
review for possible downgrade.  These classes were placed on
review on January 19, 2011.  KeyCorp Real Estate Capital Markets,
Inc., is the master servicer on this transaction and deposits
collection, escrow and other accounts in KeyBank, National
Association.  Keybank no longer meets Moody's rating criteria for
an eligible depository account institution for Aaa and Aa1 rated
securities.  Moody's is reviewing arrangements that KeyBank has
proposed, and that it may propose, to mitigate the incremental
risk indicated by the lower rating of the depository account
institution, so as possibly to allow the classes on review to
maintain their current ratings.

On February 4, 2011 Moody's placed seven additional classes on
review for possible downgrade due to potential losses from
troubled and specially serviced loans.  This action concludes that
review.

The downgrades are due to higher expected losses for the pool
resulting from realized and anticipated losses from specially
serviced and troubled loans as well as interest shortfalls.  Class
AJ has been downgraded to Aa1 from Aaa, but is still on review for
possible downgrade due to the fact that Keybank no longer meets
Moody's rating criteria for an eligible depository account
institution for Aaa and Aa1 rated securities.

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
8.3% of the current balance.  At last review, Moody's cumulative
base expected loss was 5.5%.  Moody's stressed scenario loss is
16.5% 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
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 20 compared to 21 at Moody's prior full 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 February 3, 2010.

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 January 18, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 27% to
$832.9 million from $1.14 billion at securitization.  The
Certificates are collateralized by 158 mortgage loans ranging in
size from less than 1% to 10% of the pool, with the top ten loans
representing 32% of the pool.  Thirteen loans, representing 18% of
the pool, have defeased and are collateralized with U.S.
Government securities.  Defeasance at last review represented 23%
of the pool.  The pool includes 78 loans secured by residential
cooperative properties, representing 15% of the pool.  These loans
have Aaa credit estimates, the same as last review.

Eighteen 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.

Twelve loans have been liquidated from the pool since
securitization, resulting in an aggregate $6.5 million loss (12%
loss severity on average).  At last review the pool had realized a
$660,340 loss.  Currently four loans, representing 11% of the
pool, are in special servicing.  The largest specially serviced
loan is the Village on the Parkway Loan ($45.0 million - 5.0%)
which is secured by a 381,000 square foot retail center located in
Addison, Texas.  The loan was transferred to special servicing in
October 2009 and is now real estate owned.

The remaining three specially serviced loans are secured by a mix
of property types.  Moody's has estimated an aggregate $39.0
million loss (52% expected loss on average) for the specially
serviced loans.  The master servicer has recognized an aggregate
$21.6 million appraisal reduction for the specially serviced
loans.

Moody's has assumed a high default probability for two poorly
performing loans representing less than 1% of the pool and has
estimated a $1.5 million aggregate loss (20% expected loss based
on a 50% probability default) from these troubled loans.

Based on the most recent remittance statement, Classes J through
O 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 subordinate entitlement reductions and extraordinary
trust expenses.

Moody's was provided with full and partial year 2010 operating
results for 99% of the pool.  Excluding specially serviced and
troubled loans, Moody's weighted average LTV is 104% compared to
101% 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 9.3%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.27X and 1.03X, respectively, compared to
1.32X 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.

The top three performing conduit loans represent 18% of the
pool balance.  The largest loan is the Brunswick Square Loan
($80.8 million -- 9.7%), which is secured by a 769,000 foot
retail center located in East Brunswick, New Jersey.  The
center is anchored by Macy's and JC Penney, both of which own
their respective buildings and are not part of the collateral.
The property was 98% leased as of September 2010, similar to
last review.  Performance has improved to increased revenues.
Moody's LTV and stressed DSCR are 113% and 0.83X, respectively,
compared to 116% and 0.82X at last review.

The second largest loan is the Bertakis MHP Portfolio Loan
($36.4 million -- 4.4%), which is secured by a 1,723 unit
portfolio of seven cross-collateralized and cross-defaulted
manufactured housing properties located in Michigan and Texas.
Combined occupancy for the portfolio was 91% as of September 2010
compared to 99% at the last review.  The loan matured in August
2009 but was extended until November 2011.  Performance has
declined due to decreased revenues.  Moody's LTV and stressed DSCR
are 142% and 0.76X, respectively compared to 104% and 1.04X as at
last review.

The third largest loan is the Lake Zurich Portfolio Loan
($30.0 million -- 3.6% of the pool), which is secured by two
cross-collateralized and cross-defaulted retail centers located in
Lake Zurich, Illinois.  The two centers total 363,000 square feet.
Combined occupancy for the portfolio was 86% as of September 2010
compared to 87% at last review.  One of the properties, Deerpath
Court Shopping Center, is currently on the servicer's watchlist
due to low occupancy.  Moody's LTV and stressed DSCR are 99% and
1.01X, respectively, essentially the same as at last review.


CREDIT SUISSE: Moody's Downgrades Ratings on Eight 2006-C3 Certs.
-----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of eight classes
and affirmed 14 classes of Credit Suisse Commercial Mortgage Trust
Commercial Securities Pass-Through Certificates, Series 2006-C3:

  -- Cl. A-1, Affirmed at Aaa (sf); previously on July 6, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-2, Affirmed at Aaa (sf); previously on July 6, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-AB, Affirmed at Aaa (sf); previously on July 6, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3, Affirmed at Aaa (sf); previously on July 6, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-1-A, Affirmed at Aaa (sf); previously on July 6, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-X, Affirmed at Aaa (sf); previously on July 6, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-M, Affirmed at Aaa (sf); previously on July 6, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-J, Affirmed at A2 (sf); previously on Dec. 10, 2009
     Downgraded to A2 (sf)

  -- Cl. B, Affirmed at Baa2 (sf); previously on Dec. 10, 2009
     Downgraded to Baa2 (sf)

  -- Cl. C, Affirmed at Baa3 (sf); previously on Dec. 10, 2009
     Downgraded to Baa3 (sf)

  -- Cl. D, Affirmed at Ba2 (sf); previously on Dec. 10, 2009
     Downgraded to Ba2 (sf)

  -- Cl. E, Affirmed at B1 (sf); previously on Dec. 10, 2009
     Downgraded to B1 (sf)

  -- Cl. F, Downgraded to Caa1 (sf); previously on Dec. 10, 2009
     Downgraded to B3 (sf)

  -- Cl. G, Downgraded to Caa2 (sf); previously on Dec. 10, 2009
     Downgraded to Caa1 (sf)

  -- Cl. H, Downgraded to Ca (sf); previously on Dec. 10, 2009
     Downgraded to Caa3 (sf)

  -- Cl. J, Downgraded to C (sf); previously on Dec. 10, 2009
     Downgraded to Ca (sf)

  -- Cl. K, Downgraded to C (sf); previously on Dec. 10, 2009
     Downgraded to Ca (sf)

  -- Cl. L, Downgraded to C (sf); previously on Dec. 10, 2009
     Downgraded to Ca (sf)

  -- Cl. M, Downgraded to C (sf); previously on Dec. 10, 2009
     Downgraded to Ca (sf)

  -- Cl. N, Downgraded to C (sf); previously on Dec. 10, 2009
     Downgraded to Ca (sf)

  -- Cl. O, Affirmed at C (sf); previously on Dec. 10, 2009
     Downgraded to C (sf)

  -- Cl. P, Affirmed at C (sf); previously on Dec. 10, 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 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.

Moody's rating action reflects a cumulative base expected loss of
6.6% of the current balance.  At last review, Moody's cumulative
base expected loss was 6.2%.  Moody's stressed scenario loss is
25% 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
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 16 compared to 23 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 December 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 January 18, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 3% to
$1.886 billion from $1.934 billion at securitization.  The
Certificates are collateralized by 155 mortgage loans ranging in
size from less than 1% to 19% of the pool, with the top ten loans
representing 55% of the pool.  There are no loans that have
defeased or loans that support investment grade credit estimates.

Thirty-eight 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.

Two loans have been liquidated from the pool since securitization,
resulting in an aggregate $7.1 million loss (69% loss severity on
average).  The pool had experienced no losses at Moody's last
review.  Fifteen loans, representing 8% of the pool, are currently
in special servicing.  The largest specially serviced loan is the
1900 Market Street Loan ($63.12 million --3.3% of the pool), which
is secured by a 457,000 square foot office property located in
downtown Philadelphia, Pennsylvania.  The loan was transferred to
special servicing in October 2010 due to imminent payment default.
Currently a major tenant representing 33% of the net rentable area
is in negotiations with the sponsor for an early termination on a
portion of its space.  The scheduled lease expiration is October
2021.  If the early space termination is permitted, total
occupancy will decrease by 12%.

The remaining 14 specially serviced loans are secured by a mix of
property types.  The master servicer has recognized an aggregate
$34.8 million appraisal reduction for 12 of the specially serviced
loans.  Moody's has estimated an aggregate $60 million loss (41%
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 2% of the pool and has estimated a
$6.6 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 92%
of the pool and partial year 2010 financials for 81% of the pool.
Excluding specially serviced and troubled loans, Moody's weighted
average LTV is 111% compared to 116% at last review.  Moody's net
cash flow reflects a weighted average haircut of 12.6% 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 1.28X and 0.96X, respectively, compared to
1.31X and 0.95X 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 39% of the pool
balance.  The largest loan is the 770 Broadway Loan ($353 million
-- 18.7% of the pool), which is secured by a 1.0 million SF Class
A office building located in New York City.  The property was 100%
leased as of September 2010, the same as at last review.  Major
tenants include the Nielsen Company (29% of the NRA; lease
expiration May 2015), AOL LLC (22% of the NRA; lease expiration
February 2023), and J.  Crew Group (18% of the NRA; lease
expiration October 2012).  The loan sponsor is Vornado and the
property's performance has remained stable.  The loan is interest
only for the entire term.  Moody's LTV and stressed DSCR are 101%
and 0.94X, respectively, compared to 108% and 0.88X, at last
review.

The second largest loan is the Babcock and Brown FX 2 Loan
($197.9 million -- 10.5% of the pool), which is secured by 17
multifamily properties located in six states.  The properties are
located in Texas, Missouri, North Carolina, Georgia, Florida and
Virginia.  The portfolio's occupancy as of June 2010 was 92%
compared to 88% at last review.  At last review the property was
in special servicing as a result of payment default but the loan
was subsequently transferred back to the master servicer.  Moody's
LTV and stressed DSCR are 125% and 0.82X, respectively, compared
139% and 0.74X at last review.

The third largest loan is the 535 and 545 Fifth Avenue Loan
($177 million -- 9.4% of the pool), which is secured by two
adjacent office/retail buildings totaling 498,000 SF located in
midtown Manhattan, New York.  The property was 89% leased as of
December 2009 compared to 88% at last review.  Performance has
increased significantly due to increased rental revenues.  Moody's
LTV and stressed DSCR are 109% and 0.90X respectively, compared to
141% and 0.69X at last review.


CREDIT SUISSE: S&P Downgrades Ratings on Two 2000-C1 Notes
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on two
classes of commercial mortgage-backed securities from Credit
Suisse First Boston Mortgage Securities Corp.'s series 2000-C1.
In addition, S&P raised its rating on one class and affirmed its
ratings on two other classes from the same transaction.

The rating actions reflect S&P's analysis of the remaining
collateral in the pool, the deal structure, and liquidity
available to the trust.

S&P lowered its ratings on two certificate classes due to the
trust's susceptibility to future interest shortfalls as well as
anticipated credit support erosion upon the eventual resolution of
two of the four specially serviced assets.

The raised rating reflects increased credit enhancement levels
resulting from the deleveraging of the collateral pool, as well as
the volume (30 loans, $19.3 million, 24.7%) of loans secured by
cooperative properties (co-ops).

The affirmed ratings reflect subordination and liquidity support
levels that are consistent with the outstanding ratings.

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 0.91x and a loan-to-value ratio of 103.5%.  S&P
further stressed the assets' cash flows under its 'AAA' scenario
to yield a weighted-average DSC of 0.76x and an LTV ratio of
147.3%.  The implied defaults and loss severity under the 'AAA'
scenario were 61.7% and 45.6%, respectively.  The DSC and LTV
calculations noted above exclude the transaction's defeased loan
($450,940, 0.6%), the 30 ($19.3 million, 24.7%) aforementioned co-
op loans, two ($8.0 million, 10.2%) of the four ($40.7 million,
52.1%) specially serviced assets, and one ($2.3 million, 2.9%)
loan that S&P determined to be credit-impaired.  S&P separately
estimated losses for the three excluded specially serviced and
credit-impaired assets and included them in S&P's 'AAA' scenario
implied default and loss figures.

                      Credit Considerations

As of the January 2011 trustee remittance report, four
($40.7 million, 52.1%) assets in the pool, all of which are among
the top 10 real estate exposures, were with the special servicers,
LNR Partners LLC and NCB, FSB.  The reported payment status of the
specially serviced assets is: one ($2.9 million, 3.7%) is real
estate owned, one ($11.9 million, 15.3%) is 60-days delinquent,
one ($20.8 million, 26.6%) is in its grace period, and one
($5.1 million, 6.5%) is a matured balloon loan.  One of the
specially serviced assets has a $2.3 million appraisal reduction
amount (ARA) in effect.  Details of the specially serviced assets
are:

The Amazon.com Tower loan ($20.8 million, 26.6%), the largest
asset with LNR, is the largest real estate exposure in the pool.
The loan is secured by an approximately 300,000-sq.-ft. office
building in Seattle, Wash.  The loan was transferred to LNR on
Feb. 19, 2010, for imminent default because its sole tenant
(Amazon.com) had not yet renewed its lease that was scheduled to
expire in May 2010.  Subsequent to the loan's transfer, Amazon.com
renewed its lease for one year, to May 2011.  According to LNR,
the borrower is currently in negotiations with Amazon.com to sign
an additional extension.  As of year-end 2009, the property was
100% occupied and the reported DSC was 1.17x.

The Inland Star Distribution Center loan ($11.9 million, 15.3%),
is the second-largest real estate exposure in the pool and with
the special servicer.  The loan is secured by a 529,073-sq.-ft.
industrial property in Fresno, Calif.  The loan was transferred to
LNR on April 16, 2010, due to imminent maturity default.  The loan
matured on May 11, 2010.  According to LNR, the borrower has
requested a modification and LNR is evaluating various workout
strategies.  As of year-end 2009, the reported DSC and occupancy
were 1.35x and 100%, respectively.

The Ponds Cooperative Homes Inc. loan ($5.1 million, 6.5%), is the
fifth-largest real estate exposure in the pool and the third-
largest asset with the special servicer.  The loan is secured by a
144-unit co-op apartment complex built in 1985 in Okemos, Mich.
The loan was transferred to the special servicer on Jan. 8, 2010,
due to maturity default.  The loan matured on Feb. 1, 2010.
According to LNR, recent financial information is not available
for this loan.  If the loan is not returned to the master
servicer, Standard & Poor's anticipates a minimal loss upon the
resolution of this asset.

The 6320 Lamar Building asset ($2.9 million, 3.7%) is the sixth-
largest asset in the pool and the fourth-largest asset with the
special servicer.  The asset, a 41,266-sq.-ft. office property in
Overland Park, Kan., was transferred to LNR on Nov. 13, 2008, and
is currently REO.  A $2.3 million ARA, based on an updated June
2010 appraisal value, is in effect for this asset.  Standard &
Poor's anticipates a significant loss upon the resolution of this
asset.

In addition to the specially serviced assets, S&P also consider
one additional asset to be credit-impaired.  The Timber Ridge
Apartments asset ($2.3 million, 2.9%) is the seventh-largest real
estate exposure in the pool.  The loan is secured by a 136-unit
multifamily property built in 1980 and renovated in 1997 in
Arlington, Texas.  As of year-end 2009, the property had a
reported negative net cash flow and reported occupancy was 54.4%.
Given the property performance, S&P considers this asset to be at
an increased risk of default and loss.

                        Transaction Summary

As of the January 2011 remittance report, the collateral pool had
an aggregate trust balance of $78.0 million, down from $1.11
billion at issuance.  The pool includes 39 loans and one REO
asset, down from 211 loans at issuance.  The master servicers,
Berkadia Commercial Mortgage LLC and NCB (master servicer for co-
op loans), provided interim 2009, full-year 2009, or interim 2010
financial information for 89.7% of the nondefeased assets in the
pool.  S&P calculated a weighted-average DSC of 1.08x for the pool
based on the reported figures.  S&P's adjusted DSC and LTV ratio
were 0.91x and 103.5%, respectively.  S&P's adjusted DSC and LTV
figures exclude the transaction's defeased loan ($450,940, 0.6%),
30 ($19.3 million, 24.7%) co-op loans, two ($8.0 million, 10.2%)
of the four ($40.7 million, 52.1%) specially serviced assets, and
one ($2.3 million, 2.9%) loan that S&P determined to be credit-
impaired.  S&P separately estimated losses for the three excluded
specially serviced and credit-impaired assets.  The master
servicers reported that five ($13.5 million, 17.3%) loans are on
the watchlist, including one that is among the top 10 real estate
exposures which is discussed below.  Two ($11.3 million, 14.5%)
loans in the pool have a reported DSC of less than 1.00x.

             Summary of Top 10 Real Estate Exposures

The top 10 real estate exposures have an aggregate outstanding
pooled balance of $63.4 million (81.2%).  Using servicer-reported
numbers, S&P calculated a weighted-average DSC of 1.08x, based on
eight of the top 10 real estate exposures that reported recent
financial information.  Four of the top 10 exposures are with the
special servicer and were discussed above and one of the top 10
exposures is on the master servicer's watchlist and discussed
below.  S&P's adjusted DSC and LTV ratio for the top 10 real
estate exposures are 0.91x and 103.5%, respectively.

The Holiday Inn on the Beach loan is the third-largest real estate
exposure in the pool.  The loan is secured by a 178-room lodging
property built in 1984 in Galveston, Texas.  The property was
renovated in 1999.  The loan appears on the master servicer's
watchlist due to a low reported DSC.  The reported DSC and
occupancy for the 12 months ended June 30, 2010, and the year
ended Dec. 31, 2009, were 0.57x and 59.6% and 1.54x and 77.5%,
respectively.

Standard & Poor's stressed the assets in the pool according to its
criteria and the rating actions are consistent with S&P's
analysis.

                          Ratings Lowered

       Credit Suisse First Boston Mortgage Securities Corp.
   Commercial mortgage pass-through certificates series 2000-C1

                 Rating
                 ------
    Class  To              From          Credit enhancement (%)
    -----  --              ----          ----------------------
    J      B (sf)          BB- (sf)                       21.13
    K      CCC- (sf)       B (sf)                          6.90

                           Rating Raised

       Credit Suisse First Boston Mortgage Securities Corp.
   Commercial mortgage pass-through certificates series 2000-C1

                 Rating
                 ------
    Class  To              From          Credit enhancement (%)
    -----  --              ----          ----------------------
    F      AA (sf)         A- (sf)                        88.92

                         Ratings Affirmed

       Credit Suisse First Boston Mortgage Securities Corp.
   Commercial mortgage pass-through certificates series 2000-C1

        Class  Rating                Credit enhancement (%)
        -----  ------                ----------------------
        G      BBB- (sf)                              49.70
        H      BB+ (sf)                               33.69


CREDIT SUISSE: S&P Downgrades Ratings on Eight 2003-C4 Notes
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on eight
classes of commercial mortgage-backed securities from Credit
Suisse First Boston Mortgage Securities Corp.'s series 2003-C4.
In addition, S&P affirmed its ratings on nine other classes from
the same transaction.

The downgrades reflect credit support erosion that S&P anticipates
will occur upon the resolution of the seven specially serviced
assets, as well as its concerns about two loans that S&P has
determined to be credit-impaired.  S&P downgraded the ratings on
classes M, N, and O to 'D (sf)' due to recurring interest
shortfalls that S&P expects to continue.

S&P's analysis included a review of the credit characteristics of
all of the assets in the pool.  Using servicer-provided financial
information, S&P calculated an adjusted debt service coverage of
1.77x and a loan-to-value ratio of 81.9%.  S&P further stressed
the loans' cash flows under its 'AAA' scenario to yield a weighted
average DSC of 1.36x and an LTV ratio of 102.5%.  The implied
defaults and loss severity under the 'AAA' scenario were 31.1% and
30.2%, respectively.  All of the DSC and LTV calculations S&P
noted above exclude 20 ($167.2 million, 17.2%) fully-defeased
assets, one ($803,864, 0.1%) partially-defeased asset, seven
($60.5 million, 6.2%) specially serviced assets, and two ($5.5
million, 0.6%) loans that S&P determined to be credit-impaired.
S&P separately estimated losses for the nine excluded specially
serviced and credit-impaired assets and included them in the 'AAA'
scenario implied default and loss figures.

As of the January 2011 remittance report, the trust experienced
monthly interest shortfalls totaling $81,609.  The shortfalls were
primarily related to appraisal subordinate entitlement reduction
amounts ($59,696) associated with six of the specially serviced
assets, and special servicing fees ($13,878).  The interest
shortfalls affected all classes subordinate to and including class
M.  Classes M, N, and O have experienced cumulative shortfalls for
the past four months, and S&P expects them to experience recurring
shortfalls in the future.  As a result, S&P downgraded these
classes to 'D (sf)'.

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

                      Credit Considerations

As of the January 2011 remittance report, seven ($60.5 million,
6.2%) assets in the pool were with the special servicer, LNR
Partners Inc. The payment status of the specially serviced assets
is: two ($22.6 million, 2.3%) are real estate owned (REO); one
($5.4 million, 0.6%) is in foreclosure; and four ($32.4 million,
3.3%) are 90-plus days delinquent.  Appraisal reduction amounts
totaling $12.6 million were in effect for six of the specially
serviced assets.  These ARAs generated monthly ASERs amounts
totaling $59,696.

The Princeton Square Apartments loan ($12.6 million, 1.3%) is
secured by a 288-unit multifamily property in Jacksonville, Fla.,
and is the largest specially serviced loan.  The loan was
transferred to special servicing in April 2010 and is classified
as 90-plus days delinquent.  As of September 2010, the reported
DSC was 0.53x.  There is a $2.7 million ARA in effect against the
loan.  According to the special servicer, they have engaged legal
counsel to begin the foreclosure process.  Standard & Poor's
anticipates a moderate loss upon the eventual resolution of this
asset.

The Club at Tranquility Lake asset ($12.5 million, 1.3%) is
secured by a 212-unit multifamily property in Pearltown, Texas,
and is the second-largest specially serviced asset.  The asset was
transferred to special servicing in September 2009 and is REO.
Recent performance information was not provided for this asset.
There is a $3.0 million ARA in effect against the asset.  Standard
& Poor's expects a moderate loss upon the eventual resolution of
this asset.

The Windward Village Shopping Center asset ($10.2 million, 1.1%)
is secured by an 84,239-sq.-ft. retail property in Alpharetta,
Ga., and is the third-largest specially serviced asset.  The asset
was transferred to special servicing in April 2010 and is REO.
As of December 2009, the reported DSC was 0.87x.  There is a
$3.4 million ARA in effect against the asset.  Standard & Poor's
expects a significant loss upon the eventual resolution of this
asset.

The four remaining specially serviced assets have individual
balances that represent less than 1.0% of the deal balance.  Three
of the loans are classified as 90-plus days delinquent, and one is
in foreclosure.  ARAs totaling $3.5 million are in effect against
three of the loans.  Standard & Poor's estimated losses for all
four of the loans, arriving at a weighted-average loss severity of
22.9%.

In addition to the specially serviced assets, S&P determined two
($5.5 million, 0.6%) loans to credit-impaired.  Both loans are
secured by multifamily properties and appear on the master
servicer's watchlist for low DSC.  Using the available financial
information, S&P calculated a weighed-average reported DSC of
0.34x.  Given the properties' poor performance, S&P considers
these loans to be at increased risk of default and loss.

                       Transaction Summary

As of the January 2011 remittance report, the collateral pool
had an aggregate trust balance of $974.8 million, down from
$1.34 billion at issuance.  The pool includes 141 loans and two
REO assets, down from 171 loans at issuance.  The defeased asset
balance was $168.0 million (comprising 20 fully- and one
partially-defeased loans).  The master servicer, KeyCorp Real
Estate Capital Markets Inc., provided full-year 2009, interim-
2010, or full-year 2010 financial information for 96.7% of the
nondefeased assets in the pool.  S&P calculated a weighted average
DSC of 1.81x for the pool based on the reported figures.  S&P's
adjusted DSC and LTV ratios were 1.77x and 81.9%, respectively.
S&P's adjusted DSC and LTV figures exclude the defeased assets,
the specially serviced assets, and the two loans that S&P
determined to be credit-impaired.  S&P separately estimated losses
for the excluded specially serviced and credit-impaired assets.
The master servicer reported a watchlist of 32 ($210.4 million,
21.6%) loans, including four loans that appear in the top 10 loan
exposures.  S&P discuss these four loans in detail, below.
Twenty-five ($185.4 million, 19.0%) exposures in the pool have a
reported DSC of less than 1.10x, and 22 ($126.0 million, 12.9%)
exposures have a reported DSC of less than 1.00x.

                     Summary of Top 10 Loans

The top 10 loans secured by real estate have an aggregate
outstanding trust balance of $354.3 million (36.4%).  Using
servicer-reported numbers, S&P calculated a weighted average DSC
of 2.34x for the top 10 real estate loans.  S&P's adjusted DSC and
LTV ratio for the top 10 loans are 2.13x and 74.8%, respectively.

The Jefferson Pointe Shopping Center loan is the third-largest
loan in the pool, and the largest loan on the master servicer's
watchlist.  The loan has a balance of $56.8 million (5.8%) and is
secured by a 409,680-sq.-ft. retail property in Fort Wayne, Ind.
The loan appears on the master servicer's watchlist due to low
DSC.  Reported DSC was 1.09x as of December 2009, and occupancy
was 83.5% as of September 2010.

The Brooks A Portfolio loan is the eighth-largest loan in the
pool, and the second-largest loan on the master servicer's
watchlist.  The loan has a balance of $21.3 million (2.2%) and is
secured by five industrial and office properties comprising
485,531 sq.  ft. in Massachusetts and New Hampshire.  The loan
appears on the master servicer's watchlist due to low DSC.  As of
September 2010, reported DSC and consolidated occupancy were 0.93x
and 69.6%, respectively.

The Red Lion Hotel Yakima Center loan ($4.4 million, 0.4%) and the
Red Lion Hotel Twin Falls loan ($2.6 million, 0.3%) are two of the
five cross-collateralized/cross-defaulted loans that comprise the
eighth-largest exposure in the pool.  Both loans appear on the
master servicer's watchlist for low DSC.  The loans are secured by
lodging properties, one by a property in Yakima, Wash., and the
other by a property in Twin Falls, Idaho.  As of September 2010,
reported DSC and consolidated occupancy at the two properties were
0.74x and 62.6%, respectively.

Standard & Poor's analyzed the transaction according to its
current criteria, and the lowered and affirmed ratings are
consistent with its analysis.

                          Ratings Lowered

       Credit Suisse First Boston Mortgage Securities Corp.
   Commercial mortgage pass-through certificates series 2003-C4

                   Rating
                   ------
    Class      To          From          Credit enhancement (%)
    -----      --          ----          ----------------------
    G          BBB (sf)    BBB+ (sf)                       7.22
    H          BB+ (sf)    BBB (sf)                        5.50
    J          B+ (sf)     BB+ (sf)                        3.96
    K          B (sf)      BB (sf)                         3.10
    L          CCC (sf)    BB- (sf)                        2.42
    M          D (sf)      B+ (sf)                         1.39
    N          D (sf)      B (sf)                          0.87
    O          D (sf)      B- (sf)                         0.70

                         Ratings Affirmed

       Credit Suisse First Boston Mortgage Securities Corp.
   Commercial mortgage pass-through certificates series 2003-C4

       Class    Rating               Credit enhancement (%)
       -----    ------               ----------------------
       A-3      AAA (sf)                              21.62
       A-4      AAA (sf)                              21.62
       A-1-A    AAA (sf)                              21.62
       B        AAA (sf)                              17.85
       C        AAA (sf)                              16.13
       D        AA (sf)                               12.70
       E        AA- (sf)                              10.99
       F        A (sf)                                 8.76
       A-X      AAA (sf)                                N/A

                      N/A -- Not applicable.


DELTA AIR: S&P Assigns 'BB+' Rating to Series 2010-1B Certs.
------------------------------------------------------------
Standard & Poor's Ratings Services said that it has assigned its
'BB+' (sf) rating to Delta Air Lines Inc.'s pass-through
certificates series 2010-1B, a rule 415 shelf registration
drawdown, with an expected maturity of Jan. 2, 2016.  The final
legal maturity will be 18 months after the expected maturity.  The
issue is a junior tranche secured by the same collateral as the
$450 million series 2010-1A issued by Delta on June 28, 2010,
$444.7 million of which is currently outstanding.  The issuance of
this series has no effect on the 'A-' (sf) rating on the 2010-A
series.

The 'BB+' (sf) rating on the 2010-1 class B certificates reflects
Delta's credit quality, substantial collateral coverage by
aircraft, and on legal and structural protections available to the
pass-through certificates.  The 2010-1A and 2010-1B pass-through
certificates are secured by aircraft notes which, in turn, are
secured -- one per aircraft -- by 19 Boeing narrowbody aircraft
and five Boeing widebody aircraft. Each aircraft note is cross-
collateralized and cross-defaulted with the others, a provision
S&P believes increases the likelihood that Delta would affirm the
notes (and, therefore, continue to pay on the certificates) in any
bankruptcy.

The 2010-1A and 2010-1B 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 Natixis S.A.  This
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 continuous interest payments as
certificateholders negotiate with Delta in a bankruptcy with
regard to certificates.  S&P recognizes that bankruptcy
proceedings might well take longer than 18 months (Delta's
bankruptcy reorganization took 19 months), but an airline
negotiating with aircraft lenders or lessors typically pays some
amount while talks proceed (which could replace or supplement
liquidity draws to cover interest payments for a longer period).
Further, S&P recognize that lenders or lessors that repossess
aircraft collateral may choose to hold the aircraft for sale for a
period that could fully use up the liquidity facility.  Still, the
liquidity facility provides time to pursue an orderly sale, albeit
one likely in a depressed market.  Repayment of any liquidity
facility obligations related to the class A and B certificates
rank senior to repayment of the certificates themselves.  The
aircraft collateral consists of:

  -- 10 B737-800s;
  -- Nine B757-200s;
  -- Three B767-300ERs; and
  -- Two B777-200LRs.

Twenty-two of the aircraft are 10-11 years old, and two were
delivered in March 2010.  They are all models that form important
parts of Delta's fleet.  Bankrupt airlines have generally been
more likely to return older aircraft to lessors or lenders.  The
aircraft notes are cross-collateralized and subject to cross-
default provisions.  As with several EETCs issued by other
airlines in 2009--but in contrast with most previously issued
EETCs, the cross-default would take effect immediately in a
bankruptcy if Delta rejected any of the aircraft notes.  This
should prevent Delta from selectively affirming some aircraft
notes and rejecting others ("cherry-picking"), which often harms
the interests of certificateholders in a bankruptcy.  S&P judge
this to be a material positive credit factor.

S&P considers the aircraft in the collateral pool to be of mixed
quality, with the B737-800s the most desirable, followed by the
B777-200LRs, then the B767-300ERs and B757-200s.  The largest
proportion of initial appraised value, about 36%, is with the
B777-200LR, a long-range version introduced in 2005 of Boeing's
successful B777 model.  It's more specialized than the predecessor
B777-200ER from which it was derived and has, so far, attracted
fewer airline operators; S&P accordingly judge its liquidity to be
somewhat lower.  An additional 30% of value comprises the B737-
800s, highly successful current technology narrowbody planes.  S&P
considers them to be among the most desirable aircraft collateral.
Based on current indications, S&P believes Boeing is not likely to
introduce a successor model until possibly toward the end of this
decade.

An additional 21% of value is represented by the B757-200s.  These
are large narrowbody aircraft introduced in the 1980s and widely
used, especially by U.S. airlines.  Boeing's current generation of
narrowbodies includes a successor aircraft, the B737-900 and B737-
900ER, although even the long-range "-ER" version does not have
trans-Atlantic capability.  S&P considers these planes of average
desirability as collateral.  The remaining 13% of value is
represented by the B767-300ERs, a small widebody introduced in the
1980s.  This plane has a fairly wide user base and is well suited
to flying routes that cannot support larger models.  It will
eventually be superseded by the new B787, whose introduction
Boeing has repeatedly delayed.

S&P's analysis of the aircraft collateral, which focuses mainly on
resale liquidity and technological risk, also considers the age of
the aircraft (in this case, 22 are 10-11 years old and two were
delivered in March 2010), as well as other characteristics of the
models.  S&P judged that the older B737-800s, in particular, would
exhibit somewhat greater volatility of values than newly delivered
aircraft of the same model, and factored that into S&P's
conclusions.

The initial and maximum loan-to-value of the class B certificates
is 70% using the appraised base values and depreciation
assumptions in the offering memorandum.  However, S&P focused on
more-conservative appraisal values: lower base values in the case
of the B737-800s and B777-200LRs (in this instance, comparable
with the lower current market value); and lower current market
values (not disclosed in the offering memorandum) for the B757-
200s and B767-300ERs.  This caused the initial appraised values
S&P used to be, in the aggregate, about 5% below those in the
prospectus and S&P's initial LTV to come in at 75%.  In addition,
S&P used more conservative depreciation assumptions: 5% annual
depreciation applied to a declining value for B737-800s, 7% for
B777-200LRs and B767-300ERs, and 8% for B757-200s.  Using these
values and assumptions, the maximum LTV is 75% for class B in
early 2011.  S&P's analysis also considered that a full draw of
the liquidity facility, plus interest on those draws, represents a
claim senior to the certificates.  However, because of current low
interest rates, this amount is somewhat below levels (as a percent
of asset value) of the EETCs issued in the past several years.
Initially, a full draw, with interest, is equivalent to about 7.7%
of asset value, using S&P's assumptions.

S&P's ratings on Atlanta, Ga.-based Delta Air Lines Inc. reflect
its highly leveraged financial profile, with significant
intermediate-term debt maturities and risks associated with
participation in the price-competitive, cyclical, and capital-
intensive airline industry.  The ratings also incorporate the
reduced debt load and operating costs Delta achieved while in
Chapter 11 in 2005-2007, and the enhanced competitive position and
synergy opportunities associated with its 2008 merger with
Northwest Airlines Corp. (parent of Northwest Airlines Inc.); the
two airlines were fully integrated in December 2009.  S&P
characterize Delta's business risk profile as weak and its
financial risk profile as highly leveraged.

The outlook on Delta is stable.  S&P doesn't expect to make any
rating revisions over the next year.  However, if continued strong
earnings, coupled with debt reduction, generate adjusted funds
flow to debt in the high-teen percent area, S&P could raise its
ratings.  On the other hand, if adverse industry conditions (for
example, a serious fuel price spike) cause financial results to
deteriorate, so that funds flow to debt falls into the mid-single-
digit percent area, or unrestricted liquidity falls below
$3.5 billion on a sustained basis, S&P could lower ratings.

                           Ratings List

                       Delta Air Lines Inc.

       Corporate credit rating                 B/Stable/--

                            New Rating

                       Delta Air Lines Inc.

         6.375% Pass-thru cert series 2010-1B    BB+ (sf)


DELTA AIR: S&P Assigns 'BB' Rating to Series 2010-2B Certs.
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it has assigned its
'BB' (sf) rating to Delta Air Lines Inc.'s pass-through
certificates series 2010-2B, a rule 415 shelf registration
drawdown, with an expected maturity of Nov. 23, 2015.  The final
legal maturity will be 18 months after the expected maturity.  The
issue is a junior tranche secured by the same collateral as the
$474.1 million series 2010-1A certificates issued Nov. 15, 2010.
The issuance of this series has no effect on S&P's 'A-' (sf)
rating on the 2010-A series.

The final 'BB' (sf) rating on the 2010-1 class B certificates
reflects Delta's credit quality, substantial collateral coverage
by a combination of very desirable and somewhat-less-liquid
aircraft, and legal and structural protections available to the
certificates.  The 2010-2A and 2010-2B certificates are secured by
aircraft notes which, in turn, are secured--one per aircraft--by
aircraft Delta already owns: six B737-800, one B757-200ER, and
three B767-300ER aircraft (previously collateral for earlier pass-
through certificates); two B737-700, six B757-200ER, one B777-
200LR, and one A330-200 aircraft (previously collateral for third-
party financings); and three B757-300, one A320-200, one A330-300,
and three MD90-30 aircraft (previously unencumbered).  Each
aircraft's secured notes are cross-collateralized and cross-
defaulted, a provision that S&P believes increases the likelihood
that Delta would affirm the notes (and, therefore, continue to pay
on the certificates) 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 Natixis S.A.  This 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 Delta in a bankruptcy with regard to certificates.

The rating applies to a unit consisting of certificates
representing the trust property and escrow receipts, initially
representing interests in deposits (the proceeds of the
offerings).  The escrow deposits are held by a depositary bank,
the Bank of New York Mellon, pending delivery of the aircraft that
Delta will refinance with proceeds from the certificates (10 of
which currently secure Delta's 2001-1 EETCs).  Amounts deposited
under the escrow agreements are not the property of Delta and are
not entitled to the benefits of Section 1110 of the U.S.
Bankruptcy Code, and any default arising under an indenture solely
by reason of the cross-default in such indenture may not be of a
type required to be cured under Section 1110.  Any cash collateral
held as a result of the cross-collateralization of the equipment
notes also would not be entitled to the benefits of Section 1110.
Neither the certificates nor the escrow receipts may be separately
assigned or transferred.

S&P believes that Delta views these planes as important and would,
given the cross-collateralization and cross-default provisions,
likely affirm the aircraft notes in a bankruptcy scenario.  In
contrast to most EETCs issued before 2009, the cross-default would
take effect immediately in a bankruptcy if Delta rejected any of
the aircraft notes.  This should prevent Delta from selectively
affirming some aircraft notes and rejecting others ("cherry-
picking"), which often harms the interests of certificateholders
in a bankruptcy.

S&P considers the collateral pool overall to be of mixed quality,
with some aircraft models more attractive than others.  The
largest proportion of value, about 60%, is comprised of good
collateral: B737-800s and B737-700s (26%), A330-200s and A330-300s
(16%), B777-200LRs (15%), and one A320 (3%).  The B737-800 and
closely related B737-700 are Boeing's most popular aircraft, a
midsize narrowbody plane that more than 100 airlines worldwide
operate.  Given the modern technology incorporated in the plane,
its wide user base, and expected demand in excess of supply over
the intermediate term, S&P considers it to be the best aircraft
collateral available.  Boeing currently says that it could
possibly introduce a successor to the various current B737 models
toward the end of this decade.  The A330-200 and A330-300 are
popular Airbus widebodies operated globally.  However, they will
compete in the global aircraft market with the B787, which
incorporates newer technology, with the first aircraft expected to
be delivered in 2011.  The Airbus A350, scheduled to enter service
in 2013, is a somewhat larger and longer-range plane than the A330
models, but will also represent a successor.  The B777-200LR is a
long-range version introduced in 2005 of Boeing's successful B777
model.  It's more specialized than the predecessor B777-200ER from
which it was derived and has attracted fewer airline operators so
far; S&P accordingly judge its liquidity to be somewhat lower than
the B777-200ER's.  The A320-200 is the core of Airbus' very
successful narrowbody product line and widely used by airlines
worldwide.  Although this plane was introduced in 1995, S&P does
not expect Airbus to introduce a successor model until at least
late this decade, now that Airbus has announced a re-engined
version available mid-decade.

The balance of value, about 40%, comprises B757-200ERs (14%),
B767-300ERs (13%), B757-300s (10%), and MD9-30s (3%).  The B757-
200ER is a large narrowbody aircraft introduced in the 1980s and
widely used, especially by U.S. airlines.  Boeing's current
generation of narrowbodies includes a successor aircraft, the
B737-900 and B737-900ER, although even the long-range "-ER"
version does not have trans-Atlantic capability.  S&P considers
these planes of average desirability as collateral.  The B757-300,
introduced in 1999 as a derivative of the B757-200, does not
incorporate the most current technology and has a much narrower
user base than the A330s.  The B757-300 had the misfortune of
being introduced two years before the global aviation downturn
that started in 2001, and production was ended in 2004.
Accordingly, S&P considers resale prospects for this plane to be
more limited than for the A330.  The B767-300ER is a small
widebody introduced in the 1980s.  This plane has a fairly wide
user base and is well suited to flying routes that cannot support
larger models.  It will eventually be superseded by the new B787.
The MD90-30 is the least attractive of the aircraft types due to
its age (1990s production), small user base, and fuel efficiency
that is somewhat less than that in the current generation of B737s
and A320 family.  Since all of the models of aircraft represented
in the collateral form significant parts of Delta's current fleet,
S&P believes that most are likely to remain part of Delta's fleet
if the airline enters bankruptcy a second time and reorganizes.
Since Delta has no new aircraft on order, S&P would expect most of
the other model types to remain in the fleet.  Indeed, Delta is
actively looking for more MD90s to replace its aging DC9s.

S&P's analysis of the aircraft collateral, which focuses mainly on
resale liquidity and technological risk, also considers the age of
the aircraft, as well as the characteristics of the models.  S&P
judged that the 10-year-old B737-800 aircraft would exhibit
somewhat greater potential volatility of values than the new
delivery B737-800s in an airline industry downturn, and factored
that into S&P's conclusions.

The initial loan-to-value of the class B certificates is 70.3%%
using the appraised base values and depreciation assumptions in
the offering memorandum.  However, S&P focused on more-
conservative maintenance-adjusted current market values (not
disclosed in the offering memorandum) for the B767-300ER, B757-
200ER, B757-300, and MD90-30 aircraft, and more-conservative
maintenance-adjusted base values for the B737-800 and B737-700,
B777-200LR, A330-200 and A330-300, and A320-200 aircraft. S&P also
use more-conservative depreciation assumptions for all of the
planes than those in the prospectus.  S&P assumed that, absent
cyclical fluctuations, the values of the B737-800s and B737-700s
would decline by 5% of the preceding year's value per year; the
A320s, 6%; the A330-200s and A330-300s, 6.5%; the B757-200ERs,
B767-300ERs, and B777-200LRs, 7%; the B757-300s, 8%; and the MD90-
30s, 10%.  Using these values and assumptions, the class B initial
LTV is higher, 70.3%--its peak, before declining gradually.  S&P's
analysis also considered that a full draw of the liquidity
facility, plus interest on those draws, represents a claim senior
to the certificates.  However, because of current low interest
rates, this amount is somewhat below levels (as a percent of asset
value) of EETCs of the past several years.  Initially, a full
draw, with interest, is equivalent to about 6.6% of asset value
using S&P's assumptions.

S&P's ratings on Atlanta, Ga.-based Delta Air Lines Inc. reflect a
highly leveraged financial profile, with significant intermediate-
term debt maturities, and risks associated with participation in
the price-competitive, cyclical, and capital-intensive airline
industry.  The ratings also incorporate the reduced debt load and
operating costs Delta achieved while in Chapter 11 in 2005-2007,
and an enhanced competitive position and synergy opportunities
associated with its 2008 merger with Northwest Airlines Corp.
(parent of Northwest Airlines Inc.), with the two airlines fully
integrated in December 2009.  S&P characterize Delta's business
risk profile as weak and its financial risk profile as highly
leveraged.

The outlook on Delta is stable.  S&P doesn't expect to make any
rating revisions over the next year.  However, if continued strong
earnings, coupled with debt reduction, generate adjusted funds
flow to debt in the high-teen percent area, S&P could raise its
ratings.  On the other hand, if adverse industry conditions (for
example, a serious fuel price spike) cause financial results to
deteriorate so that funds flow to debt falls into the mid-single-
digit percent area, or unrestricted liquidity falls below
$3.5 billion on a sustained basis, S&P could lower ratings.

                           Ratings List

                       Delta Air Lines Inc.

        Corporate credit rating                B/Stable/--

                            New Rating

                       Delta Air Lines Inc.

         6.75% pass-thru cert series 2010-2B     BB (sf)


DENALI CAPITAL: S&P Raises Ratings on Various Classes of Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A, B and D notes from Denali Capital CLO IV Ltd., a collateralized
loan obligation transaction managed by Denali Capital LLC.  At
the same time, S&P removed its rating on the class D notes from
CreditWatch, where S&P placed it with positive implications on
Nov. 8, 2010.  S&P also affirmed its rating on the class C notes.

The upgrades reflect improved performance S&P has observed in the
transaction's underlying asset portfolio since its Dec. 2, 2009
rating action, when S&P downgraded the A, B, C, and D notes
following the application of its September 2009 corporate
collateralized debt obligation criteria.  Additionally, the
upgrades take into account paydowns on the class A and D notes.
The transaction is past its reinvestment phase, and as a result,
the class A notes are being paid down with principal proceeds.
The class D notes benefit from a mechanism in the waterfall that
pays down the notes with a portion of the excess interest.  The
class A and D notes received $35 million and $0.5 million,
respectively, in the December 2010 distribution.  The affirmation
reflects the availability of credit support at the current rating
level.

As of the January 2011, trustee report, the transaction had
$6.5 million of defaulted assets.  This was down from $17 million
as reflected in the October 2009 trustee report, which S&P
referenced for its December 2009 rating actions.

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 January 2011 monthly
report:

* The class A O/C ratio was 127.76%, compared with a reported
  ratio of 122.08% in October 2009;

* The class B O/C ratio was 115.35%, compared with a reported
  ratio of 111.65% in October 2009;

* The class C O/C ratio was 106.59%, compared with a reported
  ratio of 104.12% in October 2009; and

* The class D O/C ratio was 105.48%, compared with a reported
  ratio of 102.71% in October 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

                     Denali Capital CLO IV Ltd

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

                          Rating Affirmed

                     Denali Capital CLO IV Ltd

                        Class     Rating
                        -----     ------
                        C         BB+ (sf)

Transaction Information
-----------------------
Issuer:              Denali Capital CLO IV Ltd.
Coissuer:            Denali Capital CLO IV (Delaware) Corp.
Collateral manager:  Denali Capital LLC
Underwriter:         JPMorgan Securities Inc.
Trustee:             Deutsche Bank Trust Co. Americas
Transaction type:    Cash flow CLO


E*TRADE ABS: Fitch Takes Rating Actions on Five Classes of Notes
----------------------------------------------------------------
Fitch Ratings has downgraded one and affirmed four classes of
E*Trade ABS CDO I, Ltd. notes:

  -- $9,600,000 class A-2 notes downgraded to 'Bsf/LS4' from
     'BBsf/LS4'; Outlook Negative;

  -- $25,000,000 class B notes affirmed at 'Csf';

  -- $11,256,471 class C-1 notes affirmed at 'Csf';

  -- $4,382,854 class C-2 notes affirmed at 'Csf';

  -- $5,277,338 Composite Securities affirmed at 'Csf'.

This review was conducted under the framework described in Fitch's
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 'Global
Criteria for Cash Flow Analysis in CDOs'.  Fitch also considered
additional qualitative factors into its analysis, as described
below, to conclude the rating affirmations for the rated notes.

Since the last rating action in February 2010, the credit quality
of the collateral has declined with approximately 69.2% of the
portfolio downgraded a weighted average of 4.7 notches.
Approximately 90.7% of the portfolio has a Fitch derived rating
below investment grade and 62.6% has a rating in the 'CCCsf'
rating category or lower, compared to 63.5% and 35.1%,
respectively, at last review.

Based on the analysis described above, the class A-2 notes'
breakeven rate is generally consistent with a 'Bsf' rating.  A
portion of the interest due to class A-2 is being paid through the
use of principal.  Although the notes have paid down 17.2% of the
balance outstanding at Fitch's last review, the additional
negative migration in the portfolio has increased the credit risk
of the notes.  Further, given the negative outlook for the
performance of the underlying assets, the Outlook for the notes
remains Negative.

The Loss Severity rating of 'LS4' for the class A-2 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.  This is explained in more detail
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 notes are still receiving interest distributions,
although entirely through the use of principal.  The class B notes
have a credit enhancement level of 2.9% as compared to the 57.2%
of the portfolio considered defaulted by the trustee.  Fitch
believes that default is inevitable for the class B notes at or
prior to maturity and therefore they have been affirmed at 'Csf'.

The class C-1 and C-2 notes have received payment in kind interest
payments, whereby the principal balance of the notes is written up
by the amount of interest owed, regularly since the July 2007
distribution date.  Fitch does not expect class C to receive any
cash interest payments or any principal recovery, hence the 'Csf'
rating affirmation.

The Composite Securities were originally composed of $1.5 million
of class C-1 notes and $3.5 million of preference shares.  Both of
these classes are not expected to receive any future
distributions, justifying the 'Csf' rating affirmation.

E*Trade I is a static cash flow collateralized debt obligation
that closed Sept. 26, 2002.  The portfolio was initially selected
by E*TRADE Global Asset Management, Inc. and is now monitored by
Vertical Capital, LLC.  The portfolio is primarily comprised of
residential mortgage-backed securities (RMBS; 56.3%), CDOs
(22.4%), commercial mortgage-backed securities (CMBS; 18.4%), and
asset-backed securities (ABS; 2.9%).  An Event of Default occurred
in 2004 due to the Net Outstanding Portfolio Collateral Balance
falling below the sum of the aggregate outstanding Amount of the
Notes.


FIRST 2004-I: S&P Raises Ratings on Various Classes of Notes
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class A-2, A-3, B, and C notes from FIRST 2004-I CLO Ltd., a
collateralized loan obligation transaction managed by Crescent
Capital LLC.  At the same time, S&P removed its ratings on the
class B and C notes from CreditWatch, where S&P placed them with
positive implications on Nov. 8, 2010.  S&P also affirmed its 'AAA
(sf)' rating on the class A-1 notes.

The upgrades of the class A-2, A-3, B, and C notes reflect
improved performance S&P has observed in the deal's underlying
asset portfolio and paydowns on the balance of the class A-1 and
A-3 notes since its Oct. 23, 2009, rating action, when S&P
downgraded the A-2, A-3, B, and C notes following the application
of its September 2009 corporate CDO criteria.  As of the January
2011 trustee report, the transaction had $2.7 million of defaulted
assets.  This was down from $22.5 million noted in the September
2009, trustee report, which S&P referenced for its October 2009
rating actions.  Additionally, the class A-1 and A-3 note balances
were paid down by approximately $114 million over the same time
period.  The affirmation of the class A-1 notes reflects the
availability of credit support at the current rating level.

The transaction has also benefited from an increase in
overcollateralization available to support the rated notes.  The
trustee reported these O/C ratio in the January 2011, monthly
report:

* The class A O/C ratio was 130.49%, compared with a reported
  ratio of 121.76% in September 2009;

* The class B O/C ratio was 115.82%, compared with a reported
  ratio of 109.93% in September 2009; and

* The class C O/C ratio was 111.14%, compared with a reported
  ratio of 106.06% in September 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

                       FIRST 2004-I CLO Ltd.

                         Rating
                         ------
           Class     To             From
           -----     --             ----
           A-2       AAA (sf)       AA+ (sf)
           A-3       AAA (sf)       AA+ (sf)
           B         A+ (sf)        BBB+ (sf)/Watch Pos
           C         BBB+ (sf)      B+ (sf)/Watch Pos

                         Rating Affirmed

                       FIRST 2004-I CLO Ltd.

                        Class       Rating
                        -----       ------
                        A-1         AAA (sf)

Transaction Information
-----------------------
Issuer:              FIRST 2004-I CLO Ltd.
Coissuer:            FIRST 2004-I CLO Corp.
Collateral manager:  Crescent Capital LLC
Underwriter:         JPMorgan Securities Inc.
Trustee:             Bank of New York Mellon (The)
Transaction type:    Cash flow CLO


FIRST UNION: S&P Affirms Ratings on 15 2001-C2 Securities
---------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on 15
classes of commercial mortgage-backed securities from First Union
National Bank Commercial Mortgage Trust's series 2001-C2.

The affirmations follow S&P's analysis of the transaction using
its U.S. conduit/fusion CMBS criteria.  The affirmations reflect
S&P's analysis of the remaining collateral in the pool, the deal
structure, and the liquidity available to the trust.

Although the trust experienced increased credit enhancement levels
resulting from principal paydowns, S&P's rating actions are
tempered by the volume of non-defeased, non-specially serviced
loans that are scheduled to mature through June 2011 (16 loans,
$92.3 million, 50.6% of the trust balance), as well as the 15.1%
of the pool reporting debt service coverage  below 1.10x.  While
many of these loans have DSC ratios greater than 1.10, S&P
believes these loans could face refinancing challenges given
current market conditions.  Therefore, S&P believes these loans
could be at increased risk of being transferred to special
servicing if they are not able to be refinanced at maturity.

S&P affirmed its rating on the class I/O interest only certificate
based on its current criteria.

S&P's analysis included a review of the credit characteristics of
all of the loans in the pool.  Using servicer-provided financial
information, S&P calculated an adjusted DSC of 1.19x and a loan-
to-value ratio of 81.2%.  S&P further stressed the loans' cash
flows under S&P's 'AAA (sf)' scenario to yield a weighted average
DSC of 1.00x and an LTV ratio of 96.1%.  The implied defaults and
loss severity under the 'AAA (sf)' scenario were 42.9% and 20.5%,
respectively.  The DSC and LTV calculations S&P noted above
exclude the eight ($27.2 million; 14.9%) specially serviced assets
and 12 defeased loans ($57.8 million; 31.7%).  S&P separately
estimated losses for the eight specially serviced assets, and
included them in S&P's 'AAA (sf)' scenario implied default and
loss severity figures.

                       Transaction Summary

As of the January 2011 trustee remittance report, the transaction
had an aggregate trust balance of $182.3 million (40 loans),
compared with $1.0 billion (107 loans) at issuance.  The master
servicer, Wells Fargo Bank N.A. provided financial information for
96.0% of the nondefeased trust balance.  All of the servicer-
provided financial information was partial-year 2009, full-year
2009 data, or partial-year 2010 data.

S&P calculated a weighted average DSC of 1.30x for the nondefeased
loans in the pool based on the reported figures.  S&P's adjusted
DSC and LTV were 1.19x and 81.2%, respectively, and exclude the
eight specially serviced assets and 12 defeased loans.  S&P
separately estimated losses for the specially serviced assets and
included them in its 'AAA (sf)' scenario implied default and loss
severity figures.  Fourteen loans ($85.4 million, 46.9%) are on
the master servicer's watchlist.  Two loans ($20.4 million,
11.2%) have reported DSC between 1.00x and 1.10x, and four loans
($7.1 million, 3.9%) have a reported DSC of less than 1.00x.  The
trust has experienced $8.7 million of principal losses on 11 loans
to date.

                      Credit Considerations

As of the Jan. 14, 2011 trustee remittance report, eight assets
($27.2 million; 14.9%) in the pool, four of which are among the
top 10 real estate loans, were with the special servicer, LNR
Partners LLC.  Three ($7.6 million, 4.2%) assets are more than
90-plus-days delinquent, two ($5.6 million, 3.1%) assets are
less than 30 days delinquent, and three ($14.0 million, 7.7%)
are matured balloon loans.  Two loans ($10.1 million, 5.6%) have
appraisal reduction amounts (ARA) in effect totaling $4.9 million.
Details on the four largest assets with the special servicer are:

The 610 Weddell loan ($8.1 million, 4.4%) is the largest loan
with the special servicer and the fifth-largest nondefeased loan
in the pool.  The loan is secured by a 63,072-sq.-ft. industrial
property built in 1983 in Sunnyvale, Calif.  The asset was
transferred to the special servicer on June 10, 2010, due the
borrower's inability to refinance the loan prior to its June 1,
2010, maturity.  The special servicer reported that the property
is currently 100% vacant.  LNR indicated that it is currently
evaluating various liquidation strategies.  An ARA of $3.9 million
is in effect for this asset.  Standard & Poor's expects a
significant loss upon the resolution of this asset.

The Bayshore Palms loan ($4.8 million, 2.6%) is the second-largest
loan with the special servicer and the eighth-largest nondefeased
loan in the pool.  The loan is secured by a 200-unit multifamily
property built in 1974 in Safety Harbor, Fla.  The loan was
transferred to the special servicer on Jan. 7, 2009, due to
payment default and is currently 90-plus-days delinquent.  LNR
indicated that the borrower was not able to refinance the loan
prior to its Feb. 1, 2011, maturity date.  According to LNR, there
is no recent financial reporting information available for this
loan, and LNR is currently evaluating various workout strategies.
Standard & Poor's expects a moderate loss upon the resolution of
this asset.

The Nucleus Business Plaza loan ($4.5 million, 2.5%) is the third-
largest loan with the special servicer and the ninth-largest
nondefeased loan in the pool.  The loan is secured by a 75,071-
sq.-ft. mixed-use property built in 1964 in Las Vegas.  The loan
was transferred to the special servicer on Dec. 15, 2010, due to
maturity default (matured on Dec. 1, 2010) and is currently less
than 30 days delinquent.  For the nine months ended Sept. 30,
2010, the reported occupancy and DSC were 88.0% and 2.47x,
respectively.  LNR is currently evaluating various workout
options.  Standard & Poor's expects a minimal loss upon the
resolution of this asset.

The TownPlace Suites - Tallahassee loan ($4.4 million, 2.4%) is
the fourth-largest loan with the special servicer and the 10th-
largest nondefeased loan in the pool.  The loan is secured by a
95-room lodging property built in 1998 in Tallahassee, Fla.   The
loan was transferred to the special servicer on Nov. 10, 2010, due
to maturity default (matured on Nov. 1, 2010).  For the 12 months
ended June 30, 2010, the reported occupancy and DSC were 53.6% and
0.73x, respectively.  LNR indicated that it is currently in the
process of obtaining information from the borrower.  Standard &
Poor's expects a moderate loss upon the resolution of this asset.
The remaining four specially serviced assets ($5.4 million, 3.0%)
have balances that individually represent 1.12% or less of the
total pool balance.  S&P estimated losses for the four assets and
the weighted average loss severity for these four assets was
28.6%.

               Summary of Top 10 Real Estate Loans

The top 10 loans secured by real estate have an aggregate
outstanding balance of $96.1 million (52.7%).  Using servicer-
reported information, S&P calculated a weighted average DSC of
1.27x for nine of the top 10 real estate loans in the pool.  S&P's
adjusted DSC and LTV figures for the top 10 real estate loans were
1.13x and 87.3%, respectively.  Four of the top 10 real estate
loans are with the special servicer and were discussed above.
Five of the top 10 real estate loans are on the master servicer's
watchlist, of which the two largest are discussed below.

The Olen Portfolio loan ($20.3 million; 11.1%) is the largest
nondefeased loan in the pool and the largest loan on the
watchlist.  The loan is secured by a 175,167-sq.-ft. industrial
property (Spectrum Point) in Lake Forest, Calif., and a 41,522-
sq.-ft. office property in San Clemente, Calif.  The loan, which
is current, is on the master servicer's watchlist due to its
impending April 1, 2011, maturity.  As of the six months ended
June 30, 2010, the reported occupancy and DSC were 89.0% and
1.32x, respectively.

The Monaco Park Apartments loan ($18.0 million; 9.9%) is the
second-largest nondefeased loan in the pool and the second-largest
loan on the watchlist.  The loan is secured by a 284-unit
multifamily property built in 1999 in Las Vegas.  The loan, which
is current, is on Wells Fargo's watchlist due to its impending
March 1, 2011, maturity.  As of the six months ended June 30,
2010, the reported occupancy and DSC ratio were 91.0% and 1.06x,
respectively.

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

                         Ratings Affirmed

        First Union National Bank Commercial Mortgage Trust
    Commercial mortgage pass-through certificates series 2001-C2

             Class    Rating    Credit enhancement (%)
             -----    ------    ----------------------
             B        AAA (sf)                  93.92
             C        AAA (sf)                  86.96
             D        AAA (sf)                  80.01
             E        AAA (sf)                  68.88
             F        AAA (sf)                  63.31
             G        AA+ (sf)                  54.97
             H        AA- (sf)                  45.23
             J        A+ (sf)                   38.28
             K        BBB+ (sf)                 29.93
             L        BBB- (sf)                 18.80
             M        BB+ (sf)                  16.02
             N        BB (sf)                   12.66
             O        B+ (sf)                    9.38
             P        B (sf)                     7.19
             I/O      AAA (sf)                    N/A

                     N/A -- not applicable.


FIRST UNION: S&P Downgrades Ratings on Eight 2001-C4 Certs.
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on eight
classes of commercial mortgage pass-through certificates from
First Union National Bank Commercial Mortgage Trust's series 2001-
C4, a U.S. commercial mortgage-backed securities transaction.  In
addition, S&P affirmed its ratings on eight other classes from the
same transaction.

The rating actions follow S&P's analysis of the transaction using
S&P's U.S. conduit and fusion CMBS criteria.  In addition, S&P's
rating actions also considered the volume of nondefeased and non-
specially serviced near-term maturing loans that are scheduled to
mature through December 2011 (77 loans; $456.2 million, 73.5% of
the trust balance), as well as 23.6% of the pool reporting debt
service coverage ratios below 1.10x.

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
1.13x and a loan-to-value ratio of 120.7%.  S&P further stressed
the loans' cash flows under S&P's 'AAA' scenario to yield a
weighted average DSC of 0.97x and an loan-to-value ratio of
159.4%.  The implied defaults and loss severity under the 'AAA'
scenario were 36.2% and 44.7%, respectively.  The DSC and LTV
calculations S&P noted above exclude the sole specially serviced
loan ($138,549) and 21 defeased loans ($154.1 million; 24.8%).
S&P separately estimated a loss for the specially serviced loan,
which S&P included in its 'AAA' scenario implied default and loss
severity figures.

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

                      Credit Considerations

As of the Jan. 14, 2011, trustee remittance report, one loan
($138,549) in the pool is with the special servicer, LNR Partners
LLC.  The loan, which is in its grace period, is secured by the
Town Westchester Center, an 18,824-sq.-ft. unanchored retail
center in Houston, Texas, that was built in 1977.  This loan was
transferred to special servicing on Aug. 26, 2010, because the
borrower indicated that it would default on the ground lease
payment in December 2010 due to a substantial increase in the
ground lease monthly payment.  LNR indicated that it is
considering a loan sale.  S&P expects a minimal loss upon the
eventual resolution of this loan.

Two loans ($3.7 million; 0.4%) were previously with the special
servicer but have 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 these loans (including the balloon
maturity payment), provided that they continue to perform and
remain with the master servicer.

                       Transaction Summary

As of the Jan. 14, 2010 trustee remittance report, the transaction
had an aggregate trust balance of $620.6 million (101 loans),
compared with $978.6 million (137 loans) at issuance.  Wells Fargo
Bank N.A., the master servicer, provided financial information for
99.8% of the nondefeased loans in the pool, of which 65.5% was
full-year 2009 data and 34.3% was partial-year 2010 data.

S&P calculated a weighted average DSC of 1.25x for the loans in
the pool based on the servicer-reported figures.  S&P's adjusted
DSC and LTV ratio were 1.13x and 120.7%, respectively, and exclude
the sole specially serviced asset ($138,549) and 21 defeased loans
($154.1 million; 24.8%).  The trust has experienced $4.8 million
of principal losses to date on 10 assets.  Thirty loans are on the
master servicer's watchlist ($205.3 million; 33.1%).  Six loans
($26.8 million, 4.3%) have reported DSCs between 1.00x and 1.10x,
and 10 loans ($119.5 million, 19.3%) have reported DSCs of less
than 1.00x.

               Summary of Top 10 Real Estate Loans

The top 10 loans secured by real estate have an aggregate
outstanding trust balance of $189.4 million (30.5%).  Using
servicer-reported information, S&P calculated a weighted average
DSC of 1.13x for the top 10 real estate loans.  S&P's adjusted DSC
and LTV figures for the top 10 real estate loans were 0.96x and
153.0%, respectively.  Four of the top 10 real estate loans
($87.0 million, 14.0%) are on the master servicer's watchlist.

The Overlook at Great Notch loan ($31.1 million; 5.0%), the
largest nondefeased loan in the pool, is secured by a 414,650-sq.-
ft. suburban office building in Little Falls, N.J., that was built
in 1988 and renovated between 1997 and 2000.  The loan, which is
current, appears on the master servicer's watchlist due to a low
reported DSC of 0.87x for year-end 2009, and occupancy was 65.5%
according to the Jan. 6, 2011 rent roll.

The Chesterbrook Office Building loan ($24.9 million; 4.0%), the
third-largest nondefeased loan in the pool, is secured by a
171,316-sq.-ft. suburban office building in Berwyn, Pa., that was
built in 1999.  The loan, which is current, appears on the master
servicer's watchlist due to a low reported DSC of 0.75x for the
nine months ended Sept. 30, 2010, and the occupancy was 80.5%
according to the Sept. 30, 2010 rent roll.

The Keystone Park II loan ($16.2 million; 2.6%), the fifth-largest
nondefeased loan in the pool, is secured by a 198,233-sq.-ft.
suburban office building in Durham, N.C., that was built in 2000.
The loan appears on the master servicer's watchlist due to a low
reported DSC of 0.60x for the year-end 2009.  Wells Fargo
indicated that the DSC was affected by lower occupancy, which was
69.7% according to the Jan. 7, 2011 rent roll.

The Lisbon Landing loan ($14.8 million; 2.4%), the eighth-largest
nondefeased loan in the pool, is secured by a 170,002-sq.-ft.
anchored retail property in Lisbon, Conn.  that was built in 2001.
The loan appears on the master servicer's watchlist due to a low
reported DSC of 0.69x for the year-end 2009, and occupancy was
80.0% according to the Dec. 31, 2010 rent roll.

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

                         Ratings Lowered

        First Union National Bank Commercial Mortgage Trust
   Commercial mortgage pass-through certificates series 2001-C4

                  Rating
                  ------
      Class    To         From        Credit enhancement (%)
      -----    --         ----        ----------------------
      H        A (sf)     AA- (sf)                    15.78
      J        BBB- (sf)  A (sf)                      13.42
      K        BB+ (sf)   BBB+ (sf)                   11.05
      L        BB- (sf)   BBB (sf)                     7.50
      M        B+ (sf)    BBB- (sf)                    6.32
      N        B (sf)     BB (sf)                      5.19
      O        B (sf)     BB- (sf)                     4.07
      P        B- (sf)    B (sf)                       3.32

                         Ratings Affirmed

        First Union National Bank Commercial Mortgage Trust
   Commercial mortgage pass-through certificates series 2001-C4

             Class     Rating   Credit enhancement (%)
             -----     ------   ----------------------
             A-2       AAA (sf)                  35.10
             B         AAA (sf)                  29.18
             C         AAA (sf)                  27.21
             D         AAA (sf)                  25.24
             E         AAA (sf)                  22.48
             F         AA+ (sf)                  20.51
             G         AA (sf)                   18.54
             IO-I      AAA (sf)                    N/A

                     N/A -- Not applicable.


FOUNDATION RE: S&P Assigns 'BB+' Rating to Series 2011-1 Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB+(sf)'
preliminary rating to the Series 2011-1 Class A notes to be issued
by Foundation Re III Ltd. The notes will cover losses from
hurricanes in the covered area on a per-occurrence basis.
Foundation Re III is a special-purpose Cayman Islands exempted
company licensed as a Class B insurer in the Cayman Islands.  All
of its issued and outstanding share capital will be held under a
declaration of trust for certain charitable purposes by HSBC Bank
(Cayman) Ltd., as share trustee.

The notes have a tenor of four years.  Prior to the first reset,
the notes will be triggered by a hurricane in the covered area
that generates an event index value in excess of $1.420 billion
and will have an exhaustion amount of $1.620 billion.

This is the second issuance of Foundation Re III that has been
rated by Standard & Poor's.  The Series 2010-1 Class A notes
cover hurricane as well and have an initial trigger point of
$1.203 billion and an exhaustion point of $1.403 billion.  These
amounts are due to be reset in March 2011.

The preliminary rating is based on information current as of
Feb. 9, 2011.  Subsequent information may result in the assignment
of a final rating that differs from the preliminary rating.

                           Ratings List

                        New Rating Assigned

                       Foundation Re III Ltd.

    Series 2011-1 Class A notes                 BB+(sf) (prelim)


FRIEDBERGMILSTEIN PRIVATE: S&P Raises Ratings on Various Classes
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
B-1, B-2, C-1, and C-2 notes from FriedbergMilstein Private
Capital Fund I, a collateralized loan obligation transaction
managed by FriedbergMilstein LLC.  At the same time, S&P removed
the class C-1 and C-2 notes from CreditWatch, where S&P placed
them with positive implications on Nov. 8, 2010.  S&P also
affirmed its ratings on the class A, D-1, and D-2 notes.

The upgrades reflect improved performance S&P has observed in the
deal's underlying asset portfolio since its March 26, 2010 rating
action, when S&P downgraded some of the notes following credit
deterioration in the collateral pool.  As of the Jan. 10, 2011
trustee report, the transaction had approximately $67.43 million
of defaulted assets.  This was down from approximately
$108.19 million as of the March 2, 2010, trustee report, which
S&P referenced for its March 2010 rating actions.  The
affirmations of the class A, D-1, and D-2 notes reflect S&P's
opinion that available credit support is sufficient for the
current rating levels.

The transaction has also benefited from an increase in the
overcollateralization available to support the rated notes.  The
trustee reported these O/C ratios in the Jan. 10, 2011, monthly
report:

* The class A/B O/C ratio was 140.62%, compared with a reported
  ratio of 128.09% in March 2010;

* The class C O/C ratio was 123.91%, compared with a reported
  ratio of 116.17% in  March 2010; and

* The class D O/C ratio was 109.77%, compared with a reported
  ratio of 106.18% in March 2010.

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

                  Rating And Creditwatch Actions

             FriedbergMilstein Private Capital Fund I

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

                         Ratings Affirmed

             FriedbergMilstein Private Capital Fund I

                  Class                  Rating
                  -----                  ------
                  A                      AAA (sf)
                  D-1                    B+ (sf)
                  D-2                    B+ (sf)

Transaction Information
-----------------------
Issuer:             FriedbergMilstein Private Capital Fund I
Coissuer:           FriedbergMilstein Private Capital Fund I LLC
Collateral manager: FriedbergMilstein LLC
Underwriter:        Merrill Lynch, Pierce, Fenner & Smith Inc.
Trustee:            U.S. Bank National Association
Transaction type:   Cash flow CLO


G-FORCE 2005-RR: S&P Downgrades Ratings on Two Classes of Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on two
classes of commercial mortgage-backed securities pass-through
certificates from G-Force 2005-RR LLC, a U.S. resecuritized real
estate mortgage investment conduit transaction.  At the same time,
S&P affirmed its ratings on eight classes and withdrew its rating
on one class from the same transaction.

The downgrades and affirmations reflect S&P's analysis of the
transaction following interest shortfalls to the transaction.
S&P downgraded classes J and K to 'D (sf)' from 'CCC- (sf)'
due to interest shortfalls that S&P expects will occur for the
foreseeable future.  S&P withdrew its rating on the A-1 class
following the full repayment of the class' principal balance.

According to the Jan. 24, 2011, trustee report, cumulative
interest shortfalls to the transaction totaled $4.5 million,
affecting class F and the classes subordinate to it.  The
interest shortfalls resulted from interest shortfalls on
five of the underlying CMBS transactions, primarily due to
the master servicer's recovery of prior advances, appraisal
subordinate entitlement reductions, servicers' nonrecoverability
determinations for advances, and special servicing fees.  If the
interest shortfalls to G-Force 2005-RR continue, S&P will evaluate
the shortfalls and may take further rating actions as S&P
determines to be appropriate.

According to the Jan 24, 2011, trustee report, G-Force 2005-RR was
collateralized by 36 CMBS classes ($365.3 million, 100%) from 13
distinct transactions issued between 1998 and 2000.

Standard & Poor's analyzed G-Force 2005-RR and its underlying
collateral according to its current criteria.  S&P's analysis is
consistent with the lowered, affirmed, and withdrawn ratings.

                         Ratings Lowered

                        G-FORCE 2005-RR LLC
  Commercial mortgage-backed securities pass-through certificates

                                Rating
                                ------
                 Class    To            From
                 -----    --            ----
                 J        D (sf)        CCC- (sf)
                 K        D (sf)        CCC- (sf)

                         Ratings Affirmed

                        G-FORCE 2005-RR LLC
  Commercial mortgage-backed securities pass-through certificates

                        Class    Rating
                        -----    ------
                        A-2      BB (sf)
                        B        B+ (sf)
                        C        CCC+ (sf)
                        D        CCC (sf)
                        E        CCC- (sf)
                        F        CCC- (sf)
                        G        CCC- (sf)
                        H        CCC- (sf)

                        Ratings Withdrawn

                        G-FORCE 2005-RR LLC
  Commercial mortgage-backed securities pass-through certificates

                                Rating
                                ------
                 Class    To            From
                 -----    --            ----
                 A-1      NR            BB (sf)

                         NR -- not rated.


GARDEN CITY: Moody's Downgrades Rating to $7 Mil. Bonds to 'Ba3'
----------------------------------------------------------------
Moody's Investors Service has downgraded to Ba3 from Ba1 the long-
term debt rating assigned to Garden City Hospital's $7.0 million
of outstanding Series 1998A fixed rate bonds.  GCH also has
approximately $47 million of Series 2007A fixed rate bonds
outstanding that are not rated by Moody's.  The outlook remains
negative at the lower rating level.

Ratings Rationale: The downgrade to Ba3 from Ba1 with a negative
outlook reflects the multi-year trend of declining admissions and
operating performance, a decline in revenues in fiscal year 2010
accompanied by a decline in liquidity, culminating in weak cash
flow generation and thinning balance sheet metrics.  In addition,
the 68% underfunded pension plan places further pressure on the
balance sheet for future cash flow demands, and the status as a
stand-alone hospital located in a highly competitive and socio-
economically challenged metro-Detroit market challenge future
volume metrics and revenue growth.  GCH is non-compliant with the
debt service coverage covenant at FYE 2010 and is required to
bring in consultants.

Legal Security: The bonds are an obligation of the Garden City
Hospital Obligated Group, of which GCH currently is the only
member.  GCH is a member of Garden City and Subsidiaries (the
system).  GCH accounts for approximately 91% of system assets and
93% of system revenues.  The bonds are secured by a security
interest in Gross Revenues (as defined in the bond documents) and
a mortgage and pledge of tangible and intangible property of GCH.
Covenants measured annually include 1.20 debt service coverage, 50
days cash on hand, and average age of trade accounts payable less
than 90 days.

Interest Rate Derivatives: None.

                           Challenges

* Multi-year trend of declining inpatient admissions continuing in
  fiscal year (FY) 2010 resulting in a 20% decline since FY 2005

* Material decline in operating performance in audited FY 2010
  with an operating loss of $7.1 million (-4.7% operating margin
  after reclassifying investment income from operating to non-
  operating revenue as is Moody's practice) and operating cash
  flow of a very slim $2.0 million (1.3% operating cash flow
  margin) compared to the breakeven operating income of
  $235 thousand (0.1% operating margin) and operating cash flow of
  $9.1 million (5.8% operating cash flow margin) in FY 2009

* Decline in liquidity position as of September 30, 2010, with
  unrestricted cash and investments down to $24.8 million or 59
  days cash on hand from $27.5 or 66 days at fiscal year end
  2009; cash-to-debt is a thin 45%

* Below average debt measures for the Ba-rating category with FY
  2010 Moody's-adjusted maximum annual debt service   coverage
  (using normalized investment returns at 6%) of 0.95 times and
  debt-to-cash flow a very high 55 times

* Significantly underfunded pension plan (plan frozen); funding
  ratio at 68% at September 30, 2010, and largely due to
  reductions in the discount rate the underfunded liability
  increased materially to $20.4 million from $1.7 million at FYE
  2008, which could place additional stress on the balance sheet;
  no contribution was made in fiscal years 2008, 2009, and 2010
  nor is projected for FY 2011

* Stand-alone facility located in competitive and economically
  challenged southeastern Michigan market with other sizable
  hospitals providing a large array of services

                            Strengths

* Recently engaged consulting firm to redesign case management
  structure and identify cost savings

* Low capital spending over the last two years that has helped
  preserve liquidity, and no new debt anticipated in FY 2011
  mitigating some pressure on balance sheet measures

* All fixed rate debt removes risk to changes in interest rates

* Non-unionized staff

                    Recent Developments/Results

The downgrade to Ba3 from Ba1 and negative outlook reflects the
multi-year trend of declining volumes and the impact on financial
performance.  In audited FY 2010, GCH recorded an operating loss
of $7.1 million (-4.7% margin, after reclassifying investment
income from operating to non-operating revenue) and operating cash
flow of a very thin $2.0 million (1.3% operating cash flow margin)
compared to the breakeven performance in FY 2009 with operating
income of $235 thousand (0.1% margin) and operating cash flow of
$9.1 million (5.8% margin).  GCH did not to achieve the 1.20 times
MADS rate covenant measured at September 30, 2010, and is
finalizing its approach to the consultant engagement remedy to
cure the non-compliance as per the bond documents.

The financial downturn for GCH is driven by a material decline in
admissions (7.3%) and surgeries (7.8%) through September 30, 2010,
compared to September 30, 2009.  This recent performance adds to a
multi-year trend, resulting in a 20% decline in admissions since
FY 2005.  With this decline in volumes, revenues have only
improved modestly over the last four years and in FY 2010 absolute
revenues declined 3.5% compared to the prior year period.
Management attributes these results to the continuing struggles of
the local economy, the deferral of healthcare services by
patients, and an increase in self-pay and charity care patients.

To offset these challenges, GCH has engaged consultants to
redesign case management and separate consultants with LEAN
expertise to focus on re-engineering department processes to
reduce cost.  Furthermore, management is implementing a strategy
to drive referrals through the active medical staff, reduce length
of stay, increase on-time starts in the operating rooms, improve
emergency room turnaround time, improve documentation, and reduce
salary cost by reducing work hours.  At this time management is
waiting to complete a budget for FY 2011 until an estimate of the
future cost savings is available.

In addition to the material decline in performance in FY 2010,
the variability of performance in the last four years is a
credit concern.  FY 2009 showed improved financial performance
over the previous two fiscal years; however, a portion of this
performance is attributable to a material one-time $3 million
decline in professional liability insurance expense.  When
normalizing the insurance expense, FY 2009 shows an estimated
operating loss of $2.8 million (-1.7% margin) and operating cash
flow of $6.1 million (3.9% margin).  Similar compared to FY 2008
operating loss of $2.7 million (-1.8% margin) and operating cash
flow of $4.6 million (3.0% margin).  Including this normalized FY
2009 performance, Moody's sees a four year trend of 0.3% or
negative operating margins and 4.6% or below operating cash flow
margins.  This trend is below the Ba medians of 0.1% operating
margin and 5.6% operating cash flow margin.

As a result of the decline in operating performance in FY 2010,
Moody's-adjusted debt measures also declined with debt-to-cash
flow moving to 55 times from 6.8 times in FY 2009 and MADS
coverage declining to a weak 0.95 times from 2.6 times in FY 2009.
In FY 2008, GCH had debt-to-cash flow of 14.4 times and MADS
coverage of 1.49 times.

The operating loss in FY 2010 had a negative impact on the
balance sheet.  Unrestricted cash and investments declined to
$24.8 million or 59 days cash on hand as of September 30, 2010,
from $27.5 million or 66 days cash on hand at FYE 2009.  This
declining cash position likely will limit the hospital's ability
to face the challenges of a highly competitive market and reduce
the ability of the hospital to invest in the facility, though most
facility issues were addressed by the Series 2007A Bonds.  GCH
spent $4.4 million on capital in FY 2010 and is budgeting to spend
as needed on capital expenditures in FY 2011.  Average age of
plant is 13.7 years in FY 2010 compared to the national median of
10 years.

Moody's sees GCH's growing pension obligation as further pressure
on the balance sheet.  At FYE 2010 GCH's defined benefit pension
plan, frozen in 2003, was $20.4 million underfunded relative to
the pension obligation, resulting in a low 68% funding ratio
(based on the PBO).  This is an $18.7 million increase over the
obligation at FYE 2008, when the pension plan was 96% funded.  A
significant component to the decrease in the funding status was a
decline in the discount rate more comparable to peers.  Management
states that they are funding at the minimum required contribution
amount and no contributions were required in fiscal years 2008,
2009, and 2010, nor will be in FY 2011.  Cash-to-debt, declined to
45% at September 30, 2010 as compared to 49% at FYE 2009, remains
weak.  Favorably, the hospital's debt is all fixed rate and
management does not anticipate issuing additional debt in the near
future, which mitigates some of the pressure on the balance sheet.

Moody's sees GCH's competitive and economically challenged
location in the Detroit metropolitan area as a key element in the
rating decision.  GCH is located in the suburbs fifteen miles west
of Detroit and is the only hospital in the eight-mile radius that
represents its primary service area, which includes Garden City
and surrounding communities.  Outside the eight-mile PSA, GCH, a
323-licensed bed hospital, faces stiff competition Oakwood
Hospital and Medical Center and Oakwood Annapolis Hospital in
Wayne (both members of A2-rated Oakwood Health System), St. Mary
Mercy Hospital in Livonia (a member of Aa2-rated Trinity Health),
and Botsford General Hospital in Farmington Hills.  GCH's market
share in its PSA is 13%, down slightly from its previous 14%.

                             Outlook

The negative outlook reflects Moody's concerns with the continued
trend in declining operating performance with ongoing
Challenges in the local economy, the thin liquidity and potential
strains on maintaining or growing cash with weak operating
performance and a looming underfunded pension plan, and
competitive hospitals with greater capital resources as part of
larger health systems.

                What could change the rating -- Up

Unlikely given the negative outlook, however, an upgrade would be
a function of material improvement in operating performance that
is sustainable; gains in liquidity; substantial volume gains

               What could change the rating -- Down

Continued decline in operating performance from current levels;
continued decline in liquidity; continued decline in patient
volumes; additional debt without commensurate increase in cash
flow

                          Key Indicators

Assumptions & Adjustments:

  -- Based on financial statements for Garden City Hospital and
     Subsidiaries consolidated financial statements

  -- First number reflects audit year ended September, 30, 2009

  -- Second number reflects audited year ended September 30, 2010

  -- Investment returns normalized at 6% unless otherwise noted

* Inpatient admissions: 8,976; 8,320

* Total operating revenues: $158.3 million; $152.7 million

* Moody's-adjusted net revenue available for debt service:
  $11.3 million; $3.9 million

* Total debt outstanding: $56.4 million; $55.1 million

* Maximum annual debt service (MADS): $4.3 million; $4.1 million

* Moody's-adjusted MADS Coverage with normalized investment
  income: 2.60 times; 0.95 times

* Debt-to-cash flow: 6.8 times; 55.1 times

* Days cash on hand: 66 days; 59 days

* Cash-to-debt: 49%; 45%

* Operating margin: 0.1%; (4.7)%

* Operating cash flow margin: 5.8%; 1.3%

Outstanding Bonds (As Of September 30, 2010):

  -- Series 1998A Fixed Rate Revenue Bonds ($7.0 million
     outstanding), rated Ba3

The last rating action with respect to GCH was on December 18,
2009, when a municipal finance scale rating of Ba1 was assigned
and affirmed and the outlook was negative.  That rating was
subsequently recalibrated to Ba1 on May 7, 2010.


GE COMMERCIAL: Moody's Downgrades Ratings on Eight 2005-C4 Certs.
-----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of eight classes,
confirmed one class and affirmed fourteen classes of GE Commercial
Mortgage Corporation, Commercial Mortgage Pass-Through
Certificates, Series 2005-C4:

  -- Cl. A-2 Certificate, Affirmed at Aaa (sf); previously on
     Dec. 16, 2005 Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3A Certificate, Affirmed at Aaa (sf); previously on
     Dec. 16, 2005 Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3B Certificate, Affirmed at Aaa (sf); previously on
     Dec. 16, 2005 Assigned Aaa (sf)

  -- Cl. A-SB Certificate, Affirmed at Aaa (sf); previously on
     Dec. 16, 2005 Definitive Rating Assigned Aaa (sf)

  -- Cl. A-4 Certificate, Affirmed at Aaa (sf); previously on
     Dec. 16, 2005 Definitive Rating Assigned Aaa (sf)

  -- Cl. A-1A Certificate, Affirmed at Aaa (sf); previously on
     Dec. 16, 2005 Definitive Rating Assigned Aaa (sf)

  -- Cl. X-W Certificate, Affirmed at Aaa (sf); previously on
     Dec. 16, 2005 Definitive Rating Assigned Aaa (sf)

  -- Cl. A-M Certificate, Confirmed at Aa1 (sf); previously on
     Jan. 13, 2011 Aa1 (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. A-J Certificate, Downgraded to Baa1 (sf); previously on
     Jan. 13, 2011 A3 (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. B Certificate, Downgraded to Baa2 (sf); previously on
     Jan. 13, 2011 Baa1 (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. C Certificate, Downgraded to Ba1 (sf); previously on
     Jan. 13, 2011 Baa2 (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. D Certificate, Downgraded to Ba3 (sf); previously on
     Jan. 13, 2011 Baa3 (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. E Certificate, Downgraded to Caa1 (sf); previously on
     Jan. 13, 2011 B1 (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. F Certificate, Downgraded to Ca (sf); previously on
     Jan. 13, 2011 Caa1 (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. G Certificate, Downgraded to Ca (sf); previously on
     Jan. 13, 2011 Caa3 (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. H Certificate, Downgraded to C (sf); previously on
     Jan. 13, 2011 Ca (sf) Placed Under Review for Possible
     Downgrade

  -- Cl. J Certificate, Affirmed at C (sf); previously on
     March 18, 2010 Downgraded to C (sf)

  -- Cl. K Certificate, Affirmed at C (sf); previously on
     March 18, 2010 Downgraded to C (sf)

  -- Cl. L Certificate, Affirmed at C (sf); previously on
     March 18, 2010 Downgraded to C (sf)

  -- Cl. M Certificate, Affirmed at C (sf); previously on
     March 18, 2010 Downgraded to C (sf)

  -- Cl. N Certificate, Affirmed at C (sf); previously on
     March 18, 2010 Downgraded to C (sf)

  -- Cl. O Certificate, Affirmed at C (sf); previously on
     March 18, 2010 Downgraded to C (sf)

  -- Cl. P Certificate, Affirmed at C (sf); previously on
     March 18, 2010 Downgraded to C (sf)

                        Ratings Rationale

The downgrades are due to higher expected losses resulting from
realized and anticipated losses from troubled and specially
serviced loans.

The confirmation and affirmations are due to key parameters,
including Moody's LTV 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
10.4% of the current balance.  At last review, Moody's cumulative
base expected loss was 7.5%.  Moody's stressed scenario loss is
17.9% 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
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 56 compared to 57 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 March 18, 2010.

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 January 10, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 11% to
$2.13 billion from $2.40 billion at securitization.  The
Certificates are collateralized by 158 mortgage loans ranging in
size from less than 1% to 6% of the pool, with the top ten loans
representing 34% of the pool.  The pool includes once loan with an
investment-grade credit estimate, representing 1% of the pool.
Three loans, representing 1% of the pool, have defeased and are
collateralized by U.S. Government securities.

Twenty-seven 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.

Two loans have been liquidated from the pool, resulting in an
aggregate realized loss of $4.6 million (5% loss severity
overall).  Currently there are nine loans, representing 21% of the
pool, in special servicing.  At last review there were six loans,
representing 6% of the pool, in special servicing.  The largest
specially serviced loan is the 123 North Wacker Drive Loan
($121.6 million -- 5.7% of the pool), which is secured by a
541,000 square foot Class A office building located in Chicago,
Illinois.  The loan transitioned from an interest only loan to an
amortizing loan based on a 360-month schedule in September 2010
and was subsequently transferred to special servicing due to
imminent payment default.  At the time of the transition, the
property did not have sufficient cash flow to pay debt service
based on the new amortizing debt structure.  The borrower and
special servicer have been in negotiations for a loan modification
where the most likely scenario would be interest only with all
excess cash flow being used to pay down the A Note and/or be
placed in a leasing reserve.

The second largest specially serviced loan is the Grand Traverse
Mall Loan ($82.6 million --3.9% of the pool), which is secured by
a 590,000 square foot mall (310,000 square feet part of loan
collateral as Target, JC Penney, and Macy's own their own space)
located in Grand Traverse, Michigan.  The loan sponsor is General
Growth Properties.  The loan was part of the GGP bankruptcy and
GGP was given the option to give the property to the trust via a
Deed in Lieu.  GGP issued a deed in lieu notice in December 2010,
although it stated that it would also like to explore modification
possibilities.  GGP and the special servicer are currently
negotiating terms for a possible modification.

The third largest loan in special servicing is the DDR/Macquarie
Mervyn's Portfolio Loan ($71.0 million -- 3.3% of the pool), which
represents a pari-passu interest in a $153.4 million first
mortgage loan.  At securitization, the loan was secured by 35
single tenant buildings leased to Mervyn's.  Mervyn's filed for
Chapter 11 bankruptcy protection in July 2008 and subsequently
closed all of its stores.  The loan was transferred to special
servicing in October 2008 due to imminent default.  Since being
transferred, the borrower has focused on selling or re-leasing the
properties.  To date, the borrower has been able to sell 11
properties, resulting in a $73 million prepayment to the pari-
passu loans, and fully or partially lease another seven
properties.  The loan sponsors are Diversified Realty Corporation
and Macquarie DDR Trust, a publicly traded real estate investment
trust.

The remaining 24 specially serviced properties are secured by a
mix of property types.  Moody's has estimated an aggregate
$143.3 million loss (43% expected loss on average) for all of the
specially serviced loans.

Moody's has assumed a high default probability for 13 poorly
performing loans representing 11% of the pool and has estimated an
aggregate $39 million loss (17% expected loss based on a 50%
probability default) from these troubled loans.

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 101% compared to 109% 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 9.4%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.44X and 1.06X, respectively, compared to
1.39X and 0.99X 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 Selden Plaza Shopping
Center Loan ($17.0 million -- 0.8% of the pool), which is secured
by a 222,000 square foot community shopping center located in
Selden (Nassau County), New York.  The center is anchored by
Waldbaum's and T.J.  Maxx.  The in-line space was 100% leased as
of December 2009, compared to 94% at the last review and 92% at
securitization.  Moody's current credit estimate and stressed DSCR
are Baa3 and 1.49X, respectively, compared to Baa3 and 1.43X at
last review.

The top three performing conduit loans represent 11% of the pool
balance.  The largest loan is the Design Center of the Americas
Loan ($89.7 million -- 4.2% of the pool), which represents a 50%
pari-passu interest in a $179.4 million first mortgage loan.  The
loan is secured by a 775,000 square foot design and showroom
center located in Dania Beach (Ft.  Lauderdale), Florida.  The
property was 75% leased as of October 2010 compared to 80% at last
review and 94% at securitization.  Property performance has
declined due to increased vacancy and decreased rental income.
Additionally, Moody's valuation reflects a stressed cash flow
because of potential occupancy declines caused by depressed
consumer spending due to the stressed economic environment.
Moody's LTV and stressed DSCR are 138% and 0.72X, respectively,
compared to 120% and 0.84X at last review.

The second largest conduit loan is the Fireman's Fund Loan
($83.0 million -- 3.9% of the pool), which represents a pari-passu
interest in a $174.6 million first mortgage loan.  The loan is
secured by a 710,000 square foot office complex located in Novato,
California.  The property is 100% leased to Fireman's Fund
Insurance Company through November 2018.  Performance has been
stable and the loan has benefited from amortization.  The lease
and loan term are coterminous.  Moody's LTV and stressed DSCR are
98% and 1.05X, respectively, compared to 100% and 1.03X at the
last review.

The third largest loan is the Oglethorpe Mall Loan ($68.4 million
-- 3.2% of the pool), which represents a pari-passu interest in a
$136.8 million first mortgage loan.  The loan is secured by a
940,000 square foot mall (630,000 square feet of loan collateral
as Sears and Belk own their own space) located in Savannah,
Georgia.  The mall was 97% leased as of December 2009, the same as
the last review and securitization.  Operating performance has
been stable since securitization.  Moody's LTV and stressed DSCR
are 100% and 0.95X, respectively, compared to 101% and 0.93X at
last review.


GE COMMERCIAL: S&P Withdraws Ratings on Various Classes of Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on the
class A-2 and B notes from GE Commercial Loan Trust Series 2006-2
and the A-2 notes from GE Commercial Loan Trust Series 2006-3.
Both are collateralized loan obligation transactions.

The rating actions follow the complete paydown of the notes on
their most recent payment dates.

                         Ratings Withdrawn

              GE Commercial Loan Trust Series 2006-2

                               Rating
                               ------
                   Class     To        From
                   -----     --        ----
                   A-2       NR        A+ (sf)
                   B         NR        BBB+ (sf)

              GE Commercial Loan Trust Series 2006-3

                               Rating
                               ------
                   Class     To        From
                   -----     --        ----
                   A-2       NR        BB+ (sf)

                        NR -- Not rated.


GMAC 2004-C2: Moody's Affirms Ratings on 10 Classes of Notes
------------------------------------------------------------
Moody's Investors Service affirmed the ratings of ten classes and
downgraded the ratings of nine classes of GMAC 2004-C2, Commercial
Mortgage Securities Inc., Commercial Mortgage Pass-Through
Certificates, Series 2004-C2:

  -- Cl. A-1A, Affirmed at Aaa (sf); previously on Aug. 16, 2004
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-2, Affirmed at Aaa (sf); previously on Aug. 16, 2004
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3, Affirmed at Aaa (sf); previously on Aug. 16, 2004
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-4, Affirmed at Aaa (sf); previously on Aug. 16, 2004
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-1, Affirmed at Aaa (sf); previously on Aug. 16, 2004
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-2, Affirmed at Aaa (sf); previously on Aug. 16, 2004
     Definitive Rating Assigned Aaa (sf)

  -- Cl. B, Downgraded to Aa2 (sf); previously on Feb. 3, 2011 Aa1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. C, Downgraded to A2 (sf); previously on Feb. 3, 2011 Aa3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. D, Downgraded to Baa2 (sf); previously on Feb. 3, 2011 A3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. E, Downgraded to Ba1 (sf); previously on Feb. 3, 2011
     Baa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. F, Downgraded to B1 (sf); previously on Feb. 3, 2011 Ba1
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. G, Downgraded to Caa2 (sf); previously on Feb. 3, 2011 B2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. H, Downgraded to Ca (sf); previously on Feb. 3, 2011 Caa2
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. J, Downgraded to C (sf); previously on Feb. 3, 2011 Caa3
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. K, Downgraded to C (sf); previously on Feb. 3, 2011 Ca
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. L, Affirmed at C (sf); previously on Feb. 11, 2010
     Downgraded to C (sf)

  -- Cl. M, Affirmed at C (sf); previously on Feb. 11, 2010
     Downgraded to C (sf)

  -- Cl. N, Affirmed at C (sf); previously on Feb. 11, 2010
     Downgraded to C (sf)

  -- Cl. O, Affirmed at C (sf); previously on Feb. 11, 2010
     Downgraded to C (sf)

                        Ratings Rationale

The downgrades of Classes F through K are due to higher expected
losses for the pool resulting from anticipated losses from
specially serviced loans 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 February 3, 2011, 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
8.3% of the current balance.  At last review, Moody's cumulative
base loss was 5.6%.  Moody's stressed scenario loss is 10.8% 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
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 17 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 February 11, 2010.

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 January 10, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 17% to $773.4
million from $933.7 million at securitization.  The Certificates
are collateralized by 64 mortgage loans ranging in size from less
than 1% to 10% of the pool, with the top ten loans representing
52% of the pool.  Seven loans, representing 26% of the pool, have
defeased and are collateralized by U.S. Government securities.
The pool also contains two loans, representing 15% of the pool
with investment grade credit estimates compared to three loans,
representing 25% of the pool at last review.  The 111 Eighth
Avenue Loan ($79.9 million -- 10.3% of the pool) formerly had a
credit estimate but has since defeased after the recent sale to
Google in December 2010.  Six loans, representing 26% of the pool,
have defeased and are collateralized with U.S. Government
securities.  Defeasance at last review represented 16% of the
pool.

Ten loans, representing 9.0% 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 a $4.6 million loss (19% loss
severity overall).  There are currently seven loans, representing
18% of the pool, in special servicing.  The largest specially
serviced loan is the Parmatown Shopping Center Loan ($63.4 million
-- 8.2% of the pool), which is secured by an 861,207 square foot
(SF) enclosed regional shopping mall located in Parma, Ohio.  The
loan was recently transferred to special servicing due to imminent
default.  The mall's owner, Forest City Ratner, indicated that
they are willing to turn over the property to the lender.  The
mall includes Macy's, JC Penney, Wal-mart and Dick's Sporting
Goods as anchor tenants.  Financial performance has declined since
last review, consistent with lower total mall occupancy.  In-line
mall tenant vacancy is now 34% with 73 vacant in-line mall tenant
vacancies.

The second largest specially serviced loan is the Providence
Biltmore Hotel ($22.4 million -- 2.9% of the pool), which is
secured by a 290-room full service hotel located in downtown
Providence, Rhode Island.  The loan was recently transferred back
to special servicing after a recent loan modification was
completed in February 2010 following monetary default in 2009.
The property's performance has declined since last review due to
low occupancy and increased expenses.

The third largest specially serviced loan is the Turnbury Park
Apartments Loan ($15.3 million -- 2.0% of the pool), which is
secured by a 161-unit apartment complex located in Canton,
Michigan.  The loan was transferred to special servicing in July
2009 due to imminent default.  The property's leasing performance
has improved from 83% leased at last review to 88% leased as of
June 2010 yet the property remains delinquent.  The remaining four
specially serviced loans are secured by a mix of property types.
The master servicer has recognized appraisal reductions totaling
$33 million from specially serviced loans.  Moody's has estimated
an aggregate $56.5 million loss (41% expected loss on average) for
all of the specially serviced loans.

Moody's has assumed a high default probability for one poorly
performing loan representing 2.0% of the pool and has estimated a
$2.3 million loss (15% expected loss based on a 50% probability
default) from this troubled loan.

Based on the most recent remittance statement, Classes L through P
have experienced cumulative interest shortfalls totaling $1.6
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 and partial year 2010
operating results for 76% and 56%, respectively, of the pool's
non-defeased loans.  Excluding specially serviced and troubled
loans, Moody's weighted average LTV is 84% compared to 94% at
Moody's prior review.  Moody's net cash flow reflects a weighted
average haircut of 13.0% 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 1.44X and 1.25X, respectively, compared to
1.31X and 1.12X 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 11% of the pool
balance.  The largest loan is the Military Circle Mall Loan
($56.0 million -- 7.2% of the pool), which is secured by a 740,788
SF enclosed regional shopping mall located in Norfolk, Virginia.
Anchor tenants include JC Penney, Macy's, Sears and Cinemark
Theater.  Financial performance has improved since last review.
The property was 94% leased as of December 2010; the same as at
last review.  The loan has also amortized 2% since last review.
Moody's LTV and stressed DSCR are 82% and 1.26X, respectively,
compared to 88% and 1.17X at last review.

The second largest loan is the Escondido Village Shopping Center
Loan ($17.4 million -- 2.3% of the pool), which is secured by a
191,629 SF retail center located north of San Diego in Escondido,
California.  Financial performance has improved since last review
due to higher occupancy.  The center was 99% leased as September
2010 versus 93% at last review.  The loan has amortized 2% since
last review.  Moody's LTV and stressed DSCR are 79% and 1.27X,
respectively, compared to 95% and 1.04X at last review.

The third largest loan is the Stonybrook Apartments Loan
($14.4 million -- 1.9% of the pool), which is secured by a 258-
unit apartment complex located in Deptford, New Jersey.  Financial
performance has improved slightly since last review due to higher
occupancy.  The property was 90% leased as of September 2010
versus 88% at last review.  This loan has amortized 2% since last
review.  The loan is on the Master Servicer's watchlist due to a
lower occupancy and lower DSCR.  Moody's LTV and stressed DSCR are
97% and 0.95X, respectively, compared to 100% and 0.92X at last
review.


GRAYSTON CLO: S&P Raises Ratings on Various Classes of Notes
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1L, A-2L, and A-3L notes from Grayston CLO II 2004-1 Ltd., a
collateralized loan obligation transaction managed by UrsaMine
Credit Advisors.  At the same time, S&P removed its ratings on the
A-1L and A-2L notes from CreditWatch, where S&P placed them with
positive implications on Nov. 8, 2010.  S&P also affirmed its
ratings on the class B-1LA and B-1LB notes.

The upgrades reflect an improvement in the credit quality
available to support the notes since S&P's Feb. 19, 2010 rating
action, when S&P downgraded the notes, following the application
of S&P's September 2009 corporate CDO criteria.  As of the Jan. 4,
2011 trustee report, the transaction had $4.6 million in defaulted
assets.  This was down from $23 million noted in the Jan. 4, 2010
trustee report, which S&P referenced for its February 2010 rating
actions.

The transaction has also benefited from an increase in
overcollateralization available to support the rated notes and a
paydown of $114.8 million on the A-1L notes since S&P's last
rating action in February 2010.  The trustee reported these O/C
ratios in the Jan. 4, 2011 monthly report:

* The senior class A O/C ratio was 134.26%, compared with a
  reported ratio of 120.16% in January 2010;

* The class A O/C ratio was 116.24%, compared with a reported
  ratio of 110.26% in January 2010;

* The class B-1LA O/C ratio was 106.48%, compared with a reported
  ratio of 104.38% in January 2010; and

* The class B-1LB O/C ratio was 101.14%, compared with a reported
  ratio of 101.48% in January 2010.

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

                  Rating And Creditwatch Actions

                    Grayston CLO II 2004-1 Ltd.

                           Rating
                           ------
             Class     To          From
             -----     --          ----
             A-1L      AAA (sf)    AA+ (sf)/Watch Pos
             A-2L      AA+ (sf)    A+ (sf)/Watch Pos
             A-3L      BBB+ (sf)   BBB (sf)

                         Ratings Affirmed

                    Grayston CLO II 2004-1 Ltd.

                        Class     Rating
                        -----     ------
                        B-1LA     CCC+ (sf)
                        B-1LB     CCC- (sf)


GREENWICH CAPITAL: S&P Downgrades Ratings on 2005-GG5 Securities
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on eight
classes of commercial mortgage-backed securities from Greenwich
Capital Commercial Funding Corp.'s series 2005-GG5.  In addition,
S&P affirmed its 'AAA (sf)' ratings on seven other classes from
the same transaction.

The rating actions on the principal and interest certificates
follow S&P's analysis of the transaction using its U.S. conduit
and fusion CMBS criteria.  The rating actions also reflect credit
support erosion that S&P anticipates will occur upon the
resolution of 23 of the transaction's 30 specially serviced
assets, and S&P's concerns about seven loans that S&P has
determined to be credit-impaired.  Finally, the rating actions
consider the monthly interest shortfalls that are affecting the
trust.  S&P downgraded S&P's ratings to 'D (sf)' on the class E
and F certificates due to recurring interest shortfalls that S&P
expects to continue.

S&P's analysis included a review of the credit characteristics of
all of the assets in the pool.  Using servicer-provided financial
information, S&P calculated an adjusted debt service coverage of
1.37x and a loan-to-value ratio of 120.1%.  S&P further stressed
the loans' cash flows under S&P's 'AAA' scenario to yield a
weighted average DSC of 0.77x and an LTV ratio of 153.2%.  The
implied defaults and loss severity under the 'AAA' scenario were
88.8% and 43.3%, respectively.  All of the DSC and LTV
calculations S&P noted above exclude three ($10.2 million, 0.3%)
defeased assets, 23 ($561.8 million, 14.3%) of the transaction's
30 ($1.05 billion, 26.8%) specially serviced assets, and seven
($76.6 million, 1.9%) loans that S&P determined to be credit-
impaired.  S&P separately estimated losses for the excluded
specially serviced and credit-impaired assets and included them in
the 'AAA' scenario implied default and loss figures.

As of the January 2011 remittance report, the trust experienced
monthly interest shortfalls totaling $1.45 million.  The
shortfalls were primarily related to appraisal subordinate
entitlement reduction amounts ($1.07 million) associated with 14
of the specially serviced assets, as well as special servicing
fees ($312,862).  The interest shortfalls affected all classes
subordinate to and including class D.  Class E has experienced
interest shortfalls for the past month while class F has
experienced cumulative shortfalls for the past four months.  S&P
expects both classes to experience recurring shortfalls in the
future.  As a result, S&P downgraded these classes to 'D (sf)'.
Standard & Poor's currently rates classes G through O at 'D
(sf)'.

S&P affirmed its ratings on the class XC and XP interest-only
certificates based on S&P's current criteria.

                      Credit Considerations

As of the January 2011 remittance report, 30 ($1.05 billion,
26.8%) assets in the pool were with the special servicer, LNR
Partners LLC.  The payment status of the specially serviced assets
is: three ($66.5 million, 1.7%) are real estate owned; five
($141.6 million, 3.6%) are in foreclosure; seven ($98.7 million,
2.5%) are 90-plus days delinquent; one ($317.5 million, 8.1%) is
60 days delinquent; seven ($223.2 million, 5.7%) are matured
balloons; six ($204.5 million, 5.2%) are late, but less than 30
days delinquent; and one ($2.8 million, 0.1%) is in its grace
period.  Appraisal reduction amounts totaling $185.1 million were
in effect for 16 of the specially serviced assets.

The Schron Industrial Portfolio loan ($317.5 million, 8.1%) is the
second-largest loan in the pool and the largest specially serviced
asset.  The loan is secured by a portfolio of 36 industrial
properties across the United States comprising 6,190,025 sq. ft.
The loan was transferred to special servicing in December 2010 and
is classified as 60 days delinquent.  As of December 2009, the
reported DSC was 1.12x.  Recent occupancy information was not
available.

The Gateway at Lake Success loan ($110.0 million trust balance,
2.8% of the pool balance; $114.8 million total exposure) is the
sixth-largest loan in the pool, and the second-largest specially
serviced asset.  The loan is secured by a 671,794-sq.-ft. office
property in Lake Success, N.Y.  The loan was transferred to
special servicing in January 2010 and is classified as a matured
balloon loan.  As of September 2009, reported DSC and occupancy
were 0.98x and 85.3%, respectively.  According to the special
servicer, they are in discussions with the borrower.  There is a
$59.9 million ARA in effect against the asset.  If the loan is not
returned to the master servicer, Standard & Poor's expects a
significant loss upon the eventual resolution of this asset.

The Cross Point loan ($76.0 million, 1.9%) is the ninth-largest
loan in the pool and the third-largest specially serviced asset.
The loan is secured by a 1,234,504-sq.-ft. office property in
Lowell, Mass.  The loan was transferred to special servicing in
April 2010 and is classified as late but less than 30 days
delinquent in its payments.  As of September 2009, reported DSC
and occupancy were 2.20x and 84.0%, respectively.  According to
the special servicer, the loan's maturity date was extended to
Sept. 6, 2012, and it will be returned to the master servicer
shortly.

The 27 remaining specially serviced assets have individual
balances that represent less than 1.9% of the deal balance.  Three
of the assets are REO; five are in foreclosure; seven are 90-plus
days delinquent; six are classified as matured balloon loans; five
are late but less than 30-days delinquent in their payments; and
one is in its grace period.  ARAs totaling $125.2 million are in
effect against 15 of the assets.  Standard & Poor's estimated
losses for 22 of the assets, arriving at a weighted-average loss
severity of 45.9%.

In addition to the specially serviced assets, S&P determined seven
($76.6 million, 1.9%) loans to credit-impaired.  The loans have
individual balances that represent less than 0.7% of the deal
balance and are secured by a variety of property types (office
properties secure four of the loans; and lodging, multifamily, and
retail properties secure the remaining three loans).  The loans
all appear on the master servicer's watchlist for low DSC and/or
low occupancy.  Using the available financial information, S&P
calculated a weighed-average reported DSC of 0.76x.  Given the
properties' poor performance, S&P considers these loans to be at
increased risk of default and loss.

Three loans totaling $246.7 million (5.7%) 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 equal to 1.0% of all future
principal and interest payments on the loans (including the final
balloon payments, if applicable) if they continue to perform and
remain with the master servicer.

                       Transaction Summary

As of the January 2011 remittance report, the collateral pool
had an aggregate trust balance of $3.94 billion, down from
$4.30 billion at issuance.  The pool includes 156 loans and
three REO assets, down from 173 loans at issuance.  Three
($10.2 million, 0.3%) loans are defeased.  The master servicer,
Wells Fargo Commercial Mortgage Servicing, provided interim-2009,
full-year 2009, or interim-2010 financial information for 92.7%
of the nondefeased assets in the pool.  S&P calculated a weighted
average DSC of 1.40x for the pool based on the reported figures.
S&P's adjusted DSC and LTV ratio were 1.37x and 120.1%,
respectively.  S&P's adjusted DSC and LTV figures exclude the
defeased assets, 23 of the transaction's 30 specially serviced
assets, and the seven loans that S&P determined to be credit-
impaired.  S&P separately estimated losses for the excluded
specially serviced and credit-impaired assets.  The master
servicer reported a watchlist of 44 ($743.0 million, 18.9%)
loans, including one of the top 10 loan exposures.  S&P discuss
this loan in detail, below.  Thirty-one ($617.4 million, 15.7%)
exposures in the pool have a reported DSC of less than 1.10x, and
24 ($502.3 million, 12.7%) exposures have a reported DSC of less
than 1.00x.

                     Summary of Top 10 Loans

The top 10 loans secured by real estate have an aggregate
outstanding trust balance of $1.73 billion (44.0%).  Using
servicer-reported numbers, S&P calculated a weighted average DSC
of 1.40x for the top 10 real estate loans.  S&P's adjusted DSC and
LTV ratio for the top 10 loans are 1.25x and 137.4%, respectively.
Three of the top 10 loans are with the special servicer (as S&P
discussed above) and one other top 10 loan appears on the mater
servicer's watchlist (as S&P discuss below).

The JQH Hotel Portfolio A loan is the fifth-largest loan in the
pool and the largest loan on the master servicer's watchlist.  The
loan has a trust balance of $190.9 million (4.8%) and is secured
by a portfolio of eight hotels located across the United States.
The loan appears on the master servicer's watchlist due to low
DSC.  As of December 2009, reported DSC and consolidated occupancy
were 1.19x and 60.1%, respectively.  The loan is not cross
collateralized with the JQH Hotel Portfolio B loan, which, as of
December 2009, had reported DSC and consolidated occupancy of
1.24x and 62.0%, respectively.

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

            Greenwich Capital Commercial Funding Corp.
   Commercial mortgage pass-through certificates series 2005-GG5

                  Rating
                  ------
    Class      To          From          Credit enhancement (%)
    -----      --          ----          ----------------------
    A-5        A+ (sf)     AA+ (sf)                       32.08
    A-M        BBB- (sf)   A (sf)                         21.18
    A-J        B+ (sf)     BBB (sf)                       13.55
    B          B (sf)      BBB- (sf)                      11.10
    C          B- (sf)     BB+ (sf)                       10.15
    D          CCC- (sf)   BB (sf)                         8.10
    E          D (sf)      B- (sf)                         7.15
    F          D (sf)      CCC- (sf)                       5.79

                         Ratings Affirmed

            Greenwich Capital Commercial Funding Corp.
   Commercial mortgage pass-through certificates series 2005-GG5

       Class    Rating               Credit enhancement (%)
       -----    ------               ----------------------
       A-2      AAA (sf)                              32.08
       A-3      AAA (sf)                              32.08
       A-4-1    AAA (sf)                              32.08
       A-4-2    AAA (sf)                              32.08
       A-AB     AAA (sf)                              32.08
       XC       AAA (sf)                                N/A
       XP       AAA (sf)                                N/A

                       N/A - Not applicable.


GUGGENHEIM STRUCTURED: Fitch Affirms Ratings on All Classes
-----------------------------------------------------------
Fitch Ratings affirms all classes of Guggenheim Structured Real
Estate Funding 2005-2 Ltd./LLC reflecting Fitch's base case loss
expectation of 23.4%, a slight increase from last review.

The transaction is primarily collateralized by subordinate
commercial real estate debt (74.3% of total collateral is either
B-notes or mezzanine loans) and CMBS certificates (3.8%).  Fitch
has modeled significant losses upon default for these assets since
they are generally highly leveraged debt classes.  Two commercial
real estate assets (10.7%) are currently defaulted with
significant to full losses expected.

The class C, D, and E overcollateralization tests have breached
their respective covenants.  As a result, classes D and below
continue to not receive any proceeds as of the January 2011
trustee report.  All excess interest proceeds (after class C) and
any principal proceeds are currently being redirected to redeem
the class A notes.  As a result of ongoing amortization payments,
the class A balance has been reduced by $20 million since last
review.

Under Fitch's updated methodology, approximately 45.9% of the
portfolio is modeled to default in the base case stress scenario,
defined as the 'B' stress.  In this scenario, the modeled average
cash flow decline is 8.2%, generally from trailing 12 months
second or third quarter 2010 cash flows.  Fitch estimates average
recoveries to be moderate (49.1%).

The three largest components of Fitch's base case loss expectation
are the two defaulted loans (10.7%) and one B-note secured by
properties which have experienced declines in performance and
value since issuance.  The defaulted loans were assumed to have
significant or full losses.  The B-note was modeled as a maturity
default given the uncertainty surrounding the ability to refinance
the debt at the current leverage point.

Guggenheim 2005-2 is a CRE collateralized debt obligation that is
managed by Guggenheim Structured Real Estate Advisors (GSREA) and
has approximately $239 million of collateral.  The transaction's
five-year reinvestment period ended in August 2010.  As of the
January 2011 trustee report and per Fitch categorizations, the CDO
was invested: B-notes (64.3%), whole loans/A-notes (21.9%), CRE
mezzanine loans (10%), and commercial mortgage-backed securities
(CMBS; 3.8%).  In general, Fitch treats non-senior, single-
borrower CMBS as CRE B-notes.

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
uses debt service coverage ratio tests to project future default
levels for the underlying portfolio.  Cash flow stresses have been
updated to reflect more recently available CRE performance and
outlooks.  Recoveries are based on stressed cash flows and Fitch's
long-term capitalization rates.  The cash flow modeling results
from the prior review were used to determine the ratings for
classes A through C in this review because the base case expected
loss was not materially different from that of the prior review.

The ratings for classes D through F are generally 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's credit enhancement.  The
rating for classes D through F is consistent with the 'CCC' rating
given that the credit enhancement to each class falls below
Fitch's base case loss expectation of 23.4% but above the expected
loss on the defaulted assets and Fitch Loans of Concern.  Theses
bonds were assigned Recovery Ratings in order to provide a
forward-looking estimate of recoveries on currently distressed or
defaulted structured finance securities.

Fitch has affirmed and assigned LS and Recovery Ratings and
Outlooks to these classes:

  -- $104,116,174 class A at 'BBB/LS3'; Outlook to Stable from
     Negative;

  -- $31,300,000 class B at 'BB/LS4'; Outlook Negative;

  -- $27,346,657 class C at 'B/LS5'; Outlook Negative;

  -- $23,211,587 class D at 'CCC/RR3';

  -- $11,097,232 class E at 'CCC/RR6';

  -- $11,371,297 class F at 'CCC/RR6'.


HALCYON LOAN: Moody's Upgrades Ratings on Various Classes of Notes
------------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Halcyon Loan Investors CLO I,
Ltd.:

  -- US$270,000,000 Class A-1A First Priority Senior Secured
     Floating Rate Notes Due November 20, 2020 (current
     outstanding balance of $262,609,178), Upgraded to Aa1 (sf);
     previously on July 10, 2009 Downgraded to Aa2 (sf);

  -- US$30,000,000 Class A-1B Second Priority Senior Secured
     Floating Rate Notes Due November 20, 2020, Upgraded to A1
     (sf); previously on July 10, 2009 Downgraded to A3 (sf);

  -- US$25,000,000 Class A-2 Third Priority Senior Secured
     Floating Rate Notes Due November 20, 2020, Upgraded to Baa1
     (sf); previously on July 10, 2009 Downgraded to Baa2 (sf);

  -- US$20,000,000 Class B Fourth Priority Mezzanine Secured
     Deferrable Floating Rate Notes Due November 20, 2020,
     Upgraded to Ba1 (sf); previously on July 10, 2009 Downgraded
     to Ba2 (sf);

  -- US$18,000,000 Class C Fifth Priority Mezzanine Secured
     Deferrable Floating Rate Notes Due November 20, 2020,
     Upgraded to B1 (sf); previously on November 23, 2010 Caa1
     (sf) Placed Under Review for Possible Upgrade;

  -- US$16,000,000 Class D Sixth Priority Mezzanine Secured
     Deferrable Floating Rate Notes Due November 20, 2020,
     Upgraded to Caa3 (sf); previously on November 23, 2010 C (sf)
     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 transaction's
overcollateralization ratios since the rating action in July 2009.

Improvement in the credit quality is observed through an
improvement in the average credit rating (as measured by the
weighted average rating factor) and a decrease in the proportion
of securities from issuers rated Caa1 and below.  In particular,
as of the latest trustee report dated January 7, 2011, the
weighted average rating factor is currently 2788 compared to
3073 in the June 2009 report, and securities rated Caa1or lower
make up approximately 8% of the underlying portfolio versus 15.9%
in June 2009.  In addition, there are currently no defaulted
securities based on the January 2011 trustee report, compared to
$20.8 million in June 2009.

The overcollateralization ratios of the rated notes have also
improved since the rating action in July 2009.  The Class A, Class
B, Class C and Class D overcollateralization ratios are reported
at 124.2%, 116.9%, 110.9% and 106.2%, respectively, versus June
2009 levels of 113.4%, 106.8%, 101.4% and 97.1%, respectively, and
all related overcollateralization tests are currently in
compliance.  Moody's also notes that the Class C and 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 balance of $389.4 million, defaulted par of $5.7 million,
a weighted average default probability of 30.0% (implying a WARF
of 3820), a weighted average recovery rate upon default of 42.28%,
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.

Halcyon Loan Investors CLO I, Ltd., issued in October 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.

For securities whose default probabilities are assessed through
credit estimates, Moody's stressed the default probabilities by
applying 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.

In addition to the base case analysis described above, Moody's
also performed sensitivity analyses to test the impact on all
rated notes of various default probabilities.  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% (3056)

  -- Class A-1 A: +1
  -- Class A-1 B: +2
  -- Class A-2: +3
  -- Class B: +2
  -- Class C: +2
  -- Class D: +2

Moody's Adjusted WARF + 20% (4584)

  -- Class A-1 A: -2
  -- Class A-1 B: -2
  -- Class A-2: -1
  -- Class B: -1
  -- Class C: -3
  -- Class D: -1

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by 1) uncertainties of
credit conditions in the general economy and 2) the large
concentration of speculative-grade debt maturing between 2012 and
2014 which may create challenges for issuers to refinance.  CDO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior, 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) Recovery of Moody's assumed defaulted assets: Market value
   fluctuations in assets which were assumed to be defaulted by
   Moody's may create volatility in the deal's
   overcollateralization levels.  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.  However, as part of the base case, Moody's
   considered spread and coupon levels higher than the covenant
   levels due to the large difference between the reported and
   covenant levels.



HELIOS FINANCE: Moody's Reviews Ratings on Two 2007-S1 Notes
------------------------------------------------------------
Moody's has placed on review for possible upgrade, two credit-
linked notes issued by HELIOS Finance Limited Partnership 2007-S1
and HELIOS Finance Corporation 2007-S1 as co-issuers.  The Notes
were issued in connection with a credit default swap tied to a
reference portfolio, under which Wachovia Bank, National
Association is the protected party.  The reference portfolio
consists of loans originated and serviced by Wells Fargo Bank,
N.A. (as successor by merger to Wachovia Bank, N.A.), a direct
wholly-owned subsidiary of Wells Fargo & Company.

Issuer: HELIOS Finance Limited Partnership 2007-S1/HELIOS Finance
Corporation 2007-S1 - Synthetic Auto Loan Transaction

  -- Cl. B-2, A2 (sf) Placed Under Review for Possible Upgrade;
     previously on July 15, 2010 Upgraded to A2 (sf)

  -- Cl. B-3, C (sf) Placed Under Review for Possible Upgrade;
     previously on June 2, 2009 Downgraded to C (sf)

                        Ratings Rationale

The actions are the result of the build-up in credit enhancement
relative to remaining losses.

Moody's currently anticipates the transaction to incur lifetime
cumulative net losses within the range of 5.25% to 5.40%.  During
its review, Moody's will continue to refine its assessment of the
transaction relative to the credit enhancement available.

Total credit enhancement for Class B-2 note is approximately 15%
of the outstanding collateral balance.

As a synthetic, the structure of this transaction has unique
elements when compared to other auto loan ABS.  For the first
twelve months, principal payments (notional reductions in the case
of the retained risk positions) were allocated in sequential order
of seniority (A-1, then A-2 and so on).  Thereafter, principal
payments depend on certain delinquency and cumulative net loss
based schedules of monthly performance triggers.  The delinquency
trigger schedule is common for all tranches, while the CNL trigger
schedules are specific to each tranche.  If the trigger level for
a certain tranche is breached (actual delinquency or CNL level is
higher than the specified trigger level), it no longer receives
any principal payment until that trigger level is cured.  Due to
the weaker than expected performance and the resulting breach of
CNL triggers, the transaction remained sequential for an
additional fifteen months.  The transaction is currently paying
principal to the A-1, A-2, A-3, B-1 and B-2 tranches pro rata
based on their outstanding balances.  These tranches are
benefitting from the lock out of the B-3 tranche since the current
CNL for that specific tranche is already higher than the highest
monthly CNL trigger level.  The B-1 and B-2 balances are however
subject to floors, which are calculated as a percentage of the
original notional balance of the reference portfolio.

Losses to the tranches are allocated in reverse sequential order
of seniority.  While the B-3 note is already incurring losses,
Moody's expects a higher recovery than what was expected in July
2009, when the note was initially downgraded.

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

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.


JP MORGAN: Moody's Downgrades Ratings on Two 2005-LDP5 Certs.
-------------------------------------------------------------
Moody's Investors Service downgraded the ratings of two classes
and affirmed 22 classes of J.P. Morgan Commercial Mortgage Trust,
Commercial Mortgage Pass-Through Certificates, Series 2005-LDP5:

  -- Cl. A-2, Affirmed at Aaa (sf); previously on Jan. 17, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-2FL, Affirmed at Aaa (sf); previously on Jan. 17, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3, Affirmed at Aaa (sf); previously on Jan. 17, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-4, Affirmed at Aaa (sf); previously on Jan. 17, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-SB, Affirmed at Aaa (sf); previously on Jan. 17, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-1A, Affirmed at Aaa (sf); previously on Jan. 17, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-M, Affirmed at Aaa (sf); previously on Jan. 17, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-1, Affirmed at Aaa (sf); previously on Jan. 17, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-2, Affirmed at Aaa (sf); previously on Jan. 17, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-J, Affirmed at Aa3 (sf); previously on Feb. 25, 2010
     Downgraded to Aa3 (sf)

  -- Cl. B, Affirmed at A1 (sf); previously on Feb. 25, 2010
     Downgraded to A1 (sf)

  -- Cl. C, Affirmed at A3 (sf); previously on Feb. 25, 2010
     Downgraded to A3 (sf)

  -- Cl. D, Affirmed at Baa1 (sf); previously on Feb. 25, 2010
     Downgraded to Baa1 (sf)

  -- Cl. E, Affirmed at Baa2 (sf); previously on Feb. 25, 2010
     Downgraded to Baa2 (sf)

  -- Cl. F, Affirmed at Baa3 (sf); previously on Feb. 25, 2010
     Downgraded to Baa3 (sf)

  -- Cl. G, Affirmed at Ba1 (sf); previously on Feb. 25, 2010
     Downgraded to Ba1 (sf)

  -- Cl. H, Affirmed at Ba3 (sf); previously on Feb. 25, 2010
     Downgraded to Ba3 (sf)

  -- Cl. J, Downgraded to B3 (sf); previously on Feb. 25, 2010
     Downgraded to B2 (sf)

  -- Cl. K, Downgraded to Caa2 (sf); previously on Feb. 25, 2010
     Downgraded to Caa1 (sf)

  -- Cl. HG-1, Affirmed at Ba3 (sf); previously on Jan. 17, 2006
     Definitive Rating Assigned Ba3 (sf)

  -- Cl. HG-2, Affirmed at B1 (sf); previously on Jan. 17, 2006
     Definitive Rating Assigned B1 (sf)

  -- Cl. HG-3, Affirmed at B2 (sf); previously on Jan. 17, 2006
     Definitive Rating Assigned B2 (sf)

  -- Cl. HG-4, Affirmed at B3 (sf); previously on Jan. 17, 2006
     Definitive Rating Assigned B3 (sf)

  -- Cl. HG-X, Affirmed at Ba3 (sf); previously on Jan. 17, 2006
     Assigned Ba3 (sf)

                        Ratings Rationale

The downgrades are due to higher expected losses resulting from
anticipated losses from specially serviced and troubled loans.

The affirmation of 17 pooled classes is due to key parameters,
including Moody's LTV 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.  The affirmation of
five non-pooled, or rake classes, is due to the stable performance
of the Houston Galleria, which is the collateral for the B notes
which serve as collateral for the rake classes.

Moody's rating action reflects a cumulative base expected loss of
5.2% of the current balance.  At last review, Moody's cumulative
base expected loss was 4.5%.  Moody's stressed scenario loss is
14.1% 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
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 33 compared to 35 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 February 25, 2010.

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 January 18, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 10% to
$3.92 billion from $4.33 billion at securitization.  The
Certificates are collateralized by 191 mortgage loans ranging in
size from less than 1% to 9% of the pool, with the top ten loans
representing 43% of the pool.  The pool includes two loans with
investment-grade credit estimates, representing 12% of the pool.

Thirty-eight 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.

One loan has been liquidated from the pool, resulting in a
realized loss of $2.6 million (100% loss severity).  Eleven loans,
representing 6.8% of the pool, are currently in special servicing.
The largest specially serviced loan is the Atlantic Development
Portfolio Loan ($90.0 million -- 2.4% of the pool), which is
secured by a portfolio of six office and two industrial properties
located in Warren and Somerset, New Jersey.  Performance has
declined due to lower revenues.  NOI has decreased by 19% since
securitization.  The loan was transferred to the special servicer
in April 2010 for imminent default.  Currently a loan modification
is being discussed.

The other specially serviced loans are secured by a mix of
properties types.  The master servicer has recognized appraisal
reductions totaling $61.6 million for five of the specially
serviced loans.  Moody's has estimated an aggregate $86.0 million
loss (36% expected loss on average) for the specially serviced
loans.

Moody's has assumed a high default probability for ten poorly
performing loans representing 10% of the pool and has estimated an
aggregate $25.0 million loss (17% expected loss based on a 38%
probability default) from these troubled loans.

Moody's was provided with full year 2009 and partial year 2010
operating results for 95% and 68% of the pool, respectively.
Excluding specially serviced and troubled loans, Moody's weighted
average LTV is 99% compared to 100% 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 9.0%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.44X and 1.01X, respectively, compared to
1.46X and 1.0X 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 Houston Galleria
Loan ($290.0 million -- 7.7% of the pool), which is secured by the
borrower's interest in a 2.3 million square foot regional mall
(1.2 million square feet of collateral) located in Houston, Texas.
The center is anchored by Macy's, Neiman Marcus, Nordstrom and
Saks Fifth Avenue.  The loan represents a 50% pari-passu interest
in a $580 million loan.  The property is also encumbered by a
$130 million B-note which supports six non-pooled rake classes
within the trust and a $110 million B-note which is held outside
the trust.  The property was 91% leased as of September 2010,
essentially the same as at last review.  Performance has been
stable.  Moody's current credit estimate and stressed DSCR for the
pooled loan are Baa2 and 1.25X, respectively, compared to Baa2 and
1.22X at last review.

The second loan with a credit estimate is the Jordan Creek Loan
($158.5 million -- 4.2% of the pool), which is secured by the
borrower's interest in a 1.5 million square foot regional mall
(939,085 square feet of collateral) located in West Des Moines,
Iowa.  The property is also encumbered by a $20.2 million B-note
which is held outside of the trust.  The property was 93% leased
as of September 2010, compared to 95% at last review.  Performance
has been stable since securitization.  The loan sponsor is General
Growth Properties.  The loan was originally scheduled to mature in
March 2009 but the maturity has been extended to March 2014.
Moody's current credit estimate and stressed DSCR are Baa3 and
1.17X, respectively, compared to Baa3 and 1.18X at last review.

The top three performing conduit loans represent 19% of the pool
balance.  The largest loan is the Brookdale Office Portfolio Loan
($333.5 million -- 8.8% of the pool), which is secured by the fee
interests in 18 office buildings and leasehold interests in three
office buildings containing a total of 3.1 million square feet.
The properties are located across six states including Florida
(65% of the allocated loan amount), Georgia (23%), Texas (5%),
North Carolina (4%) and Kentucky (2%).  The portfolio is also
encumbered by an $81 million B-note held outside the trust.  The
portfolio's performance has declined since last review due to
lower revenues.  Moody's LTV and stressed DSCR are 86% and 1.13X,
respectively, compared to 82% and 1.18X at last review.

The second largest loan is the Selig Office Loan ($242.0 million -
- 6.4% of the pool), which is secured by seven office properties
containing a total of 1.5 million square feet located in Seattle,
Washington.  The portfolio was 96% leased as of September 2010,
the same as last review.  Performance has been stable.  Moody's
LTV and stressed DSCR are 88% and 1.13X, respectively, compared to
91% and 1.1X at last

The third largest loan is the Grand Plaza Loan ($153.2 million --
4.0% of the pool), which is secured by a 481-unit multifamily
complex located in Chicago, Illinois.  Occupancy was 93% as of
September 2010 compared to 92% at last review.  Performance has
been stable.  Moody's LTV and stressed DSCR are 93% and 0.9X,
respectively, the same as last review.


JPMORGAN CHASE: S&P Downgrades Ratings on Six 2001-C1 Certs.
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on six
classes of commercial mortgage pass-through certificates from
JPMorgan Chase Commercial Mortgage Securities Corp. series 2001-
C1, a U.S. commercial mortgage-backed securities transaction.
Concurrently, S&P affirmed its ratings on eight other classes from
the same transaction.

S&P's rating actions follow its analysis of the transaction and a
review of the transaction's remaining collateral, the transaction
structure, and the liquidity available to the trust.  S&P also
considered the volume of loans with near-term maturities.  S&P
lowered its rating to 'D (sf)' on the class L certificates because
of recurring interest shortfalls that S&P expects to continue for
the foreseeable future.

Using servicer-provided financial information, S&P calculated an
adjusted debt service coverage of 1.42x and a loan-to-value ratio
of 66.4%.  S&P further stressed the loans' cash flows under its
'AAA' scenario to yield a weighted average DSC of 1.19x and an LTV
ratio of 79.6%.  The implied defaults and loss severity under the
'AAA' scenario were 18.3% and 22.4%, respectively.  The DSC and
LTV calculations noted above exclude 38 fully defeased loans
($210.4 million, 27.8%) and six of the seven specially serviced
assets ($29.4 million, 3.9%).  S&P separately estimated losses for
these six specially serviced assets and included them in its 'AAA'
scenario implied default and loss figures.

The affirmations of S&P's ratings on the five principal and
interest certificates reflect subordination and liquidity support
levels that S&P considers to be consistent with the outstanding
ratings.  S&P also affirmed two ratings of the raked certificates,
following its analysis of the Newport Centre loan, which is the
largest loan in the pool.  The "NC-1" and "NC-2" raked
certificates derive 100% of their cash flows from the junior
subordinate nonpooled portion of this loan.  The ratings on the
"NC-1" and "NC-2" certificates reflect S&P's revised valuation of
this property, which S&P discusses in detail below.  S&P affirmed
its rating on the class X-1 interest-only certificates based on
its current criteria.

                      Credit Considerations

As of the Jan. 12, 2011 trustee remittance report seven assets
($30.9 million, 4.1%) in the pool were with the special servicer,
CWCapital Asset Management LLC.  The payment status of the
specially serviced assets, as reported in the trustee remittance
report, is: four are 90-plus days delinquent ($25.5 million,
3.4%), one is 60-days delinquent ($1.5 million, 0.2%), one is 30-
days delinquent ($859,981, 0.1%), and one is a matured balloon
loan ($3.0 million, 0.4%).  Four of the specially serviced assets
($25.8 million, 3.4%) have appraisal reduction amounts in effect
totaling $8.4 million.

The Quail Hollow at the Lakes Apartments loan ($10.9 million,
1.5%) is secured by a 200-unit multifamily property in Holland,
Ohio.  The 90-plus-day delinquent loan was transferred to the
special servicer, CWCapital, on June 11, 2010, for monetary
default.  Midland reported a 0.68x DSC for the year-end 2009 and
occupancy was 86.0% as per March 31, 2010.  The borrower and
CWCapital are working on a loan modification.  An updated
appraisal was received in July 2010 that valued the property below
the trust balance.  S&P expects a minimal loss upon the eventual
resolution of this loan should a loan modification not take place.

The 1954 Halethorpe loan ($9.9 million, 1.3%) is secured by a
637,348-sq.-ft. industrial property in Baltimore, Md.  The 90-
plus-day delinquent loan was transferred to the special servicer
on Oct. 15, 2010, for monetary default.  Midland reported a 1.71x
DSC for the year-end 2009 and occupancy was 89.2% as of Dec. 31,
2009.  CWCapital is exploring resolution strategies for this loan.
S&P expects a minimal loss upon the eventual resolution of this
loan.

The five remaining specially serviced assets have individual
balances that represent less than 1.0% of the deal balance.  Two
are 90-plus days delinquent, one is 60-days delinquent, one is 30-
days delinquent, and one is a matured balloon.  Standard & Poor's
estimated losses for these five assets, arriving at a weighted-
average loss severity of 27.9%.

Excluding the transaction's defeased loans, as well as the seven
specially serviced loans for which S&P estimated losses, 59
($344.3 million, 45.5%) loans have ARDs or final maturity dates
through December 2011.  Standard & Poor's considered this large
volume of loans with near-term ARDs/maturities in the rating
actions.

                       Transaction Summary

As of the Jan. 12, 2011 trustee remittance report, the collateral
pool balance was $756.2 million, which is 29.4% lower than the
balance at issuance.  The pool includes 138 loans, down from 169
loans at issuance.  The master servicer, Midland Loan Services
Inc. (Midland), provided financial information for 97.1% of the
nondefeased loans in the pool, 93.2% of which was full-year 2009
data.

S&P calculated a weighted average DSC of 1.59x for the loans in
the pool based on the servicer-reported figures.  S&P's adjusted
DSC and LTV ratio were 1.42x and 66.4%, respectively.  S&P's
adjusted DSC and LTV figures excluded 38 defeased loans
($210.4 million, 27.8%) and six specially serviced assets
($29.4 million, 3.9%).  The transaction has experienced
$28.9 million in principal losses to date.  Twenty-five loans
($106.7 million, 14.1%) in the pool are on the master servicer's
watchlist.  Twenty-three loans ($72.5 million, 9.6%) have reported
DSC below 1.10x, 17 of which ($62.8 million, 8.3%) have a reported
DSC of less than 1.00x.

             Summary of Top-10 Real Estate Exposures

The top-10 real estate exposures have an aggregate outstanding
balance of $231.1 million (35.8%).  Using servicer-reported
numbers, S&P calculated a weighted average DSC of 1.77x for the
top-10 real estate exposures.  S&P's adjusted DSC and LTV ratio
for the top-10 real estate exposures are 1.46x and 58.9%,
respectively.  The fifth- and seventh-largest exposures are with
the special servicer ($20.9 million, 2.8%).  Three of the top-10
loans are on the master servicer's watchlist ($30.8 million, 4.1%)
and are discussed in detail below.

The University Towers loan is the largest loan on the master
servicer's watchlist ($11.6 million, 1.5%).  The loan is secured
by a 547-unit multifamily property in Brooklyn, N.Y., that was
built in 1959.  Midland reported a DSC of 0.73x for year-end 2009
and the overall occupancy was 100% as of the Sept. 30, 2010, rent
roll.  The loan appears on the watchlist because of a low DSC that
has resulted from an increase in expenses.

The Wisconsin Mobile Home Park Portfolio loan ($9.7 million,
1.3%), the second-largest loan on the master servicer's watchlist,
is secured by six mobile home parks containing 701 pads in
Wisconsin.  Midland reported a 1.15x DSC for year-end 2009 and an
occupancy of 82.3% as of March 31, 2010.  The loan appears on the
watchlist due to a low DSC that resulted from an increase in
utilities' expenses.

The Reynolds Business Park loan ($9.6 million, 1.3%), the third-
largest loan on the master servicer's watchlist, is secured by a
139,874-sq.-ft. industrial property built in 1991, in Irvine,
Calif.  Midland reported a 1.15x DSC for the period ended
March 31, 2010, and occupancy of 66.9% as of the March 31, 2010
rent roll.  The loan appears on the watchlist because the
property's two largest tenants vacated the premises.

The largest loan in the pool, the Newport Centre loan, has a trust
balance of $105.9 million (19.22%) and a whole-loan balance of
$145.3 million.  The $145.3 million whole-loan balance consists of
a $105.9 million senior pooled component and a $39.4 million
subordinate non pooled component.  The "NC-1" and "NC-2" raked
certificate classes derive 100% of their cash flows from the
subordinate nonpooled component of the loan.  The loan is secured
by 386,587 sq. ft. of in-line space in a 918,229-sq.-ft. super-
regional mall in Jersey City, N.J., built in 1987.  Anchors
include Macy's, Sears, and Kohl's and are not part of the
collateral.  Based on its adjusted NCF analysis, S&P arrived at an
adjusted Standard & Poor's LTV of 60.3%.  The loan matures in
October 2011.

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

                          Ratings Lowered

      JP Morgan Chase Commercial Mortgage Securities Corp.
    Commercial mortgage pass-through certificates series 2001-C1

                    Rating
                    ------
    Class      To           From        Credit enhancement (%)
    -----      --           ----        ----------------------
    F          BBB (sf)     BBB+ (sf)   8.56
    G          BB+ (sf)     BBB (sf)    6.76
    H          B- (sf)      BB+ (sf)    3.71
    J          CCC- (sf)    BB (sf)     2.45
    K          CCC- (sf)    B (sf)      1.55
    L          D (sf)       CCC- (sf)   0.11

                         Ratings Affirmed

       JP Morgan Chase Commercial Mortgage Securities Corp.
   Commercial mortgage pass-through certificates series 2001-C1

       Class    Rating              Credit enhancement (%)
       -----    ------              ----------------------
       A-3      AAA (sf)            26.73
       B        AAA (sf)            20.07
       C        AAA (sf)            17.01
       D        AA+ (sf)            13.96
       E        AA- (sf)            12.16
       NC-1     A+ (sf)             N/A
       NC-2     A (sf)              N/A
       X-1      AAA (sf)            N/A

                       N/A - Not applicable.


JPMORGAN CHASE: S&P Downgrades Ratings on Three 2001-CIBC1 Certs.
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on three
classes of mortgage pass-through certificates from JPMorgan Chase
Commercial Mortgage Securities Corp.'s series 2001-CIBC1, a U.S.
commercial mortgage-backed securities transaction.  In addition,
S&P affirmed its ratings on five other classes from the same
transaction.

S&P's rating actions follow its analysis of the remaining
collateral in the pool, the transaction structure, and the
liquidity available to the trust.

S&P lowered its ratings on three certificate classes due to the
large volume of nondefeased and nonspecially serviced loans with
near-term final maturity dates or anticipated repayment dates
through December 2011 (17 loans; $86.0 million, 58.3%).  In
addition, its rating actions considered the trust's ongoing or
susceptibility to future interest shortfalls and anticipated
credit support erosion upon the eventual resolution of the 13
specially serviced assets.

S&P lowered its rating on class J to 'D (sf)' due to recurring
interest shortfalls S&P expects to continue for the foreseeable
future.  Class J has accumulated interest shortfalls outstanding
for the past eight consecutive months.

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

                      Credit Considerations

As of the Jan. 18, 2011, trustee remittance report, 13 assets
($48.7 million, 33.0%) in the pool, four of which are among the
top 10 real estate exposures ($31.1 million, 21.1%), were with
the special servicer, CWCapital Asset Management LLC.  The
reported payment status of the specially serviced assets is:
one is real estate owned ($14.1 million, 9.6%), one is in
foreclosure ($4.8 million, 3.2%), six are 90-plus-days delinquent
($18.6 million, 12.6%), two are 60-days delinquent ($2.5 million,
1.7%), and three are 30-days delinquent ($8.7 million, 5.9%).
Four of the 13 specially serviced assets ($21.6 million, 14.6%)
have appraisal reduction amounts in effect totaling $12.0 million.
Details on the four largest assets with the special servicer are:

The Richmond Mall asset ($14.1 million, 9.6%), the largest asset
with the special servicer, is the second-largest real estate
exposure in the pool.  The property, an 288,666-sq.-ft. anchored
retail center in Richmond, Ky., was transferred to the special
servicer on March 3, 2009, due to imminent default and became REO
on Nov. 24, 2010.  According to CWCapital, the property was 69.6%
occupied as of Nov. 15, 2010.  An ARA of $9.2 million, based on an
updated April 2010 appraisal, is in effect against the total
exposure of $15.6 million.  Standard & Poor's anticipates a
significant loss upon the eventual resolution of this asset.

The Atlantic Commerce Center loan ($6.3 million, 4.3%) is the
second-largest asset with the special servicer and the sixth-
largest real estate exposure in the pool.  The loan is secured by
a 105,540-sq.-ft. office building in Hammonton, N.J.  The 90-plus-
days delinquent loan was transferred to CWCapital on Nov. 4, 2010,
due to imminent payment default.  CWCapital indicated that it is
currently evaluating various workout strategies.  The reported DSC
was 1.54x as of year-end 2009, and reported occupancy was 100% as
of June 30, 2010.  Standard & Poor's anticipates a moderate loss
upon the eventual resolution of this loan.

The Bradford Ridge Apartments loan ($5.8 million, 3.9%), the
third-largest asset with the special servicer, is the seventh-
largest real estate exposure in the pool.  The loan is secured by
a 210-unit multifamily property in Forest Park, Ga.  The 30-days
delinquent loan was transferred to the special servicer on
Nov. 19, 2010, due to imminent monetary default.  As part of the
workout, CWCapital stated that while it is pursuing foreclosure,
it is also considering a loan modification.  The reported DSC was
0.87x, and reported occupancy was 87.6% as of Sept. 30, 2010.
Standard & Poor's anticipates a minimal loss upon the eventual
resolution of this loan.

The Palm Johnson Plaza loan ($4.9 million, 3.3%), the 10th-largest
exposure in the pool, is secured by a 90,222-sq.-ft. retail strip
center in Pembroke Pines, Florida.  The 90-plus-days delinquent
loan was transferred to CWCapital on Aug. 5, 2010, due to imminent
maturity default.  CWCapital indicated that it is pursuing
foreclosure.  The reported DSC was 0.79x for year-end 2009 and
reported occupancy was 72.9% as of March 31, 2010.  An updated
appraisal valued the property above the total exposure of
$5.4 million.  S&P expects a minimal loss upon the eventual
resolution of this asset.

The nine remaining specially serviced assets ($17.6 million,
11.9%) have balances that individually represent less than 3.2% of
the total pool balance.  S&P estimated losses for all of these
loans, with a weighted average loss severity of 28.5%.  One of
these assets is in foreclosure, and eight were transferred to the
special servicer due to either imminent maturity default or
monetary default.

                        Transaction Summary

As of the Jan. 18, 2011 trustee remittance report, the collateral
balance was $147.5 million, which is 14.5% of the balance at
issuance.  The collateral includes 33 loans and one REO asset,
down from 165 loans at issuance.  One of the loans ($941,133,
0.6%) is defeased.  The master servicer, Berkadia Commercial
Mortgage LLC, had provided financial information for 100.0% of the
nondefeased loans in the pool, all of which was full-year 2009, or
interim-2010 data.  S&P calculated a weighted average DSC of 0.93x
for the pool based on the servicer-reported figures.

Fifteen loans ($76.5 million, 51.9%) are on the master servicer's
watchlist, including five of the top 10 real estate exposures,
which S&P discuss below.  Eleven loans ($68.7 million, 46.6%)
have a reported DSC below 1.10x, and nine of these loans
($65.4 million, 44.3%) have a reported DSC of less than 1.00x.
To date, the pool has experienced principal losses totaling
$34.1 million on 18 loans.

             Summary of Top 10 Real Estate Exposures

The top 10 real estate exposures have an aggregate outstanding
balance of $84.8 million (57.5%).  Four of the top 10 real estate
exposures are with the special servicer (discussed above in the
Credit Considerations section) and five are on the master
servicer's watchlist ($47.1 million, 31.9%).  Using servicer-
reported numbers, S&P calculated a weighted average DSC of 1.10x
for the top 10 real estate exposures.  Details on the three
largest exposures on the master servicer's watchlist are:

The Dunning Farm Shopping Center loan ($20.9 million, 14.2%) is
the largest real estate exposure in the pool and is on the master
servicer's watchlist due to a low reported DSC.  This loan is
secured by a 359,131-sq.-ft. anchored retail center in Wakill,
N.Y.  The loan had an ARD of Jan. 1, 2011, and the final maturity
date is Jan. 1, 2031.  The reported DSC and occupancy for the six
months ended June 30, 2010 were 0.98x, and 91.1%, respectively.

The BrooksEdge Apartments loan ($7.8 million, 5.3%) is the third-
largest real estate exposure in the pool.  This loan, secured by a
224-unit apartment complex in Columbus, Ohio, is on the master
servicer's watchlist due to a low reported DSC.  Reported DSC and
occupancy for the six months ended June 30, 2010, were 0.99x and
94.6%, respectively.  The loan had an ARD of Nov. 1, 2010, and the
final maturity date is Nov. 1, 2030.

The Skaff Portfolio loan ($7.3 million, 4.9%) is the fourth-
largest real estate exposure in the pool.  This loan is secured by
14 apartment complexes, 12 in Moorhead, Minn., and two in Fargo,
N.D., with a total of 338 units.  The loan, which is on the master
servicer's watchlist due to maturity, had an ARD of Feb. 1, 2011,
and final maturity of Feb. 1, 2031.  Reported DSC and occupancy
for the nine months ended Sept. 30, 2010 were 1.21x and 97.0%,
respectively.

Standard & Poor's analyzed the transaction according to its
current criteria.  The rating actions are consistent with S&P's
analysis.

                         Ratings Lowered

        JPMorgan Chase Commercial Mortgage Securities Corp.
        Mortgage pass-through certificates series 2001-CIBC1

                Rating
                ------
      Class  To        From        Credit enhancement (%)
      -----  --        ----        ----------------------
      G      B- (sf)   BB+ (sf)                18.13
      H      CCC- (sf) BB (sf)                 11.25
      J      D (sf)    B+ (sf)                  6.09

                         Ratings Affirmed

        JPMorgan Chase Commercial Mortgage Securities Corp.
        Mortgage pass-through certificates series 2001-CIBC1

          Class  Rating            Credit enhancement (%)
          -----  ------            ----------------------
          C      AAA (sf)                           73.17
          D      AA+ (sf)                           64.57
          E      A (sf)                             47.37
          F      BBB+ (sf)                          37.91
          X-1    AAA (sf)                             N/A

                      N/A - Not applicable.


JPMORGAN CHASE: S&P Downgrades Ratings on Eight 2001-CIBC3 Certs.
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on eight
classes of commercial mortgage-backed securities from JPMorgan
Chase Commercial Mortgage Securities Corp.'s series 2001-CIBC3.
In addition, S&P affirmed its ratings on five other classes from
the same transaction.

S&P's rating actions follow S&P's analysis of the remaining
collateral in the pool, the transaction structure and the large
volume of loans with near-term anticipated repayment dates or
final maturity dates through year-end 2011.  The downgrades
reflect interest shortfalls that have affected the trust and
credit support erosion that S&P anticipate will occur upon the
resolution of the six specially serviced assets.  S&P lowered its
ratings on classes L and M to 'D (sf)' due to recurring interest
shortfalls S&P expects to continue for the foreseeable future.

As of the January 2011 remittance report, the trust experienced
monthly interest shortfalls totaling $39,766 and had amassed
cumulative interest shortfalls of $1.1 million.  The monthly
interest shortfalls reflect appraisal subordinate entitlement
reduction (ASER) amounts totaling $61,151 on five of the six
specially serviced assets, a one-time ASER recovery of $27,677
associated with one asset that was reported liquidated in the
January 2011 remittance report, and special servicing fees of
$6,332.  S&P believes the recurring interest shortfalls have
reduced liquidity support available to the downgraded classes.
Classes L and M have experienced cumulative interest shortfalls
for the past seven consecutive months, and S&P expects the
shortfalls to continue for the foreseeable future.  Consequently,
S&P lowered its ratings on these classes to 'D (sf)'.

S&P's rating actions also considered the large volume of loans
with near-term ARDs or final maturities.  Excluding defeased loans
and specially serviced assets, 52 ($335.6 million, 55.6%) loans
have ARDs or final maturity dates through year-end 2011.

S&P's analysis included a review of the credit characteristics of
all of the assets in the pool.  Using servicer-provided financial
information, S&P calculated an adjusted debt service coverage of
1.84x and a loan-to-value ratio of 66.4%.  S&P further stressed
the assets' cash flows under its 'AAA' scenario to yield a
weighted average DSC of 1.60x and an LTV of 87.6%.  The implied
defaults and loss severity under the 'AAA' scenario were 21.0% and
40.8%, respectively.  The DSC and LTV calculations S&P noted above
exclude 29 ($184.0 million, 30.5%) defeased loans and six
($23.5 million, 3.9%) specially serviced assets.  S&P separately
estimated losses for the six specially serviced assets and
included them in S&P's 'AAA' scenario implied default and loss
figures.

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

                      Credit Considerations

As of the January 2011 remittance report, six ($23.5 million,
3.9%) assets were with the special servicer, C-III Asset
Management LLC.  Two ($4.5 million, 0.8%) of these assets are real
estate owned (REO) and four ($19.0 million, 3.2%) are 90-plus-days
delinquent.

The Westgate Mall loan ($9.4 million trust balance, 1.6% of deal,
$11.0 million total exposure) is the largest loan with the special
servicer.  The loan is collateralized by 233,709 sq. ft. of retail
space in Madison, Wis.  The loan was reported as 90-plus-days
delinquent.  Current performance information was not available.
The loan was transferred to the special servicer in March 2009 due
to imminent payment default.  Standard & Poor's anticipates a
significant loss upon the eventual resolution of this asset.

The five ($14.2 million, 2.4%) remaining specially serviced assets
have balances that, individually, represent less than 0.7% of the
total pool balance.  Three of these assets are 90-plus-days
delinquent, while two are REO.  S&P calculated a weighted-average
reported DSC of 0.79x using the current performance information,
which was available for two of the five assets.  S&P estimated
losses for all of these assets, arriving at a weighted-average
loss severity of 36.7%.

Three loans totaling $13.0 million (1.5%) that were previously
with the special servicer have 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 corrected loans, provided
that they continue to perform and remain with the master servicer.

                       Transaction Summary

As of the January 2011 remittance report, the collateral balance
was $604.0 million, which is 69.6% of the issuance balance.  The
collateral includes 102 loans and two REO assets, down from 125
loans at issuance.  Twenty-nine ($184.0 million, 30.5%) loans are
defeased.  The master servicer, Wells Fargo Commercial Mortgage
Servicing, provided interim 2009, full-year 2009, or interim 2010
financial information for 95.0% of the nondefeased loans in the
pool.  S&P calculated a weighted average DSC of 1.72x for the pool
based on the reported figures.  S&P's adjusted DSC and LTV, which
exclude the defeased loans and six specially serviced assets, were
1.84x and 66.4%, respectively.  The specially serviced assets had
a weighted-average reported DSC of 0.79x.  S&P separately
estimated losses for the specially serviced assets and included
them in S&P's 'AAA' scenario implied default and loss figures.

Thirty ($132.1 million, 21.9%) loans are on the master servicer's
watchlist.  Twenty ($86.5 million, 14.3%) loans have reported DSC
below 1.10x, and 14 ($66.9 million, 11.1%) have reported DSC below
1.00x.  To date, the pool has experienced principal losses
totaling $9.7 million on five assets.

                   Summary of Top 10 Exposures

The top 10 real estate exposures have an aggregate outstanding
balance of $248.1 million (41.1%) and include four ($62.6 million,
10.4%) loans on the master servicer's watchlist.  S&P discusses
these four loans, in detail, below.  Using servicer-reported
numbers, S&P calculated a weighted average DSC of 1.93x for the
top 10 exposures.  Three of the top 10 exposures have reported DSC
below 1.10x.

The 640 North LaSalle Street loan ($22.1 million, 3.7%) is the
third-largest loan in the pool, and the largest loan on the master
servicer's watchlist.  The loan is secured by a 291,061-sq.-ft.
class B office building in Chicago, Ill.  The loan appears on the
watchlist for low reported DSC and occupancy which, as of
September 2010, were 0.90x and 68.0%, respectively.

The Bullfinch Triangle loan ($15.4 million, 2.6%) is the sixth-
largest loan in the pool and the second-largest loan on the master
servicer's watchlist.  The loan is secured by a 100,868-sq.-ft.
office building in Boston, Mass., and appears on the watchlist for
low reported DSC.  Reported DSC was 0.77x as of March 2009, and
reported occupancy was 94.4% as of February 2009.

The Cotton Center Office Buildings loan ($14.2 million, 2.4%) is
the ninth-largest loan in the pool and the third-largest loan on
the master servicer's watchlist.  The loan is secured by two
medical office buildings totaling 118,300 sq. ft. in Pasadena,
Calif.  The loan appears on the watchlist for low reported
occupancy.  As of September 2010, reported DSC and occupancy were
1.32x and 61.4%, respectively.

The Mill at White Clay Office loan ($10.9 million, 1.8%) is the
10th-largest loan in the pool and the fourth-largest loan on the
master servicer's watchlist.  The loan is secured by a 107,822-
sq.-ft. office in Newark, Del.  The loan appears on the watchlist
for low reported DSC and occupancy which, as of September 2010,
were 1.03x and 65.0%, respectively.

Standard & Poor's analyzed the transaction according to its
current criteria.  The rating actions are consistent with S&P's
analysis.

                          Ratings Lowered

        JPMorgan Chase Commercial Mortgage Securities Corp.
  Commercial mortgage pass-through certificates series 2001-CIBC3

               Rating
               ------
     Class  To         From         Credit enhancement (%)
     -----  --         ----         ----------------------
     E      A- (sf)    A (sf)                 10.58
     F      BBB+ (sf)  A- (sf)                 8.78
     G      BB (sf)    BBB (sf)                5.91
     H      B+ (sf)    BB+ (sf)                4.83
     J      CCC+ (sf)  BB (sf)                 3.75
     K      CCC- (sf)  B+ (sf)                 2.50
     L      D (sf)     B (sf)                  1.78
     M      D (sf)     B- (sf)                 1.06

                         Ratings Affirmed

        JPMorgan Chase Commercial Mortgage Securities Corp.
  Commercial mortgage pass-through certificates series 2001-CIBC3

         Class  Rating            Credit enhancement (%)
         -----  ------            ----------------------
         A-3    AAA (sf)                           28.89
         B      AAA (sf)                           22.78
         C      AA+ (sf)                           16.68
         D      AA (sf)                            15.06
         X-1    AAA (sf)                             N/A

                       N/A -- Not applicable.


LAKESIDE CDO: Fitch Takes Rating Actions on Four Classes of Notes
-----------------------------------------------------------------
Fitch Ratings has downgraded one and affirmed three classes of
notes issued by Lakeside CDO II, Ltd. due to continued credit
deterioration in the underlying portfolio.  The rating actions
are:

  -- $537,367,611 class A-1 notes downgraded to 'CCCsf' from
     'B/LS3';

  -- $279,900,000 class A-2 notes affirmed at 'Csf';

  -- $15,294,046 class B notes affirmed at 'Csf';

  -- $14,931,131 class C notes affirmed at 'Csf'.

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' for the class A-1
notes.  The class A-2, class B and class C notes are already
undercollateralized and did not have any meaningful cash flow
model results.

Since the last rating action in February 2010, the credit quality
of the collateral has declined with approximately 39.5% of the
portfolio downgraded a weighted average of 3.9 notches.
Approximately 54.2% of the portfolio has a Fitch derived rating
below investment grade and 33.7% has a rating in the 'CCC' rating
category or lower, compared to 40.2% and 26%, respectively, at
last review.  Defaulted securities comprise approximately 27.1% of
the portfolio, according to the Dec. 24, 2010 trustee report,
compared to 17.4% at last review, as reported in the Dec. 29, 2009
trustee report.  The increase is due to a combination of
additional defaults occurring and performing assets amortizing
leaving a greater concentration of non-performing securities.

The downgrade to the class A-1 notes is due to the extent of
credit deterioration in the underlying portfolio.  While the class
A-1 notes have received over $85.7 million of principal repayment
since the last review, credit enhancement levels increased only
marginally due to writedowns in the portfolio.  The class was
benefiting from excess spread until the October 2010 distribution
date, but the portfolio is no longer generating sufficient
interest proceeds to cover the entire class A-2 accrued interest.
Principal collections were needed for a portion of class A-2
accrued interest on the Jan.  4, 2011 distribution date, and that
trend is expected to continue at least until the interest rate
swap expires in October 2012.

The class A-2, class B and class C notes have negative credit
enhancement levels and are affirmed at 'Csf', as default continues
to appear inevitable at or prior to maturity for each of the
classes.  The class A-2 notes will continue to receive accrued
interest distributions as long as principal collections are
sufficient to cover the interest shortfall.  The class B and C
notes are no longer receiving interest distributions because
interest collections are exhausted while paying class A-2 accrued
interest, and principal proceeds cannot be used to pay interest to
these classes until class A-1 and class A-2 are redeemed.

Lakeside II is a cash flow structured finance collateralized debt
obligation that closed on March 31, 2004.  The portfolio is
monitored by Vanderbilt Capital Advisors LLC and is composed of
63.3% residential mortgage-backed securities, 28.2% SF CDOs and
8.5% trust preferred CDOs, from 2001 through 2004 vintage
transactions.


LANCASTER FINANCING: S&P Cuts Ratings on Tax Revenue Bonds to 'BB'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its underlying ratings
to 'BB' from 'BBB+' on Lancaster Financing Authority, Calif.'s
series 2003, 2003B, and 2004B  subordinate tax allocation revenue
bonds, issued for Lancaster Redevelopment Agency's Amargosa,
Residential, and project areas No. 5 and No. 6.  Standard & Poor's
also lowered its SPUR to 'BB' from 'BBB+' on the authority's 2006
subordinate TABs, issued for the agency's Amargosa, Residential,
No. 5 and No. 6,  and Fox Field project areas.

According to the loan agreements, each project area has pledged
tax-increment revenues to its respective 2003, 2003B, 2004B, and
2006 loan obligations, which are defined as parity obligations in
the loan agreements.  According to the indenture, the authority's
series 2003, 2003B, 2004B, and 2006 TABs are also on parity
(nonhousing TABs).

"S&P base the downgrades on its assessment of the non-investment-
grade rated investments in the debt service reserves for series
2003 and 2003B, as well as S&P's view of the cross-default
provisions across all 2003, 2003B, 2004B, and 2006 authority bonds
and an absence of specific indenture provisions that require debt
service reserve replenishment to be made before the debt service
payment dates under the indentures," said Standard & Poor's credit
analyst Sussan Corson.  "The downgrade is also based on what S&P
considers large declines in the project areas' total assessed
valuation in the past two years, which have contributed to
inadequate coverage of loan obligations for the residential area
and project area No. 5, in particular," Ms.  Corson added.

The stable outlook reflects what S&P views as recent significant
declining assessed value trends in the project areas and S&P's
assessment of pending taxpayer appeals that could contribute to
further AV declines.  Should additional AV declines reduce maximum
annual debt service coverage further, S&P could lower the rating.

Despite the lack of specific timing provisions in indenture that
would require replenishment of reserves by the debt service due
date, the agency has practically managed pledged nonhousing tax
increment across all project areas to meet debt service in fiscal
2011 and the authority has not accessed the debt service reserves.

The indenture requires the trustee to use debt service reserve
funds to make debt service payments five days before debt service
is due.  The indentures also require all project areas,
irrespective of the project area that caused the deficiency, to
replenish a debt service reserve for each series at the authority
level, which allows for cross-collateralization of pledged revenue
from all project areas.  However, according to the trustee, the
series 2003 and 2003B debt service reserves are funded with an
investment agreement with MBIA Inc. (B-/Negative), which expires
in 2034.  The indenture requires the trustee to promptly notify
the authority to replenish reserves from amounts in the other
project area's bond funds; however, since there is no provision in
the indenture that would require the authority to replenish the
reserve accounts before the debt service due date, S&P base its
ratings on its view of the credit characteristics of the weakest
of the project areas, which S&P considers to be project area No. 5
and the residential project area.

In addition, the ratings reflect what S&P views as:

* Inadequate 0.85x  coverage of maximum annual loan obligations by
  the residential and project area No. 5 net tax-increment
  revenues based on the fiscal 2011 tax base, respectively;

* A moderate 0.24 tax volatility ratio for project area No. 5; and

* Some taxpayer concentration among the leading taxpayers in the
  residential project area.

Lancaster, with a population of 153,373, is about 65 miles
northeast of Los Angeles in the southwest portion of Antelope
Valley.


LANCASTER FINANCING: S&P Downgrades Rating on Tax Bonds to 'BB+'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term rating to
'BB+' from 'BBB+' on Lancaster Financing Authority, Calif.'s
series 2004 and 2006 school district projects tax allocation
bonds, issued for Lancaster Redevelopment Agency's project area
No. 5 (PA 5) and project area No. 6 (PA 6).  The outlook is
stable.

S&P base the downgrade on what S&P considers a large 19% assessed
value decline in fiscal 2011, which reduced total school and
nonschool maximum annual debt service coverage by aggregate
available net tax increment revenue and school tax increment
revenue in just PA 5 and PA 6, to 0.97x from 1.13x in fiscal 2010.

The rating reflects S&P's opinion of:

* The authority's overlapping pledge of PA 5 and PA 6 school pass-
  through revenue to nonhousing TABs outstanding, which are
  secured by cross-collateralized revenues generated among four
  project areas, including PA 5 and PA 6; and

* The city of Lancaster's below-average income levels and above-
  average unemployment.

"The stable outlook reflects what S&P views as a recent
significant declining AV trends in Lancaster and S&P's expectation
of continued MADS coverage, which is slightly less than 1.0x by
all pledged revenue," said Standard & Poor's credit analyst Sussan
Corson.  "The outlook also reflects S&P's assessment of the fully
funded debt service reserves.  Should AV trends stabilize, S&P
could raise the rating.  Should additional AV declines further
reduce available net tax increment revenue for the school TABs or
nonschool TABs, S&P could lower the rating," Ms. Corson added.

A portion of incremental property tax revenues allocated under
existing tax-sharing agreements with several school districts in
PA 5 and PA 6 (school pass-through revenues) secures the school
TABs.

The bond structure provides for the cross-collateralization of
school pass-through revenues from PA 5 and PA 6 through the
establishment of a debt service reserve at the authority level
that, if deficient, is replenished by separate reserve subaccounts
for each project area, which contribute their required pro rata
share until amounts are sufficient to meet all project area
reserve requirements irrespective of the project area that caused
the deficiency.

Lancaster, with a population of 153,373, is about 65 miles
northeast of Los Angeles in the southwest portion of Antelope
Valley.


LATITUDE CLO: Moody's Upgrades Ratings on Class D Notes to 'Caa3'
-----------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Latitude CLO II, Ltd.:

  -- US$9,500,000 Class D Fourth Priority Deferrable Floating Rate
     Notes Due 2018 (current outstanding balance of
     $8,955,390.48), Upgraded to Caa3 (sf); previously on
     November 23, 2010 Ca (sf) Placed Under Review for Possible
     Upgrade.

                         Ratings Rationale

According to Moody's, the rating actions taken on the notes result
primarily due to an increase in the transaction's
overcollateralization ratios, and the stable credit quality of the
underlying portfolio since the rating action in August 2010.

The overcollateralization ratios of the rated notes have improved
in part due to the higher reported carrying values for defaulted
securities, discount securities, and securities rated Caa1 and
below.  As of the latest trustee report dated January 20, 2011,
the Class A, Class B, Class C, and Class D overcollateralization
ratios are reported at 129.85%, 112.98%, 106.18%, and 102.05%,
respectively, versus July 2010 levels of 129.71%, 112.85%,
106.07%, and 101.89%, respectively, and all related
overcollateralization tests are currently in compliance.  Notably,
however, Moody's analysis of collateral coverage is based on
adjusted overcollateralization ratios that have improved by more
than the trustee-reported improvement due to a decrease in the
percentage of securities with Ca or C ratings.  Consistent with
its rating surveillance assumptions, Moody's treated Ca or C-rated
securities as defaulted securities in its analysis leading to the
rating action in August 2010.  In its current analysis, Moody's is
treating such securities which have benefited from having their
ratings upgraded above previous Ca or C rating levels as
performing assets.  In particular, the current Moody's calculated
overcollateralization ratios for the Class A, Class B, Class C,
and Class D are 131.29%, 114.23%, 107.36% and 103.18%,
respectively, versus August 2010 levels of 129.32%, 112.51%,
105.75% and 101.63%, respectively.

The stable credit quality is observed through a small improvement
in the average credit rating (as measured by the weighted average
rating factor) and a decrease in the proportion of securities from
issuers rated Caa1 and below.  Based on the January 2011 trustee
report, the weighted average rating factor is 2713 compared to
2730 in July 2010, and securities rated Caa1 and below make up
approximately 8.7% of the underlying portfolio versus 9.9% in July
2010.  However, the deal experienced a small increase in defaults.
In particular, the dollar amount of defaulted securities has
increased to approximately $20.7 million from $19.6 million in
July 2010.

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 balance of $233 million, defaulted par of $22.4 million,
weighted average default probability of 29.0% (implying a WARF of
4013), a weighted average recovery rate upon default of 41.4%, and
a diversity score of 58.  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.

Latitude CLO II, Ltd., issued on August 3, 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:

In addition to the base case analysis, Moody's also performed
sensitivity analyses to test the impact on all rated notes of
various default probabilities.

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

Moody's Adjusted WARF - 20% (3210)

  -- Class A-1: +0
  -- Class A-2: +2
  -- Class B: +2
  -- Class C: +3
  -- Class D: +1

Moody's Adjusted WARF + 20% (4816)

  -- Class A-1: 0
  -- Class A-2: -2
  -- Class B: -1
  -- Class C: -2
  -- Class D: -1

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

Sources of additional performance uncertainties are:

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

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

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


LB-UBS COMMERCIAL: S&P Downgrades Ratings on Nine 2002-C4 Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on nine
classes of commercial mortgage-backed securities from LB-UBS
Commercial Mortgage Trust 2002-C4.  Concurrently, S&P lowered its
ratings on three classes of CMBS from 1166 Avenue of the Americas
Commercial Mortgage Trust 2002-C5.  In addition, S&P affirmed its
ratings on 12 other classes from LB-UBS 2002-C4, three other
classes from 1166 AofA 2002-C5, and all 10 classes from Westfield
Shoppingtown Valley Mall Mortgage Trust's series 2002-C4A.  All
three transactions are U.S. CMBS transactions.

The lowered ratings on LB-UBS 2002-C4 reflect credit support
erosion that S&P anticipates will occur upon the resolution of the
five specially serviced assets, as well as S&P's concerns about
one loan that S&P has determined to be credit-impaired.  S&P
downgraded classes Q, S, and T to 'D (sf)' from LB-UBS 2002-C4 due
to recurring interest shortfalls that S&P expects to continue.

S&P's analysis on the LB-UBS 2002-C4 transaction included a review
of the credit characteristics of all of the loans in the pool.
Using servicer-provided financial information, S&P calculated an
adjusted debt service coverage of 1.99x and an adjusted loan-to-
value ratio of 53.66%.  S&P further stressed the loans' cash flows
under S&P's 'AAA' scenario to yield a weighted average DSC of
1.64x and an LTV of 68.15%.  The implied defaults and loss
severity under the 'AAA' scenario were 7.50% and 27.40%,
respectively.  The DSC and LTV calculations S&P noted above
exclude 21 defeased loans ($409.9 million, 37.3%), five specially
serviced assets ($37.6 million, 3.4%), and one loan S&P determined
to be credit-impaired ($1.6 million, 0.15%).  S&P separately
estimated losses for the five specially serviced assets and one
credit-impaired asset and included them in S&P's 'AAA' scenario
implied default and loss figures.

As of the January 2011 remittance report, the LB-UBS 2002-C4 trust
experienced monthly interest shortfalls totaling $80,774.  The
shortfalls were primarily related to appraisal subordinate
entitlement reduction amounts ($72,521) associated with four of
the specially serviced assets, and special servicing fees
($8,114).  The interest shortfalls affected all classes
subordinate to and including class P.  Classes Q and S have
experienced cumulative shortfalls for the past five months, while
class T has experienced cumulative shortfalls for the past eight
months.  S&P expects these classes to experience recurring
shortfalls in the foreseeable future and as a result, S&P
downgraded these classes to 'D (sf)'.

The affirmations of S&P's ratings on the LB-UBS 2002-C4 principal
and interest certificates reflect credit enhancement and liquidity
support that are consistent with the outstanding ratings.  S&P
affirmed its ratings on the class X-CL and X-VF interest-only
certificates from the same transaction based on S&P's current
criteria.

The affirmations of all 10 classes of the Westfield 2002-C4A trust
follow S&P's revaluation of the Westfield Shoppingtown Valley Fair
property, which secures a subordinate B note that is the sole
source of cash flow for the Westfield 2002-C4A securities.  S&P
discuss the Westfield Shoppingtown Valley Fair loan in detail
below.

The lowered and affirmed S&P's ratings on the 1166 AofA 2002-C5
transaction following its revised valuation of the 1166 Avenue of
the Americas property, which secures the A-2 note that is the sole
source of cash flow for the 1166 AofA 2002-C5 securities.  S&P
discuss the 1166 Avenue of the Americas loan in detail below.

                LB-UBS 2002-C4 Credit Considerations

As of the January 2011 remittance report, five assets
($37.6 million, 3.4%) were with the special servicer, LNR Partners
Inc. One was classified as real estate owned ($20.4 million, 1.9%)
and four were reported as 90-plus days delinquent ($17.2 million,
1.6%).  Four of the specially serviced assets have appraisal
reduction amounts in effect totaling $9.8 million.  These ARAs
generated monthly ASER amounts totaling $72,521.

The 535 Connecticut Avenue office building, a 171,103-sq.-ft.
office building in Norwalk, Conn., is the largest asset with the
special servicer and the fifth-largest asset in the pool.  The
asset has a total exposure of $24.6 million (2.2%).  The property
became REO on Dec. 1, 2010.  An ARA of $5.7 million is in effect
for this asset.  Standard & Poor's anticipates a significant loss
upon the eventual resolution of this loan.

The remaining four specially serviced assets ($17.2 million, 1.6%)
have balances that individually represent less than 0.65% of the
total pool balance.  All four of the loans are classified as 90-
plus days delinquent.  ARAs totaling $4.1 million are in effect
against three of the loans.  Standard & Poor's estimated losses
for all four of these loans, arriving at a weighted-average loss
severity of 51.3%.

In addition to the specially serviced assets, S&P determined one
($1.6 million, 0.15%) loan to be credit-impaired.  The loan is
secured by an industrial property and appears on the master
servicer's watchlist due to low DSC and delinquency.  As of
Dec. 31, 2009, the reported DSC and occupancy were 1.00x and 88%,
respectively.  Given the asset's financial performance and
delinquency status, S&P considers this loan to be at increased
risk of default and loss.

                LB-UBS 2002-C4 Transaction Summary

As of the January 2011 remittance report, the trust balance was
$1.1 billion, which is 75.5% of the balance at issuance.  The
trust includes 82 loans and one REO asset, down from 114 loans at
issuance.  Twenty-one ($109.9 million, 37.3%) of the loans are
defeased.  In addition, one loan ($16.1 million, 1.5%) was
defeased subsequent to the January 2011 remittance report.  As of
the January 2011 remittance report, the master servicer, Wells
Fargo Commercial Mortgage Servicing, provided financial
information for 95.6% of the nondefeased assets in the pool, all
of which was partial-year 2009, full-year 2009, or partial-year
2010 data.

S&P calculated a weighted average DSC of 1.92x for the pool based
on the reported figures.  S&P's adjusted DSC and LTV, which
exclude the defeased loans, specially serviced assets, and one
loan that S&P determined to be credit-impaired, were 1.99x and
53.66%, respectively.  The excluded specially serviced and credit-
impaired assets had a weighted-average reported DSC of 0.82x,
based on current financial information.  S&P separately estimated
losses for the five specially serviced assets and one credit-
impaired asset and included them in S&P's 'AAA' scenario implied
default and loss figures.  The transaction has experienced
$5.7 million of principal losses to date on three assets.

Twenty-three loans ($103.3 million, 9.4%) are on the master
servicer's watchlist, including two of the top 10 loans.  Sixteen
loans in the pool ($79.2 million, 7.2%) have reported DSC below
1.10x, 10 of which ($52.1 million, 4.7%) have reported DSC of less
than 1.00x.

          Summary of The Top 10 LB-UBS 2002-C4 Exposures

The top 10 real estate exposures have an aggregate outstanding
balance of $515.8 million (46.9%).  Using servicer-reported
numbers, S&P calculated a weighted average DSC of 2.19x for nine
of the top 10 real estate exposures.  Two of the top 10 loans
($29.9 million, 2.7%) appear on the master servicer's watchlist.

The 636 Sixth Avenue loan ($16.1 million, 1.5%) is the sixth-
largest loan in the pool and the largest loan on the master
servicer's watchlist.  The loan is secured by a 79,146-sq.-ft.
office building in the Flatiron District in Manhattan.  The loan
appears on the watchlist due to nine tenants with lease
expirations that occurred on Dec. 31, 2010.  The borrower is
currently in lease renewal discussions with several tenants.  As
of Sept. 30, 2010, the reported DSC and occupancy were 1.62x and
100%, respectively.  The loan was defeased subsequent to the
January 2011 remittance report.

The Craig Ranch loan ($13.9 million, 1.3%) is the seventh-largest
loan in the pool and the second-largest loan on the master
servicer's watchlist.  The loan is secured by a 337-unit
multifamily property in North Las Vegas, Nev.  The loan appears on
the master servicer's watchlist due to low DSC.  As of Sept. 30,
2010, the reported DSC and occupancy were 1.00x and 79%,
respectively.

                 Westfield Shoppingtown Valley Fair

The Westfield Shoppingtown Valley Fair loan is the largest loan in
the LB-UBS 2002-C4 trust and has a current whole-loan balance of
$304.9 million.  The whole loan balance is split into a $255.2
million A note and a $49.7 million B note.  The $255.2 million A
note is included in the LB-UBS 2004-C2 trust.  The B note is the
sole asset of the Westfield 2002-C4A trust and the sole source of
cash flow for the "B" certificates in this trust.  The loan has an
anticipated repayment date of July 2012 and a final maturity date
of July 2032.

The Westfield Shoppingtown Valley Fair loan is secured by 714,603
sq. ft. of a 1.4 million-sq.-ft., enclosed, super-regional mall in
Santa Clara, Calif.  The mall operates with three anchor stores:
Nordstrom, Macy's, and Macy's Men, none of which are part of the
collateral.  The mall contains 669,600 sq. ft. of in-line retail
space and a 45,000-sq.-ft. Safeway supermarket.  As of Dec. 31,
2009, the master servicer reported a DSC of 2.21x for the whole-
loan.  Reported occupancy was 98% as of Sept. 30, 2010.  Standard
& Poor's adjusted valuation resulted in a whole-loan LTV ratio of
47.6%, which is consistent with the affirmations of the Westfield
2002-C4A "B" certificate ratings.

              1166 AVENUE OF THE AMERICAS (1166 Aofa)

The 1166 Avenue of the Americas loan is the third-largest loan in
the LB-UBS 2002-C4 trust and has a current whole-loan balance of
$199.7 million, which is split into a $52.4 million A-1 note and a
$147.4 million A-2 note.  The A-1 note is included in the LB-UBS
2002-C4 trust; the A-2 note is the sole asset and the sole source
of cash flow for the certificates in the 1166 AofA 2002-C5 trust.
The loan has an anticipated repayment date of December 2020 and a
final maturity date of October 2027.

The 1166 AofA loan is secured by one of two condominium interests
(560,925 sq. ft., including 4,555 sq. ft. of storage space) in a
1.56 million-sq.-ft. office building located in Midtown Manhattan.
The collateral is 100% leased to Marsh & McLennan Co. Inc ('BBB-')
through December 2020.  As of Dec. 31, 2009, the master servicer
reported a whole-loan DSC of 1.24x.  Reported occupancy was 100%,
as of Oct. 31, 2010.  Standard & Poor's adjusted valuation
resulted in a whole-loan LTV ratio of 79.6%, which is consistent
with the rating actions taken on the 1166 AofA 2002-C5
certificates.

Standard & Poor's analyzed the three transactions according to its
current criteria, and the rating actions are consistent with S&P's
analysis.

                          Ratings Lowered

             LB-UBS Commercial Mortgage Trust 2002-C4
    Commercial mortgage pass-through certificates series 2002-C4

                 Rating
                 ------
       Class  To         From      Credit enhancement (%)
       -----  --         ----      ----------------------
       J      BBB+ (sf)  A- (sf)                   6.76
       K      BBB- (sf)  BBB+ (sf)                 5.60
       L      B+ (sf)    BBB- (sf)                 3.78
       M      B- (sf)    BB+ (sf)                  3.12
       N      CCC (sf)   BB (sf)                   2.46
       P      CCC- (sf)  BB- (sf)                  1.80
       Q      D (sf)     B+ (sf)                   1.46
       S      D (sf)     B (sf)                    1.30
       T      D (sf)     B- (sf)                   0.97

       1166 Avenue of the Americas Commercial Mortgage Trust
    Commercial mortgage pass-through certificates series 2002-C5

                              Rating
                              ------
                    Class  To         From
                    -----  --         ----
                    C      AA (sf)    AA+ (sf)
                    D      BBB (sf)   A- (sf)
                    E      BB+ (sf)   BBB- (sf)

                         Ratings Affirmed

             LB-UBS Commercial Mortgage Trust 2002-C4
   Commercial mortgage pass-through certificates series 2002-C4

          Class  Rating            Credit enhancement (%)
          -----  ------            ----------------------
          A-3    AAA (sf)                           18.01
          A-4    AAA (sf)                           18.01
          A-5    AAA (sf)                           18.01
          B      AAA (sf)                           16.36
          C      AAA (sf)                           14.54
          D      AA+ (sf)                           12.72
          E      AA (sf)                            11.56
          F      AA- (sf)                           10.07
          G      A+ (sf)                             9.08
          H      A (sf)                              7.92
          X-CL   AAA (sf)                             N/A
          X-VF   AAA (sf)                             N/A

      1166 Avenue of the Americas Commercial Mortgage Trust
   Commercial mortgage pass-through certificates series 2002-C5

                         Class  Rating
                         -----  ------
                         A      AAA (sf)
                         B      AAA (sf)
                         X      AAA (sf)

   Westfield Shoppingtown Valley Mall Mortgage Trust Commercial
        mortgage pass-through certificates series 2002-C4A

                         Class  Rating
                         -----  ------
                         B-1    AAA (sf)
                         B-2    AAA (sf)
                         B-3    AAA (sf)
                         B-4    AAA (sf)
                         B-5    AAA (sf)
                         B-6    AAA (sf)
                         B-7    AAA (sf)
                         B-8    AAA (sf)
                         B-9    AA+ (sf)
                         B-X    AAA (sf)

                     N/A -- Not applicable.


LB-UBS COMMERCIAL: S&P Downgrades Ratings on 2003-C5 Certificates
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 10
classes of commercial mortgage pass-through certificates from LB-
UBS Commercial Mortgage Trust 2003-C5, a U.S. commercial mortgage-
backed securities transaction.  Concurrently, S&P affirmed its
ratings on eight other classes from the same transaction.

S&P's rating actions follow its analysis of the transaction and a
review of the transaction's remaining collateral, the deal
structure, and the liquidity available to the trust.

The downgrades primarily reflect S&P's analysis of the
susceptibility of the trust to future interest shortfalls and a
reduction in the liquidity available to absorb future interest
shortfalls.  It is S&P's understanding from the special servicer
that the potential workout of the Mall at Steamtown loan may
result in increased liquidity interruption to the trust.

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

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 1.65x and a loan-to-value ratio of 80.9%.  S&P further
stressed the loans' cash flows under its 'AAA' scenario to yield a
weighted average DSC of 1.30x and an LTV ratio of 103.2%.  The
implied defaults and loss severity under the 'AAA' scenario were
20.6% and 43.1%, respectively.  The DSC and LTV calculations noted
above exclude 12 defeased loans ($88.9 million, 14.9%), and three
of the four specially serviced assets ($11.6 million, 1.9%).  S&P
separately estimated losses for these three specially serviced
assets and included them in its 'AAA' scenario implied default and
loss figures.

                      Credit Considerations

As of the Jan. 18, 2011, trustee remittance report, four assets
($48.5 million, 8.1%) in the pool were with the special servicer,
LNR Partners LLC.  The payment status of the specially serviced
assets, as reported in the January 2011 trustee remittance report,
is: one is real estate owned ($4.2 million, 0.7%), one is 90-plus
days delinquent ($36.9 million, 6.2%), and two are 60-plus days
delinquent ($7.4 million, 1.2%).  Details on the four specially
serviced assets are:

The Mall at Steamtown loan, the fifth-largest nondefeased loan in
the pool, has a whole-loan balance of $58.6 million, which
consists of a $36.9 million senior note that makes up 6.2% of the
pooled trust balance and a $21.7 million subordinate B note held
outside the trust.  The loan is secured by a 568,660-sq.-ft.
retail mall in Scranton, Pa.  The 90-plus days delinquent loan was
transferred to the special servicer, LNR, on March 9, 2010,
because the borrower requested a loan modification.  According to
LNR, discussions on the loan modification are in its final stages.
The loan modification terms may include, among other items, a
reduction of the current interest rate.  S&P's analysis considered
the potential for increased liquidity interruption to the trust as
a result of the loan workout.  The reported DSC was 1.36x for the
nine months ended Sept. 30, 2009, and occupancy was 83.6%
according to the Dec. 31, 2009, rent roll.

The Naismith Hall loan ($6.2 million, 1.0%), which is secured by a
254-unit multifamily apartment complex in Lawrence, Kan., is
cross-collateralized and cross-defaulted with the Carlos Bee Hall
loan ($1.2 million, 0.2%), which is secured by a 152-unit
multifamily apartment complex in Hayward, Calif.  The two 60-plus
days delinquent loans were transferred to LNR on Nov. 18, 2010,
because the related borrowers requested a loan modification.  LNR
indicated that it is currently pursuing foreclosure on both loans
and has ordered updated appraisals.  LNR reported that the
property in Kansas was 49.0% occupied and the property in
California was 100% vacant as of Sept. 30, 2010.  S&P expects a
moderate loss upon the eventual resolution of these two loans.

The Lawyer's Title Plaza asset ($4.2 million, 0.7%), a 38,940-sq.-
ft. office building in Las Vegas, was transferred to LNR on April
6, 2010, due to imminent default and became REO on Dec. 30, 2010.
LNR reported a 0.76x DSC and 66.1% occupancy as of year-end 2009.
An updated May 2010 appraisal valued the property below the total
exposure.  S&P expects a moderate loss upon the eventual
resolution of the asset.

                        Transaction Summary

As of the Jan. 18, 2011 trustee remittance report, the collateral
pool balance was $598.5 million, which is 42.6% of the balance at
issuance.  The pool includes 54 loans and one REO asset, down from
80 loans at issuance.  The master servicer, Wells Fargo Bank N.A.,
provided financial information for 99.2% of the nondefeased loans
in the pool, 67.4% was partial- or full-year 2009, and the
remainder was partial-year 2010 data.

S&P calculated a weighted average DSC of 1.97x for the loans in
the pool based on the servicer-reported figures.  S&P's adjusted
DSC and LTV ratio were 1.65x and 80.9%, respectively.  S&P's
adjusted DSC and LTV figures excluded 12 defeased loans
($88.9 million, 14.9%), and three of the four specially serviced
assets ($11.6 million, 1.9%).  S&P separately estimated losses for
these three specially serviced assets and included them in S&P's
'AAA' scenario implied default and loss figures.  The transaction
has experienced $3.3 million in principal losses to date.  Six
loans ($29.0 million, 4.9%) in the pool are on the master
servicer's watchlist, including two of the top 10 real estate
loans, which S&P discuss below.  Four loans ($20.5 million, 3.4%)
have a reported DSC below 1.10x, two of which ($5.4 million, 0.9%)
have a reported DSC of less than 1.00x.

                Summary of Top 10 Real Estate Loans

The top 10 loans secured by real estate have an aggregate
outstanding balance of $382.2 million (63.9%).  Using servicer-
reported numbers, S&P calculated a weighted average DSC of 2.10x
for the top 10 real estate loans.  S&P's adjusted DSC and LTV
ratio for the top 10 real estate loans are 1.66x and 83.7%,
respectively.  While one of the top 10 real estate loans is with
the special servicer (discussed above), two ($19.5 million, 3.2%)
are on the master servicer's watchlist.  Details on these two
loans are:

The Phillips Edison - Kokomo Plaza loan, together with the
crossed-collateralized and cross-defaulted Phillips Edison -
Forest Park Plaza loan, makes up the eighth-largest nondefeased
loan in the pool ($10.3 million, 1.7%).  The Phillips Edison -
Kokomo Plaza loan ($4.4 million, 0.7%), which is secured by an
89,550-sq.-ft. unanchored retail strip center in Kokomo, Ind., is
on the master servicer's watchlist due to a low reported occupancy
of 13.7% as of Sept. 30, 2010.  Wells Fargo reported a combined
DSC for the two loans of 1.04x for year-end 2009, and combined
occupancy of 57.0% as of Sept. 30, 2010.

The Bell Tower Village loan ($9.2 million, 1.5%) is the 10th-
largest nondefeased loan in the pool and the largest loan on the
master servicer's watchlist.  The loan is secured by a 166,070-
sq.-ft. retail center in Glendale, Ariz.  The loan appears on the
master servicer's watchlist due to a low reported DSC of 1.03x for
the nine months ended Sept. 30, 2010, and occupancy, excluding a
tenant representing 9.1% of the net rentable area that was evicted
in October 2010, was 49.1% according to the Sept. 30, 2010 rent
roll.

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

                          Ratings Lowered

             LB-UBS Commercial Mortgage Trust 2003-C5
    Commercial mortgage pass-through certificates series 2003-C5

                    Rating
                    ------
    Class      To           From        Credit enhancement (%)
    -----      --           ----        ----------------------
    G          A+ (sf)      AA- (sf)                     14.41
    H          A- (sf)      A (sf)                       11.77
    J          BBB- (sf)    A- (sf)                      10.00
    K          BB (sf)      BBB (sf)                      7.66
    L          B+ (sf)      BB+ (sf)                      5.60
    M          B (sf)       BB (sf)                       4.72
    N          B- (sf)      BB- (sf)                      4.14
    P          CCC+ (sf)    B+ (sf)                       2.96
    Q          CCC (sf)     B (sf)                        2.38
    S          CCC (sf)     B- (sf)                       1.79

                         Ratings Affirmed

             LB-UBS Commercial Mortgage Trust 2003-C5
    Commercial mortgage pass-through certificates series 2003-C5

        Class    Rating              Credit enhancement (%)
        -----    ------              ----------------------
        A-3      AAA (sf)                             34.36
        A-4      AAA (sf)                             34.36
        B        AAA (sf)                             30.55
        C        AAA (sf)                             26.44
        D        AAA (sf)                             23.80
        E        AA+ (sf)                             21.16
        F        AA (sf)                              17.34
        X-CL     AAA (sf)                               N/A

                      N/A -- not applicable.


LEHMAN XS: Moody's Downgrades Ratings on 65 Tranches
----------------------------------------------------
Moody's Investors Service has downgraded the ratings of 65
tranches and confirmed the ratings of 17 tranches from eight RMBS
transactions, backed by Alt-A loans, issued by Lehman XS Trust.

                        Ratings Rationale

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

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

Classes 3-A1, 3-A2, 3-A3-1, 3-A3-2, 3-A3-3, 3-A4, 3-A5, and 3-A7
issued by Lehman XS Trust 2007-6 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: Lehman XS Trust 2007-6

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

  -- Cl. 2-A1, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

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

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

  -- Cl. A3, Downgraded to C (sf); previously on Jan. 14, 2010 Ca
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A1, Confirmed at Caa2 (sf); previously on April 16,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Underlying Rating: Confirmed at Caa2 (sf); previously on Jan
     21, 2010 Caa2 (sf) Placed Under Review for Possible Downgrade

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

  -- Cl. 3-A2, Downgraded to Ca (sf); previously on April 16, 2010
     Downgraded to Caa3 (sf) and Placed Under Review for Possible
     Downgrade

  -- Underlying Rating: Downgraded to Ca (sf); previously on
     Jan. 21, 2010 Caa3 (sf) Placed Under Review for Possible
     Downgrade

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

  -- Cl. 3-A3-1, 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
     Jan. 21, 2010 Caa3 (sf) Placed Under Review for Possible
     Downgrade

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

  -- Cl. 3-A3-2, 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
     Jan. 21, 2010 Caa3 (sf) Placed Under Review for Possible
     Downgrade

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

  -- Cl. 3-A3-3, 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
     Jan. 21, 2010 Caa3 (sf) Placed Under Review for Possible
     Downgrade

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

  -- Cl. 3-A4, 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
     Jan. 21, 2010 Caa3 (sf) Placed Under Review for Possible
     Downgrade

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

  -- Cl. 3-A5, Downgraded to Ca (sf); previously on April 16, 2010
     Downgraded to Caa3 (sf) and Placed Under Review for Possible
     Downgrade

  -- Underlying Rating: Downgraded to Ca (sf); previously on
     Jan. 21, 2010 Caa3 (sf) Placed Under Review for Possible
     Downgrade

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

  -- Cl. 3-A6, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A7, 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
     Jan. 21, 2010 Ca (sf) Placed Under Review for Possible
     Downgrade

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

  -- Cl. 3-AIO, Confirmed at Caa2 (sf); previously on Jan. 14,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

Issuer: Lehman XS Trust Mortgage Pass-Through Certificates, Series
2007-3

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

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

  -- Cl. 1B-A1, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1B-A2, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1B-A3, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1, Confirmed at Caa1 (sf); previously on Jan. 14, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

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

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

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

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

  -- Cl. 3B-A1, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3B-A2, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 4A-A2, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 4A-A3, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 4A-A1, Confirmed at Caa3 (sf); previously on Jan. 14,
     2010 Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 4A-AIO, Confirmed at Caa3 (sf); previously on Jan. 14,
     2010 Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 4B-A1, Confirmed at Ca (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 4B-AIO, Confirmed at Ca (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: Lehman XS Trust Series 2006-11

  -- Cl. 1-A2, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A3, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A4, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1, Confirmed at Caa1 (sf); previously on Jan. 14, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

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

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

  -- Cl. 2-A4, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

Issuer: Lehman XS Trust Series 2006-5

  -- Cl. 1-A1A, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1, Downgraded to Caa1 (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A2, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

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

  -- Cl. 2-A4A, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A4B, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: Lehman XS Trust Series 2006-7

  -- Cl. 1-A1A, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A1B, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A2, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A3A, Downgraded to C (sf); previously on Jan. 14, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A3B, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

Issuer: Lehman XS Trust Series 2006-8

  -- Cl. 1-A1A, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A1B, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A3, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A4A, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A4B, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A1A, Downgraded to Caa1 (sf); previously on Jan. 14,
     2010 Ba2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A1B, Downgraded to Caa1 (sf); previously on Jan. 14,
     2010 Ba2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A2, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A3, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A4, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A5, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

Issuer: Lehman XS Trust Series 2007-1

  -- Cl. 1-A1, Downgraded to Caa2 (sf); previously on Jan. 14,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A2, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A3, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A4, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1-A5, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A1, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

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

Issuer: Lehman XS Trust Series 2007-5H

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

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

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

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

  -- Cl. 2-A1, Downgraded to Caa3 (sf); previously on Jan. 14,
     2010 Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A2, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A1, Confirmed at Ca (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A3, Confirmed at Ca (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A4, Confirmed at Ca (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-A5, Confirmed at Ca (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-AIO1, Confirmed at Ca (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 3-AIO2, Confirmed at Ca (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade


LIGHTPOINT CLO: S&P Raises Ratings on Various Classes of Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1B, B, X, C, and D notes from LightPoint CLO 2004-1 Ltd., a
collateralized loan obligation transaction managed by Neuberger
Berman Inc. At the same time, S&P removed the class A-1B notes
from CreditWatch, where S&P placed them with positive implications
on Nov. 8, 2010.  S&P also affirmed its rating on the class A-1A
and E notes.

The upgrades reflect an improvement in the performance of the
deal's underlying asset portfolio as well as paydowns to the class
A-1A notes since its Dec. 2, 2009 rating action, when S&P affirmed
the rated notes following the application of its September 2009
corporate CDO criteria.  As of the Dec. 31, 2010 trustee report,
the transaction had $0.99 million in defaulted assets.  This was
down from $16.8 million, as reported in the Sept. 30, 2009 trustee
report, which S&P referenced for its December 2009 rating actions.
Since that time, the class A-1A notes have also been paid down by
a total of $117 million, leaving them at the current amount of
19.2% of their original balance.

Subsequently, the transaction has also benefited from an increase
in the overcollateralization available to support the rated notes.
The trustee reported these O/C ratios in the Dec. 31, 2010,
monthly report:

* The class A/B O/C ratio was 134.56%, compared with a reported
  ratio of 103.3% in September 2009;

* The class C O/C ratio was 122.70%, compared with a reported
  ratio of 99.04% in O September 2009;

* The class D O/C ratio was 112.35%, compared with a reported
  ratio of 95.07% in September 2009; and

* The class E O/C ratio was 99.13%, compared with a reported ratio
  of 89.93% in September 2009.

In May 2009, a majority of the controlling class voted LightPoint
CLO 2004-1 Ltd. into an acceleration of maturity, where it remains
today.  S&P's analysis reflects the priority of payments of the
transaction.

The affirmations of the class A-1A and E notes reflect the
availability of credit support at the current rating levels.

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

                    LightPoint CLO 2004-1 Ltd.

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

                         Ratings Affirmed

                    LightPoint CLO 2004-1 Ltd.

                  Class                    Rating
                  -----                    ------
                  A-1A                     AAA (sf)
                  E                        CC (sf)

Transaction Information
-----------------------
Issuer:             LightPoint CLO 2004-1 Ltd.
Coissuer:           LightPoint CLO 2004-1 Corp.
Collateral manager: Neuberger Berman Inc.
Underwriter:        Links Securities LLC
Trustee:            Bank of America N.A.
Transaction type:   Cash flow CLO


LNR CDO: S&P Downgrades Ratings on Nine Classes of Notes
--------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on nine
classes from LNR CDO III Ltd., a commercial real estate
collateralized debt obligation transaction.  At the same time, S&P
affirmed its 'CCC- (sf)' ratings on three classes from the
transaction.

The rating actions reflect S&P's analysis of the transaction
following its downgrades of 35 commercial mortgage-backed
securities certificates that serve as underlying collateral for
LNR CDO III Ltd. The downgraded certificates have a total balance
of $115.9 million (14.9% of the pool balance) and are from 12 CMBS
transactions.

According to the Jan. 25, 2011, trustee report, LNR CDO III Ltd.
is collateralized by 182 CMBS certificates ($770.4 million, 98.8%)
from 49 distinct transactions issued between 1997 and 2004.  The
current assets also included one commercial real estate mezzanine
loan ($9.6 million, 1.2%).  The total asset for LNR CDO III is
$780.1 million, while the reported liability for LNR CDO III is
$919.9 million.

LNR CDO III Ltd. has exposure to these CMBS certificates that
Standard & Poor's has downgraded:

* Wachovia Bank Commercial Mortgage Trust 2004-C10 (classes K
  through O; $22.0 million, 2.8%);

* JP Morgan Chase Commercial Mortgage Securities Corp. 2004-CIBC10
  (classes K through Q; $20.0 million, 2.6%); and

* LB-UBS Commercial Mortgage Trust 2004-C8 (classes L and M; $11.5
  million, 1.5%).

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

                          Ratings Lowered

                          LNR CDO III Ltd.

                                  Rating
                                  ------
           Class            To               From
           -----            --               ----
           A                BB  (sf)         BBB+ (sf)
           B                B  (sf)          BB+ (sf)
           C                CCC+ (sf)        BB- (sf)
           D                CCC (sf)         B+ (sf)
           E-FL             CCC- (sf)        B (sf)
           E-FX             CCC- (sf)        B (sf)
           F-FL             CCC- (sf)        B- (sf)
           F-FX             CCC- (sf         B- (sf)
           G                CCC- (sf)        CCC+ (sf)

                         Ratings Affirmed

                          LNR CDO III Ltd.

                    Class            Rating
                    -----            ------
                    H                CCC- (sf)
                    J                CCC- (sf)
                    K                CCC- (sf)


LONG GROVE: S&P Raises Ratings on Three Classes of Notes
--------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on
the class A, B, and D notes from Long Grove CLO Ltd., a
collateralized loan obligation transaction managed by
Deerfield Capital Management LLC.  At the same time, S&P
removed its rating on the class A notes from CreditWatch,
where S&P placed them with positive implications on Nov. 8,
2010.  S&P also affirmed its 'BBB-' (sf) rating on the class
C notes.

The upgrades reflect an improvement in the credit quality
available to support the notes since S&P's Nov. 17, 2009
rating action, when S&P downgraded some of the notes
following the application of its September 2009 corporate
CDO criteria.  As of the Dec. 15, 2010, trustee report,
the transaction had $7.76 million in defaulted assets.
This is down from $18.44 million noted in the Sept. 15, 2009
trustee report, which S&P referenced for its November 2009
rating actions.

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 Dec. 15, 2010, monthly
report:

* The class A O/C ratio was 132.94%, compared with a reported
  ratio of 117.94% in September 2009;

* The class B O/C ratio was 115.61%, compared with a reported
  ratio of 107.48% in September 2009;

* The class C O/C ratio was 107.05%, compared with a reported
  ratio of 101.84% in September 2009; and

* The class D O/C ratio was 103.07%, compared with a reported
  ratio of 98.58% in September 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

                        Long Grove CLO Ltd.

                           Rating
                           ------
             Class     To          From
             -----     --          ----
             A         AAA (sf)    AA+ (sf)/Watch Pos
             B         A+ (sf)     A (sf)
             D         B+ (sf)     CCC+ (sf)

                         Ratings Affirmed

                        Long Grove CLO Ltd.

                        Class     Rating
                        -----     ------
                        C         BBB- (sf)


MADISON PARK: S&P Raises Rating on Class E Notes to 'BB+ (sf)'
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-VF, A-T, B, C, D, and E notes from Madison Park Funding I Ltd.,
a collateralized loan obligation transaction managed by CSFB
Alternative Capital Inc. At the same time, S&P removed the ratings
on the A-VF, A-T, and B notes from CreditWatch, where S&P placed
them with positive implications on Nov. 8, 2010.

The upgrades reflect an improvement in the credit quality
available to support the notes since S&P's March 30, 2010,
rating action, when S&P downgraded all of the notes, following
the application of its September 2009 corporate CDO criteria.
As of the Jan. 12, 2011 trustee report, the transaction had about
$13 million in defaulted assets.  This was down from $41 million
noted in the Feb. 3, 2010 trustee report, which S&P referenced for
its March 2010 rating actions.

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 Jan. 12, 2011 monthly
report:

* The class B O/C ratio was 127.14%, compared with a reported
  ratio of 120.81% in February 2010;

* The class C O/C ratio was 119.09%, compared with a reported
  ratio of 113.16% in February 2010;

* The class D O/C ratio was 114.27%, compared with a reported
  ratio of 108.58% in February 2010; and

* The class E O/C ratio was 110.41%, compared with a reported
  ratio of 104.91% in February 2010.

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

                  Rating And Creditwatch Actions

                    Madison Park Funding I Ltd.

                           Rating
                           ------
             Class     To          From
             -----     --          ----
             A-VF      AA+ (sf)    AA (sf)/Watch Pos
             A-T       AA+ (sf)    AA (sf)/Watch Pos
             B         AA (sf)     A+ (sf)/Watch Pos
             C         A (sf)      BBB (sf)
             D         BBB (sf)    BB (sf)
             E         BB+ (sf)    CCC+ (sf)


MADISON PARK: S&P Raises Ratings on Various Classes of Notes
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1, A-2a, A-2b, A-3, B-1, B-2, C-1, C-2, and D notes from Madison
Park Funding II Ltd., a collateralized loan obligation transaction
managed by CSFB Alternative Capital Inc.  At the same time, S&P
removed its ratings on the class A-1, A-2a, A-2b, and A-3 notes
from CreditWatch, where S&P placed them with positive implications
on Nov. 8, 2010.

The upgrades reflect improved performance S&P has observed in the
deal's underlying asset portfolio since its Nov. 9, 2009 rating
actions, when S&P downgraded most of the rated notes following the
application of its September 2009 corporate CDO criteria.

Since the last downgrades in November 2009, the tranches have
experienced an increase in credit support as reflected in the
increase in overcollateralization available to support the rated
notes.  The improved O/C ratios were partly due to the lower level
of defaults and a decline in the haircut, or reduction, the
trustee applies to calculate the O/C ratios.

As of the December 2010 trustee report, the transaction had
$11.79 million of defaulted assets.  This is compared with
$66.63 million as of the September 2009 monthly report, which
S&P used for the November 2009 rating actions.

When calculating the OC ratios, the trustee haircuts -- i.e.
reduces -- a portion of the performing collateral balance based on
two levels: (a) if exposure to 'CCC' rated assets is beyond the
specified limit, and (b) if any collateral was purchased at a
discount beyond the level specified in the transaction documents.
The total haircut applied in the December 2010 report was 0.64%,
compared with 3.40% in September 2009.

As a result, the trustee reported higher O/C ratios in the
December 2010 monthly report:

* The class A O/C ratio was 123.89%, compared with a reported
  ratio of 118.14% in September 2009;

* The class B O/C ratio was 115.05%, compared with a reported
  ratio of 109.70% in September 2009;

* The class C O/C ratio was 110.32%, compared with a reported
  ratio of 105.20% in September 2009; and

* The class D O/C ratio was 107.02%, compared with a reported
  ratio of 102.05% in September 2009

In addition to the increase in O/C levels, the transaction's
asset quality has improved since the last downgrades.  The
trustee reported $46.718 million in 'CCC' rated assets (5.787%
of performing collateral) in the December 2010 report, vs.
$73.37 million (9.562%) as per the September 2009 trustee report.

The transaction is currently passing its reinvestment test
(measured until the end of the reinvestment period in March 2013).
When this test fails up to 60% of the available interest is
diverted toward reinvestment.  The transaction was failing this
test in September 2009.

The above factors increased the credit support to the rated
trances resulting in upgrades.  The class A-1 and A-2 notes are
pari passu, but as per the payment sequence specified in the
transaction documents, class A-2a has a chance of being fully
repaid ahead of class A-1, which is why its rating on class A-2a
is higher than its ratings on classes A-1 and A-2a.

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

                   Madison Park Funding II Ltd.

                          Rating
                          ------
           Class     To             From
           -----     --             ----
           A-1       AA+ (sf)       A+ (sf)/Watch Pos
           A-2a      AAA (sf)       AA+ (sf)/Watch Pos
           A-2b      AA+ (sf)       A+ (sf)/Watch Pos
           A-3       AA (sf)        A- (sf)/Watch Pos
           B-1       A (sf)         BB+ (sf)
           B-2       A (sf)         BB+ (sf)
           C-1       BBB- (sf)      B+ (sf)
           C-2       BBB- (sf)      B+ (sf)
           D         BB- (sf)       CCC+ (sf)

Transaction Information
-----------------------
Issuer:               Madison Park Funding II Ltd.
Collateral manager:   CSFB Alternative Capital Inc.
Underwriter:          Citigroup Global Markets Inc.
Trustee:              The Bank of New York Mellon
Transaction type:     Cash flow CLO


MAGNETITE V: S&P Raises Ratings on Various Classes of Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on
the class A, B, C, and D notes from Magnetite V CLO Ltd., a
collateralized loan obligation transaction managed by BlackRock
Financial Management Inc. At the same time, S&P removed its
ratings on the class A and B notes from CreditWatch, where S&P
placed them with positive implications on Nov. 8, 2010.

The upgrades reflect further improvement in the credit
quality of the transaction's underlying collateral as well as
$24.56 million in paydowns to the balance of the class A notes
since S&P upgraded all the rated notes on May 3, 2010.  As of the
Dec. 31, 2010 trustee report, the transaction had $16.03 million
(7.7%) in defaulted and 'CCC' rated assets.  This is down from
$29.84 million (12.32%) noted in the April 1, 2010 trustee report,
which S&P referenced for S&P's May 2010 rating action.  Also, to
date, the transaction has paid down the class A notes to
approximately 56.45% of its original outstanding balance.

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 Dec. 31, 2010 monthly
report:

* The class A O/C ratio was 139.74%, compared with a reported
  ratio of 125.63% in April 2010;

* The class B O/C ratio was 123.53%, compared with a reported
  ratio of 115.16% in April 2010;

* The class C O/C ratio was 111.27%, compared with a reported
  ratio of 106.70% in April 2010; and

* The class D O/C ratio was 105.59%, compared with a reported
  ratio of 102.36% in April 2010.

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

                  Rating And Creditwatch Actions

                       Magnetite V CLO Ltd.

                           Rating
                           ------
             Class     To          From
             -----     --          ----
             A         AAA (sf)    AA+ (sf)/Watch Pos
             B         AA (sf)     A- (sf)/Watch Pos
             C         BBB- (sf)   B+ (sf)
             D         B+ (sf)     CCC+ (sf)


MANSFIELD TRUST: Moody's Takes Rating Actions on Two Classes
------------------------------------------------------------
Moody's Investors Service upgraded the rating of one class and
affirmed one class of Mansfield Trust, Commercial Mortgage Pass-
Through Certificates, Series 2001-1:

  -- Cl. F Certificate, Upgraded to Aaa (sf); previously on
     July 23, 2001 Assigned B2 (sf)

  -- Cl. X Certificate, Affirmed at Aaa (sf); previously on
     July 23, 2001 Definitive Rating Assigned Aaa (sf)

                        Ratings Rationale

The upgrade is due to increased credit subordination due to loan
payoffs and amortization and overall improved pool performance.

The affirmation of the IO class is due to its priority position in
the interest payment waterfall.

Moody's rating action reflects a cumulative base expected loss of
2.9% of the current balance.  At last review, Moody's cumulative
base expected loss was 1.7%.  Moody's stressed scenario loss is
10.8% 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
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 3 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 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 January 18, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by approximately 97%
to $7.6 million from $265.2 million at securitization.  The
Certificates are collateralized by three loans ranging in size
from 18% to 50% of the pool.  All three loans mature within the
next six months.

No loans are on the master servicer's watchlist.  There have been
no realized losses since securitization and there are currently no
delinquent or specially serviced loans.

Moody's was provided with full year 2009 operating statements for
100% of the pool.  Moody's LTV ratio is 54% compared to 60% at
Moody's prior review.  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 10.3%.

Moody's actual and stressed DSCRs are 1.40X and 2.08X,
respectively, compared to 1.25X 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.

The largest loan in the pool is the 11 Kenview Drive Loan
($3.8 million -- 49.8% of the pool), which is secured by a 140,000
square foot single tenant industrial complex located in the
Greater Toronto area.  The property was 100% leased as of December
2009, the same as the last review.  The loan matures in May 2011.
Moody's LTV and stressed DSCR are 61% and 1.83X, respectively,
compared to 91% and 1.22X at last review.

The second largest loan is the 2050 Drew Road Loan ($2.5 million -
- 32.5% of the pool), which is secured by a 100,000 square foot
single tenant industrial complex located in the greater Toronto
area.  The property was 100% leased as of April 2010, the same as
the last review.  The loan matures in April 2011.  Moody's LTV and
stressed DSCR are 51% and 2.19X, respectively, compared to 58% and
1.92X at Moody's last review.

The third largest loan is the 13272-12296 Comber Way Loan
($1.4 million -- 17.8% of the pool), which is secured by a 55,000
square foot single tenant industrial complex located in the
Greater Vancouver area.  The property was 100% leased as of
December 2009, the same as the last review.  Sun Life Assurance
Company of Canada negotiated a renewal of the loan and purchased
the loan from the pool at its February 1, 2011 maturity.  The
payoff of this loan will be reflected in the February remittance
statement.


MARLBOROUGH STREET: Moody's Upgrades Ratings on Four Classes
------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Marlborough Street CLO, Ltd.:

  -- US$13,000,000 Class B Senior Secured Floating Rate Notes due
     2019, Upgraded to A3 (sf); previously on Aug. 24, 2009
     Downgraded to Baa1 (sf);

  -- US$15,000,000 Class C Secured Deferrable Floating Rate Notes
     due 2019, Upgraded to Baa3 (sf); previously on Aug. 24, 2009
     Confirmed at Ba1 (sf);

  -- US$15,000,000 Class D Secured Deferrable Floating Rate Notes
     due 2019, Upgraded to Ba3 (sf); previously on Aug. 24, 2009
     Downgraded to B2 (sf);

  -- US$9,000,000 Class E Secured Deferrable Floating Rate Notes
     due 2019, Upgraded to Caa3 (sf); previously on Nov. 23, 2010
     Ca (sf) 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 transaction's
overcollateralization ratios since the rating action in August
2009.

Improvement in the credit quality is observed through an
improvement in the average credit rating (as measured by the
weighted average rating factor) and a decrease in the proportion
of securities from issuers rated Caa1 and below.  In particular,
as of the latest trustee report dated January 5, 2011, the
weighted average rating factor is currently 2723 compared to
3008 in the August 2009 report, and securities rated Caa1/CCC+ or
lower make up approximately 7.0% of the underlying portfolio
versus 16.2% in August 2009.  Additionally, defaulted securities
total about $3.8 million of the underlying portfolio compared to
$14.9 million in August 2009.

The overcollateralization ratios of the rated notes have also
improved since the rating action in August 2009.  The Class A/B,
Class C, Class D and Class E overcollateralization ratios are
reported at 120.68%, 113.57%, 107.25% and 103.79%, respectively,
versus August 2009 levels of 115.75%, 109.00%, 102.99% and 99.62%,
respectively, and all related overcollateralization tests are
currently in compliance.  Moody's also notes that the Class E
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 balance of $284 million, defaulted par of $8.3 million, a
weighted average default probability of 25.64% (implying a WARF of
3586), a weighted average recovery rate upon default of 43.7%, 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.

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

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

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

In addition to the base case analysis described above, Moody's
also performed sensitivity analyses to test the impact on all
rated notes of various default probabilities.  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% (2869)

  -- Class A-1: +2
  -- Class A-2A: +1
  -- Class A-2B: +3
  -- Class B: +3
  -- Class C: +3
  -- Class D: +2
  -- Class E: +4

Moody's Adjusted WARF +20% (4303)

  -- Class A-1: -2
  -- Class A-2A: -1
  -- Class A-2B: -2
  -- Class B: -2
  -- Class C: -1
  -- Class D: -3
  -- 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 manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

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

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

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


MCG COMMERCIAL: S&P Raises Ratings on Various Classes of Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1, A-2, A-3, and B notes from MCG Commercial Loan Trust 2006-1,
a collateralized loan obligation transaction managed by MCG
Capital Corp. At the same time, S&P affirmed its ratings on the
class C and D notes and removed the rating on the class D notes
from CreditWatch with negative implications.

The upgrades reflect the improved performance S&P has observed in
the deal since S&P's last rating action in March 2010.  The
affirmations reflect the availability of sufficient credit support
at the current rating levels.

The transaction has used principal proceeds from early
amortization and interest proceeds that have been diverted by the
failure of the interest diversion test to improve the credit
quality of its portfolio through reinvestments.  Also, according
to the Dec. 25, 2010, trustee report, the transaction held
$146.1 million in assets rated 'CCC', down from $184.8 million in
assets rated 'CCC' as of the Feb. 25, 2010 trustee report.

Standard & Poor's will continue to review whether, in S&P's 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

                 MCG Commercial Loan Trust 2006-1

                                Rating
                                ------
        Class               To           From
        -----               --           ----
        A-1                 AA- (sf)     A- (sf)
        A-2                 AA- (sf)     A- (sf)
        A-3                 AA- (sf)     A- (sf)
        B                   A+ (sf)      A- (sf)
        D                   BB (sf)      BB (sf)/Watch Neg

                          Rating Affirmed

                 MCG Commercial Loan Trust 2006-1

                 Class                  Rating
                 -----                  ------
                 C                      BBB+ (sf)


MERRILL LYNCH: DBRS Confirms 'CCC' Rating on Class E Certificates
----------------------------------------------------------------
DBRS has confirmed the ratings of 16 classes and downgraded the
ratings of six other classes of Merrill Lynch Mortgage Trust
Commercial Mortgage Pass-Through Certificates, Series 2005-CIP1
as:

  -- Class A-2 at AAA
  -- Class A-3A at AAA
  -- Class A-3B at AAA
  -- Class A-SB at AAA
  -- Class A-4 at AAA
  -- Class XC at AAA
  -- Class XP at AAA

Those classes maintain a Stable trend.

  -- Class E at CCC
  -- Class F at CCC
  -- Class H at C
  -- Class J at C
  -- Class K at C
  -- Class L at C
  -- Class M at C
  -- Class N at C
  -- Class P at C

DBRS notes that classes E through P have Interest in Arrears.
Classes E and F has been placed on Negative trend and Class H
through P remain with a Negative trend.

In addition, DBRS has downgraded six classes of this transaction
as:

  -- Class A-M from AAA to AA
  -- Class A-J from BBB (high) to BBB
  -- Class B from BBB (low) to BB (high)
  -- Class C from BB to BB (low)
  -- Class D from B to B (low)
  -- Class G from CCC to C

Classes A-M, A-J, B, C and D all have a Stable trend while Class G
has a Negative trend. DBRS also notes that Class G is Interest in
Arrears.

The previous DBRS ratings action for this transaction occurred in
October 2010 and in addition to downgrading 12 Classes at that
time, Classes A-M, A-J, B, C and D were placed Under Review with
Negative Implications.

Since the last review, the performance of the pool has further
deteriorated, leading to the downgrades of the above noted classes
that were Under Review.

In addition to the Holiday Inn Mission Bay Sea World loan
(Prospectus ID#13), which was resolved in an REO sale, which
caused a realized loss to the trust of $19.6 million, two smaller
loans have liquidated since the last DBRS ratings action, for a
combined realized loss to the trust of $3.9 million.  As of the
January 2011 remittance report, the cumulative realized loss to
the trust totals $23.5 million.

Ten loans, representing 14.8% of the current pool balance, are
delinquent. Three loans have transferred to the special servicer
since the last DBRS ratings action.

The Highwoods Portfolio57 loan (Prospectus ID#2, 8.87% of the
pool) has a current balance of $160 million and is collateralized
by 31 suburban office properties located in Tampa and Charlotte,
North Carolina.  The properties are one- to five-story buildings,
ranging in size from 15,000 sf to 133,359 sf, that were built
between 1972 and 2000.  The current loan per square foot is
approximately $80 and the debt yield, based on the YE2009 net cash
flow (NCF) is approximately 5.4%.  The loan initially transferred
to the special servicer because it was unable to refinance at its
August 2010 maturity date.  Since that time, the property has
suffered occupancy issues and foreclosure proceedings have
commenced.  The property has not yet received an updated
appraisal, but based on the YE2009 NCF, losses associated with
this loan could be in excess of 60% of the original loan balance.

The University Village loan (Prospectus ID#12, 1.71% of the pool)
is collateralized by a retail property that is located in
Riverside, California, and situated one block east from the
University of California, Riverside.  DBRS considers the loan per
square foot of $193 to be high for the local market and YE2009
financials are not available.  This loan initially transferred to
the special servicer in January 2009 because the borrower
requested a loan modification.  Since the transfer, the property
has continued to suffer from occupancy issues, and the appraised
value was reduced from $41 million at issuance to $20 million, as
of the July 2009 appraisal.  Given this dated appraisal, DBRS has
estimated losses for this loan by deflating the most recent
appraisal, and estimating a loss severity in excess of 40%.

The 2801 Network Blvd. loan (Prospectus ID#20, 1.2% of the pool)
is collateralized by a Class A office property located in Frisco,
Texas, that was built in 2001.  The current loan per square foot
is approximately $115 and based on the depressed 2009 NCF, the
debt yield is approximately 2.6%.  The cash flow has declined
substantially since issuance due to low occupancy at the property,
which has been an issue since May 2008 when a tenant representing
45% of the NRA vacated.  The loan transferred to the special
servicer in January 2010 due to imminent default and the property
received an updated appraisal of $24 million in February 2010.
Although the updated appraisal does not suggest a substantial
loss, DBRS estimates a more significant loss to the trust is
likely, based on the cash flow decline and continued poor
performance of the asset.

The further deterioration of the pool, specifically with respect
to the mentioned loans has led to these downgrades.


MERRILL LYNCH: Moody's Affirms Ratings on 15 Classes of Certs.
--------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 15 classes of
Merrill Lynch Financial Assets Inc., Commercial Mortgage Pass-
Through Certificates, Series 2006-Canada 18:

  -- Cl. A-2, Affirmed at Aaa (sf); previously on March 13, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3, Affirmed at Aaa (sf); previously on March 13, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. XP-1, Affirmed at Aaa (sf); previously on March 13, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. XP-2, Affirmed at Aaa (sf); previously on March 13, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. XC, Affirmed at Aaa (sf); previously on March 13, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. B, Affirmed at Aa2 (sf); previously on March 13, 2006
     Definitive Rating Assigned Aa2 (sf)

  -- Cl. C, Affirmed at A2 (sf); previously on March 13, 2006
     Definitive Rating Assigned A2 (sf)

  -- Cl. D, Affirmed at Baa2 (sf); previously on March 13, 2006
     Definitive Rating Assigned Baa2 (sf)

  -- Cl. E, Affirmed at Baa3 (sf); previously on March 13, 2006
     Definitive Rating Assigned Baa3 (sf)

  -- Cl. F, Affirmed at Ba1 (sf); previously on March 13, 2006
     Definitive Rating Assigned Ba1 (sf)

  -- Cl. G, Affirmed at Ba2 (sf); previously on March 13, 2006
     Definitive Rating Assigned Ba2 (sf)

  -- Cl. H, Affirmed at Ba3 (sf); previously on March 13, 2006
     Definitive Rating Assigned Ba3 (sf)

  -- Cl. J, Affirmed at B1 (sf); previously on March 13, 2006
     Definitive Rating Assigned B1 (sf)

  -- Cl. K, Affirmed at B2 (sf); previously on March 13, 2006
     Definitive Rating Assigned B2 (sf)

  -- Cl. L, Affirmed at B3 (sf); previously on March 13, 2006
     Definitive Rating Assigned B3 (sf)

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
2.0% of the current pooled balance.  Moody's cumulative base
expected loss was 2.2% at last review.  Moody's stressed scenario
loss is 10.2% of the current pooled 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
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 26 compared to 29 at Moody's prior full 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 January 6, 2010.

                         Deal Performance

As of the January 12, 2011 distribution date, the transaction's
aggregate certificate balance decreased by 23% to $456.5 million
from $590.2 million at securitization.  The Certificates are
collateralized by 68 mortgage loans ranging in size from less than
1% to 10.7% of the pool, with the top ten loans representing 50%
of the pool.  No loans have credit estimates.  One loan,
representing 2% of the pool, has defeased and is collateralized by
Canadian Government securities.

Thirteen loans, representing 21% 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 losses since securitization.
There is currently one loan in special servicing.  The loan, the
Residence Alice and Roger Loan ($5.1 million -- 1.1% of the pool),
was transferred to special servicing in October 2010 due to
payment default.  The loan is no longer in arrears and is awaiting
servicer approval to be transferred back to the master servicer.
Moody's is not currently estimating a loss for the loan.

Moody's has assumed a high default probability for three poorly
performing loans representing 2% of the pool and has estimated a
$1.2 million loss (based on a 50% probability of default and a 30%
loss given default on average) from these troubled loans.

Moody's was provided with full year 2009 operating results for 62%
of the pool.  Excluding troubled loans, Moody's weighted average
LTV is 86% compared to 90% at last full review.  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 9.2%.

Excluding troubled loans, Moody's actual and stressed DSCRs are
1.45X and 1.23X, respectively, as compared to 1.39X and 1.13X 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 25% of the pool
balance.  The largest conduit loan is the TransGlobe Pooled Senior
Loan ($48.9 million -- 10.7%), which represents at 45% pari passu
interest in a $108.7 million A note.  The loan is secured by 25
multifamily properties located in Ontario and Nova Scotia.  In
September 2009, the loan was transferred to special servicing
after the borrower obtained unauthorized subordinate financing.
Prior to transferring back to the master servicer in May 2010, the
subordinate financing was paid off and a partial prepayment of
$7.4 million was made on the portion of the loan contained in the
pool.  The loan is on the servicer's watchlist due to a low DSCR.
Moody's LTV and stressed DSCR are 110% and 0.84X, respectively,
compared to 99% and 0.93X at last review.

The second largest conduit loan is the Anchored Retail Portfolio
Loan ($39.0 million -- 8.5%), which is secured by 14 retail
properties ranging in size from 6,054 SF to 58,343 square feet.
Thirteen of the properties are located in Quebec and one is
located in Ontario.  The largest tenant is Jean Coutu (34% of the
net rentable area), a Canadian pharmacy chain, with leases not
expiring until 2020.  Performance has been stable since last
review.  Moody's LTV and stressed DSCR are 91% and 1.07X,
respectively, compared to 96% and 1.01X at last review.

The third largest conduit loan is the Halifax Marriott Loan
($26.8 million -- 5.9%), which is secured by a six-story full
service hotel located on Halifax's waterfront at the northern edge
of the central business district.  The property is connected to
Halifax Casino via a pedestrian walkway.  Performance has declined
since last review, however, Moody's last review reflected a
stressed cash flow due to Moody's concerns about the hotel
industry.  Current performance is above Moody's previous
expectations.  Moody's LTV and stressed DSCR are 63% and 1.80X,
respectively, compared to 87% and 1.24X at last review.


MERRILL LYNCH: Moody's Affirms Ratings on 15 Certificates
---------------------------------------------------------
Moody's Investors Service affirmed 15 classes of Merrill Lynch
Financial Assets Inc., Commercial Mortgage Pass-Through
Certificates, Series 2007-Canada 21:

  -- Cl. A-1, Affirmed at Aaa (sf); previously on Jan. 30, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-2, Affirmed at Aaa (sf); previously on Jan. 30, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. XP-1, Affirmed at Aaa (sf); previously on Jan. 30, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. XP-2, Affirmed at Aaa (sf); previously on Jan. 30, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. XC, Affirmed at Aaa (sf); previously on Jan. 30, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. B, Affirmed at Aa2 (sf); previously on Jan. 30, 2007
     Definitive Rating Assigned Aa2 (sf)

  -- Cl. C, Affirmed at A2 (sf); previously on Jan. 30, 2007
     Definitive Rating Assigned A2 (sf)

  -- Cl. D, Affirmed at Baa2 (sf); previously on Jan. 30, 2007
     Definitive Rating Assigned Baa2 (sf)

  -- Cl. E, Affirmed at Baa3 (sf); previously on Jan. 30, 2007
     Definitive Rating Assigned Baa3 (sf)

  -- Cl. F, Affirmed at Ba1 (sf); previously on Jan. 30, 2007
     Definitive Rating Assigned Ba1 (sf)

  -- Cl. G, Affirmed at Ba2 (sf); previously on Jan. 30, 2007
     Definitive Rating Assigned Ba2 (sf)

  -- Cl. H, Affirmed at Ba3 (sf); previously on Jan. 30, 2007
     Definitive Rating Assigned Ba3 (sf)

  -- Cl. J, Affirmed at B1 (sf); previously on Jan. 30, 2007
     Definitive Rating Assigned B1 (sf)

  -- Cl. K, Affirmed at B3 (sf); previously on Aug. 20, 2009
     Downgraded to B3 (sf)

  -- Cl. L, Affirmed at Caa1 (sf); previously on Aug. 20, 2009
     Downgraded to Caa1 (sf)

                        Ratings Rationale

The affirmations are due to key parameters, including Moody's LTV
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
3.0% of the current balance, the same as at last review.  Moody's
stressed scenario loss is 9.0% 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
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 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 20 compared to 23 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 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 January 12, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 8% to
$355.4 million from $385.2 million at securitization.  The
Certificates are collateralized by 40 mortgage loans ranging in
size from less than 1% to 11% of the pool, with the top ten loans
representing 53% of the pool.

Ten loans, representing 26% of the pool, are on the master
servicer's watchlist.  At last review the watchlist contained 5
loans representing 15% of the pool.  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.

There are no realized losses to date.  Currently there are no
specially serviced or delinquent loans.

Moody's has assumed a high default probability for two poorly
performing loans representing 8.4% of the pool and has estimated
an aggregate $5.9 million loss (15% expected loss based on a 50%
probability default) from these troubled loans.

Moody's was provided with full year 2009 operating results for 73%
of the pool.  Excluding troubled loans, Moody's weighted average
LTV is 88% compared to 98% 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 9.4%.

Excluding troubled loans, Moody's actual and stressed DSCRs are
1.50X and 1.21X, respectively, compared to 1.37X and 1.07X 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 24% of the pool
balance.  The largest loan is the GTA Industrial Portfolio Loan
($40.2 million -- 11.3% of the pool) which is secured by eight
industrial properties located in the greater Toronto area.  The
combined occupancy was 99% as of December 2009 compared to 98% at
last review.  Performance has improved due to increased rental
revenues.  Moody's LTV and stressed DSCR are 82% and 1.23X,
respectively, compared to 98% and 1.02X at last review.

The second largest loan is the McFarlane Tower Loan ($24.6 million
-- 7% of the pool), which is secured by an 18 story, 236,000
square foot office building located in the downtown west submarket
of Calgary Alberta.  The portfolio was 93% leased as of October
2010, which is in line with last review.  Performance has been
improved since last review due to increased rental revenues.
Moody's LTV and stressed DSCR are 83% and 1.27X, respectively,
compared to 98% and 1.08X at last review.

The third largest loan is the 550-11th Avenue Office Building Loan
($19.2 million -- 5.4% of the pool), which is secured by an 11
story, 97,000 square foot office property located in the financial
core of downtown Calgary, Alberta.  The loan is on the watch list
due to low occupancy levels of 60%-70% in 2009, however
performance has recently improved and occupancy has risen to 85%,
compared to 94% at securitization.  Moody's has incorporated the
recent increased ccupancy in its analysis.  Moody's LTV and
stressed DSCR are 137% and 0.75X, respectively, compared to 113%
and 0.91X at last review.


MERRILL LYNCH: Moody's Affirms Ratings on Eight 2005-MKB2 Certs.
----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of eight classes
and downgraded the ratings of five classes of Merrill Lynch
Mortgage Trust, Commercial Mortgage Pass-Through Certificates,
Series 2005-MKB2:

  -- Cl. B, Affirmed at Aa3 (sf); previously on Feb. 17, 2010
     Downgraded to Aa3 (sf)

  -- Cl. C, Affirmed at A1 (sf); previously on Feb. 17, 2010
     Downgraded to A1 (sf)

  -- Cl. D, Affirmed at Baa1 (sf); previously on Feb. 17, 2010
     Downgraded to Baa1 (sf)

  -- Cl. E, Affirmed at Baa2 (sf); previously on Feb. 17, 2010
     Downgraded to Baa2 (sf)

  -- Cl. F, Downgraded to Ba3 (sf); previously on Feb. 17, 2010
     Downgraded to Ba1 (sf)

  -- Cl. G, Downgraded to B3 (sf); previously on Feb. 17, 2010
     Downgraded to Ba3 (sf)

  -- Cl. H, Downgraded to Caa3 (sf); previously on Feb. 17, 2010
     Downgraded to B3 (sf)

  -- Cl. J, Downgraded to C (sf); previously on Feb. 17, 2010
     Downgraded to Caa3 (sf)

  -- Cl. K, Downgraded to C (sf); previously on Feb. 17, 2010
     Downgraded to Ca (sf)

  -- Cl. L, Affirmed at C (sf); previously on Feb. 17, 2010
     Downgraded to C (sf)

  -- Cl. M, Affirmed at C (sf); previously on Feb. 17, 2010
     Downgraded to C (sf)

  -- Cl. N, Affirmed at C (sf); previously on Feb. 17, 2010
     Downgraded to C (sf)

  -- Cl. P, Affirmed at C (sf); previously on Feb. 17, 2010
     Downgraded to C (sf)

                        Ratings Rationale

The downgrades to classes F through K are due to higher expected
losses for the pool resulting from interest shortfalls and
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 did not address the ratings of Classes A-2,
A-3, A-SB, A-4, A-1A, A-J, XC and XP, which are all currently
rated Aaa, on review for possible downgrade.  These classes were
placed on review on January 19, 2011.  KeyCorp Real Estate Capital
Markets, Inc. is the master servicer on this transaction and
deposits collection, escrow and other accounts in KeyBank,
National Association.  Keybank no longer meets Moody's rating
criteria for an eligible depository account institution for Aaa
and Aa1 rated securities.  Moody's is reviewing arrangements that
KeyBank has proposed, and that it may propose, to mitigate the
incremental risk indicated by the lower rating of the depository
account institution, so as possibly to allow the classes on review
to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of
7.1% of the current balance.  At last review, Moody's cumulative
base loss was 6.0%.  Moody's stressed scenario loss is 10.6% 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
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 23 compared to 28 at last 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 February 17, 2010.

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 January 12, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 23% to $876 million
from $1.1 billion at securitization.  The Certificates are
collateralized by 73 mortgage loans ranging in size from less than
1% to 7% of the pool, with the top ten loans representing 42% of
the pool.  Six loans, representing 21% of the pool, have defeased
and are collateralized by U.S. Government securities.  There are
no loans in the pool with an investment grade credit estimate.

Fourteen loans, representing 10% 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.

Two loans have been liquidated from the pool since securitization,
resulting in an aggregate $7.3 million loss (60% loss severity
overall).  The pool had experienced no losses at last review.
Seven loans, or 21% of the pool, are currently in special
servicing.  The largest specially serviced loan is the DeSoto
Square Mall Loan ($63.0 million -- 7.2% of the pool) which is
secured by a 493,000 square foot enclosed regional shopping mall
located in Bradenton, Florida.  The loan was recently transferred
to special servicing due to imminent default.  The mall's owner,
Simon Property Group, has offered to turn the property over to the
lender.  The second largest specially serviced loan is the Lodgian
Portfolio 3 Loan ($44.1 million -- 5.0% of the pool) which is
secured by four limited service and two full service hotels
located in five states (TX, NH, MD, KY and AK) with a total 1,039
rooms.  The portfolio flags include Holiday Inn, Courtyard by
Marriott, Marriott Fairfield Inn and Crowne Plaza.  The loan was
transferred to special servicing in July 2009 due to a maturity
default and has operated under a receiver since February 2010.
Performance has improved and four hotels are presently being
marketed for sale.

The remaining 12 specially serviced loans are secured by a mix of
property types.  The master servicer has recognized an aggregate
$14.9 million appraisal reduction from four specially serviced
loans.  Moody's has estimated an aggregate $47.2 million loss (26%
expected loss on average) for all of the specially serviced loans.

Moody's has assumed a high default probability for seven of the
fourteen watchlisted loans representing 6% of the pool and has
estimated a $10.2 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 96% and 75%, respectively, of the pool's
non-defeased loans.  Excluding specially serviced and troubled
loans, Moody's weighted average LTV is 86% compared to 93% 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 9.06%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.52X and 1.18X, respectively, compared to
1.48X 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 top three performing conduit loans represent 16% of the pool
balance.  The largest conduit loan is the Emerald Point Apartments
Loan ($49.1 million -- 5.6% of the pool) which is secured by an
863-unit Class B garden style apartment complex located in
Virginia Beach, Virginia.  As of June 2010, the property was 95%
leased versus 96% at last review.  Financial performance has
improved since last review.  Moody's LTV and stressed DSCR are 76%
and 1.25X, respectively, compared to 92% and 1.02X at last review.

The second largest loan is the Sun Communities -- Indian Creek
Loan ($48.5 million -- 5.5% of the pool), which is secured by a
1,532 unit manufactured housing community located in Fort Myers
Beach, Florida.  Financial performance has has improved since last
review due to higher revenues while occupancy remains at 92%, the
same as last review.  The loan has amortized 2% since last review.
Moody's LTV and stressed DSCR are 73% and 1.22X, respectively,
compared to 86% and 1.07X at last review.

The third largest loan is the 400 Industrial Avenue Loan
($44.2 million -- 5.0% of the pool), which is secured by a
986,565 SF industrial building located in Cheshire, Connecticut.
The property is 100% leased to Bozzuto through January 2030.
Financial performance at this property has remained consistent due
to the long-term lease to Bozzuto.  This loan has amortized 2%
since last review.  Moody's LTV and stressed DSCR are 78% and
1.24X, respectively, compared to 84% and 1.16X at last review.


MESA TRUST: Fitch Withdraws Ratings on Two Classes of Notes
-----------------------------------------------------------
Fitch Ratings has withdrawn the ratings on two classes of MESA
Trust 2001-2.

On Nov. 16, 2010, Fitch placed 1,810 classes from various
transactions on Rating Watch Negative due to Fitch's concern of
increased volatility in small pools.  Class M, rated by Fitch, in
MESA Trust 2001-2 was placed on Rating Watch Negative at this
time.

As of February 2011, MESA Trust 2001-2 has 23 loans remaining in
the transaction.  Based on Fitch's small loan criteria,
'Considering Small Loan Count Tail Risk in U.S. RMBS' (Nov. 16,
2010), Fitch is withdrawing the ratings on Class M and Class B due
to the small number of loans remaining.

Fitch has withdrawn these ratings:

  -- Class M (CUSIP: 590661AE4) 'CCsf/RR2' removed from Rating
     Watch Negative and withdrawn;

  -- Class B (CUSIP: 590661AF1) 'Dsf/RR5' withdrawn.


ML-CFC COMMERCIAL: Fitch Downgrades Ratings on 16 2007-9 Notes
--------------------------------------------------------------
Fitch Ratings has downgraded and removed from Rating Watch
Negative 16 classes of ML-CFC Commercial Mortgage Trust, series
2007-9 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 modeled losses across
the pool.  Fitch modeled losses of 13% of the remaining pool;
expected losses of the original pool are at 13.6%.  Fitch expects
losses associated with the specially serviced loans to deplete
classes J through T and a portion of class H.  As of January 2011,
cumulative interest shortfalls totaling $9.3 million are affecting
classes G through T.

As of the January 2011 distribution date, the pool's aggregate
principal balance has been reduced by 3.72% to $2.71 billion from
$2.81 billion at issuance.

Fitch has identified 61 loans (52.1%) as Fitch Loans of Concern,
which includes 18 specially serviced loans (33.4%).  Of the 18
loans in special servicing, one loan (0.1%) is real-estate owned
(REO), six loans (6.5%) are in foreclosure, five loans (1.2%) are
90 days delinquent, two loans (3.2%) are 60 days delinquent, one
loan (1.8%) is 30 days delinquent, and three loans (20.6%) are
current.  When Fitch placed the transaction on Rating Watch
Negative in September 2010, 10.7% of the portfolio was in special
servicing.

The largest contributors to modeled losses are three (27.1%) of
the top 15 loans in the transaction, two (23.3%) of which are
currently specially serviced.

The largest contributor to modeled losses is the DLJ West Coast
Portfolio loan, which is secured by six cross-collateralized and
cross-defaulted hotel properties totaling 1,159 rooms located in
California and Oregon.  The hotels operate under the Residence
Inn, Hawthorne Suites, Courtyard Marriot, and Hilton Garden Inn
brands.  The loan was transferred to special servicing in May 2009
due to imminent default.  The properties are now in foreclosure.
One hotel in the portfolio is under receivership, while the other
five hotels are experiencing a delay in the receivership process
due to ongoing discounted payoff negotiations.  The most recent
servicer-reported year-to-date annualized debt-service coverage
ratio as of Sept. 30, 2010, was 0.99 times, down significantly
from 1.31x at issuance.  YTD September 2010 occupancy and RevPAR
were 67.9% and $65, respectively, down significantly from 75.9%
and $75.87, respectively, at issuance.

The second largest contributor to modeled losses is the Farallon
Portfolio loan, which is secured by 274 mobile home communities
totaling 57,179 home sites located across 23 states.  The loan was
transferred to special servicing in June 2010 for imminent
default.  As of January 2011, the loan remains current with a
lockbox in place.  The borrower is in the process of requesting
for a loan modification.  Negotiations remain on-going.  The most
recently reported net operating income DSCR and occupancy as of
year end (YE) 2009 was 1.99x and 94%.  Although the servicer-
reported DSCR shows improvement from issuance, this is due to a
large portion of the total mortgage having a debt service based on
LIBOR, which has declined significantly since issuance.

The third largest contributor to modeled losses is the 300 Capitol
Mall loan, which is secured by a 383,238 square foot office
building located in Sacramento, California.  According to the
September 2010 rent roll, the property faces significant upcoming
lease expiration, whereby 85% of the leases in place could
potentially roll over in the next two years.  The most recent
servicer-reported NOI DSCR was 1.01x as of the YTD June 30, 2010
period, down from 1.36x at issuance.

Fitch downgrades, removes from Rating Watch Negative, and assigns
Outlooks, Loss Severity ratings, and Recovery Ratings where noted
to these classes:

  -- $210 million class A-M to 'AA/LS4' from 'AAA/LS3'; Outlook
     Stable;

  -- $71 million class AM-A to 'AA/LS4' from 'AAA/LS3'; Outlook
     Stable;

  -- $168 million class A-J to 'B-/LS4' from 'A/LS3'; Outlook
     Stable;

  -- $56.8 million class AJ-A to 'B-/LS4' from 'A/LS3'; Outlook
     Stable;

  -- $31.6 million class B to 'B-/LS5' from 'BBB/LS5'; Outlook
     Negative;

  -- $21.1 million class C to 'B-/LS5' from 'BBB-/LS5'; Outlook
     Negative;

  -- $28.1 million class D to 'CCC/RR1' from 'BB/LS5';

  -- $24.6 million class E to 'CCC/RR1' from 'BB/LS5';

  -- $24.6 million class F to 'CCC/RR1' from 'BB/LS5';

  -- $28.1 million class G to 'CC/RR1' from 'B/LS5';

  -- $28.1 million class H to 'CC/RR4' from 'B-/LS5';

  -- $24.6 million class J to 'C/RR6' from 'B-/LS5';

  -- $31.6 million class K to 'C/RR6' from 'CCC/RR6';

  -- $14 million class L to 'C/RR6' from 'CCC/RR6';

  -- $10.5 million class M to 'C/RR6' from 'CCC/RR6';

  -- $7 million class N to 'C/RR6' from 'CCC/RR6'.

In addition, Fitch affirms these:

  -- $246.3 million class A-2 at 'AAA/LS2'; Outlook Stable;
  -- $134.8 billion class A-3 at 'AAA/LS2'; Outlook Stable;
  -- $90.4 billion class A-SB at 'AAA/LS2'; Outlook Stable;
  -- $931 million class A-4 at 'AAA/LS2'; Outlook Stable;
  -- $490.9 million class A-1A at 'AAA/LS2'; Outlook Stable.

Fitch has also withdrawn the ratings on the interest-only classes
X-P and X-C.

Class A-1 has paid in full.  Fitch does not rate the $14.1 million
class P, the $3.5 million class Q, the $10.5 million class S, and
the $4.3 million class T.


MORGAN STANLEY: Fitch Affirms Ratings on All 2007-XLC1 Notes
------------------------------------------------------------
Fitch Ratings has affirmed all eight rated classes of Morgan
Stanley 2007-XLC1, Ltd. and Morgan Stanley 2007-XLC1, LLC,
reflecting Fitch's base case loss expectation of 26.8% compared
to 30.2% at last review.  Fitch's performance expectation
incorporates prospective views regarding commercial real estate
market values and cash flow declines.

Since last review, the senior class, A-1, has received paydown of
$68.3 million.  The transaction has been failing all three of its
over collateralization tests since the November 2010 trustee
report resulting in diverted interest to pay principal to A-1 and
capitalized interest to classes C through H.  Defaulted assets and
Fitch Loans of Concern are at 7.1% and 21.7% compared to 6.4% and
15.7% at last review.  Since last review, the disposal of three
assets and re-structure of another resulted in realized losses of
approximately $50.6 million to the CDO.  The portfolio is
concentrated with only 14 assets remaining in the CDO.

Under Fitch's methodology, approximately 48.8% 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 7% from, generally, trailing 12-month second and third
quarter 2010.

Morgan Stanley 2007-XLC1 is a static commercial real estate CDO.
As of the January 2011 trustee report and per Fitch
categorizations, the CDO was substantially invested: whole
loans/A-notes (13.4%), B-notes (23.5%), and CRE mezzanine loans
(63.1%).

The largest component of Fitch's base case loss expectation is a
mezzanine loan (15.1%) secured by interests in a portfolio of five
full-service hotels (1,910 keys) located in Stamford, CT; Sonoma,
CA; Norfolk, VA; Atlanta, GA; and Southfield, MI.  The hotels are
under the Marriott, Hilton, Sheraton, and Westin flags.  Due to
significant renovations and poor economic conditions, the
portfolio has not performed up to expectations.  Current cash flow
does not support debt service.  Fitch modeled a term default and
significant loss on this position in its base case scenario.

The next largest component of Fitch's base case loss expectation
is a mezzanine loan (22.5%) secured by interests in a 770-room
full service hotel located in the Times Square area of Manhattan.
The property also contains approximately 240,000 square feet of
office and retail space, as well as parking and signage
facilities.  While property performance improved significantly in
2010, Fitch modeled a maturity default and a significant loss in
its base case scenario on this over-leveraged position.

The third largest component of Fitch's base case loss expectation
is a mezzanine loan (15.9%) secured by interests in a portfolio of
office properties located in five major metropolitan areas.  While
cash flow from the property has been supporting debt service, a
maturity default is anticipated.  Fitch modeled a significant base
case loss on this over-leveraged mezzanine position in its base
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 breakeven rates for classes A-1, A-2,
and B are generally consistent with the ratings assigned below.

The 'CCC' ratings for classes C through G are based on a
deterministic analysis that 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.  These
classes were assigned Recovery Ratings in order to provide a
forward-looking estimate of recoveries on currently distressed or
defaulted structured finance securities.

The portfolio is considered concentrated with only 14 assets
remaining in the transaction.  The Negative Rating Outlooks
reflect the possibility that while many of these assets are
modeled to default, actual losses could exceed modeled losses due
to potential further negative credit migration.

Fitch has affirmed and revised LS and Recovery Ratings for these
classes, as indicated:

  -- $196,499,188 class A-1 at 'BBB/LS3'; Outlook Negative;

  -- $91,677,034 class A-2 to 'BB/LS4' from 'BB/LS5; Outlook
     Negative;

  -- $58,613,508 class B at 'B/LS5'; Outlook Negative;

  -- $25,605,275 class C to 'CCC/RR4' from 'CCC/RR3';

  -- $12,052,275 class D at 'CCC/RR6';

  -- $9,795,339 class E at 'CCC/RR6';

  -- $20,359,360 class F at 'CCC/RR6';

  -- $14,341,699 class G at 'CCC/RR6'.


MORGAN STANLEY: Fitch Downgrades Ratings on 2008-TOP29 Notes
------------------------------------------------------------
Fitch Ratings downgrades four classes of Morgan Stanley Capital I
Trust, series 2008-TOP29.  In addition, Fitch has revised the Loss
Severity ratings and assigned Ratings Outlooks and Recovery
Ratings as applicable.

The transaction has not experienced any realized losses to date.
As of the January 2011 remittance, the weighted averaged debt
service coverage ratio for the pool reported at 1.36 times, with
75% of the loans reporting a DSCR greater than 1.20x.  Class P was
the only certificate experiencing interest shortfalls as of the
January 2010 remittance.  Only three loans were with the special
servicer, two of which were (2%) reported as delinquent as of the
January 2010 remittance.

The downgrades reflect Fitch expected losses across the pool.
Fitch modeled losses of 2.59% of the remaining pool; expected
losses based on the original pool size are 2.56%.  Fitch has
designated 20 loans (34.5%) as Fitch Loans of Concern, which
include the three specially serviced loans (3.6%).  Five of the
Fitch Loans of Concern (22.2%) are within the transaction's top 15
loans by unpaid principal balance.  Fitch considers the Loans of
Concern to have a high probability of defaulting during the term,
with losses ranging from $17 thousand to $7 million.

As of the January 2011 distribution date, the pool's aggregate
principal balance has reduced by 1.2% to $1.22 billion from
$1.23 billion at issuance.  No loans are currently defeased.
Interest shortfalls are affecting only the non-rated class P.

The largest contributor to Fitch-modeled losses (1.46%) is secured
by an 112,821 square foot (sf) retail center in Jacksonville, FL.
The property was built in 2006, and is anchored by Steinmart (30%
of NRA).  The loan had transferred to special servicing in
December 2009 for imminent default due to cash flow deficiencies
resulting from increased vacancy, reduced rents, and slow paying
tenants.  The December 2010 rent roll reported occupancy at 89%,
an improvement over December 2009 which reported at 77%.  As of
fourth quarter 2010, per CB Richard Ellis, the Jacksonville,
Arlington retail submarket reported the vacancy rate at 19%.  The
special servicer reported DSCR for year end (YE) 2010 and YE 2009
at 0.39x and 0.89x, respectively.  Foreclosure is being pursued by
the special servicer, however, a receiver is not yet in place.
The borrower has presented a discounted pay off proposal, which is
also being evaluated.  A May 2010 appraisal for the property
indicated a value significantly below the outstanding loan
balance.

The second largest contributor to Fitch-modeled losses (1.53%) is
secured by a 102,323 sf, grocery anchored retail center in
Scottsdale, AZ.  The loan had transferred to special servicing in
January 2010 due to payment default and cash flow issues which
resulted from a previous tenant, who had occupied 20,000 sf (19%
NRA), filing for bankruptcy and vacating the property.  The
special servicer has reported that the vacated space has been
recently leased (November 2010) to a furniture retailer.  As a
result, current occupancy is 95%, an improvement from the December
2009 rent roll which reported at 76%.  The special servicer
reported DSCR for year to date August 2010 and YE 2009 at 0.89x
and 0.94x, respectively.  The subject loan was originally
structured with a 24 month interest only period, with amortizing
payments to begin February 2010.  The loan was modified, extending
the interest only period by 15-months with amortizing payments to
begin in May 2011.  The loan is current as of the January 2011
distribution date, and the special servicer has indicated transfer
to the master servicer is expected to occur in February 2011.

The third largest contributor to Fitch-modeled losses (1.18%) is a
140,204 sf grocery anchored retail center in Fredericksburg, VA.
The property has experienced cash flow issues due to a steady
decline in occupancy in 2009 from various tenants going dark and
vacating the property prior to lease expirations.  The September
2010 rent roll reported occupancy flat with December 2009 at 81%,
a decline from December 2008 which reported at 93%.  DSCR for YTD
September 2010 and YE 2009 reported at 0.78x and 0.90x,
respectively.  The loan is current as of the January 2011
distribution date.

Fitch has downgraded, and assigned Recovery Ratings on these
classes as indicated:

  -- $1.5 million class L to 'CCCsf/RR2'; from 'B-sf/LS5';
  -- $1.5 million class M to 'CCCsf/RR2'; from 'B-sf/LS5';
  -- $4.6 million class N to 'CCsf/RR6'; from 'B-sf/LS5';
  -- $4.6 million class O to 'CCsf/RR6'; from 'B-sf/LS5';

Fitch affirms these classes, and maintains Ratings Outlook and the
LS ratings as indicated:

  -- $30.9 million class A-1 at 'AAAsf/LS1'; Outlook Stable;
  -- $36.1 million class A-2 at 'AAAsf/LS1'; Outlook Stable;
  -- $64.8 million class A-3 at 'AAAsf/LS1'; Outlook Stable;
  -- $49.2 million class A-AB at 'AAAsf/LS1'; Outlook Stable;
  -- $629.6 million class A-4 at 'AAAsf/LS1'; Outlook Stable;
  -- $75 million class A-4FL at 'AAAsf/LS1'; Outlook Stable;
  -- $123.4 million class A-M at 'AAAsf/LS3'; Outlook Stable;

In addition, Fitch affirms these classes, revises Outlooks, and
maintains the LS Ratings as indicated:

  -- $72.5 million class A-J1 at 'AAsf/LS3'; Outlook to Stable
     from Negative;

  -- $20.1 million class B at 'Asf/LS4'; Outlook to Positive from
     Negative;

  -- $10.8 million class C at 'Asf/LS5'; Outlook to Stable from
     Negative;

  -- $21.6 million class D at 'BBBsf/LS4'; Outlook to Stable from
     Negative;

  -- $12.3 million class E at 'BBBsf/LS5'; Outlook to Stable from
     Negative;

  -- $13.9 million class F at 'BBsf/LS5'; Outlook to Stable from
     Negative;

  -- $13.9 million class G at 'BBsf/LS5'; Outlook to Stable from
     Negative;

  -- $10.8 million class H at 'Bsf/LS5'; Outlook to Stable from
     Negative;

  -- $1.5 million class J at 'Bsf/LS5'; Outlook to Stable from
     Negative;

  -- $4.6 million class K at 'B-sf/LS5'; Outlook to Stable from
     Negative.

Fitch does not rate the class P.

Fitch withdraws the rating on the interest-only classes X.


MORGAN STANLEY: Moody's Downgrades Ratings on Six 2003-HQ2 Notes
----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of six classes
and affirmed ten classes of Morgan Stanley Dean Witter Capital I
Inc., Commercial Mortgage Pass-Through Certificates, Series 2003-
HQ2:

  -- Cl. A-1 Certificate, Affirmed at Aaa (sf); previously on
     March 27, 2003 Definitive Rating Assigned Aaa (sf)

  -- Cl. A-2 Certificate, Affirmed at Aaa (sf); previously on
     March 27, 2003 Definitive Rating Assigned Aaa (sf)

  -- Cl. X-1 Certificate, Affirmed at Aaa (sf); previously on
     March 27, 2003 Definitive Rating Assigned Aaa (sf)

  -- Cl. X-2 Certificate, Affirmed at Aaa (sf); previously on
     March 27, 2003 Definitive Rating Assigned Aaa (sf)

  -- Cl. B Certificate, Affirmed at Aaa (sf); previously on
     April 25, 2008 Upgraded to Aaa (sf)

  -- Cl. C Certificate, Affirmed at A2 (sf); previously on
     March 27, 2003 Definitive Rating Assigned A2 (sf)

  -- Cl. D Certificate, Affirmed at A3 (sf); previously on
     March 27, 2003 Definitive Rating Assigned A3 (sf)

  -- Cl. E Certificate, Affirmed at Baa1 (sf); previously on
     March 27, 2003 Definitive Rating Assigned Baa1 (sf)

  -- Cl. F Certificate, Affirmed at Baa2 (sf); previously on
     March 27, 2003 Definitive Rating Assigned Baa2 (sf)

  -- Cl. G Certificate, Affirmed at Baa3 (sf); previously on
     March 27, 2003 Definitive Rating Assigned Baa3 (sf)

  -- Cl. H Certificate, Downgraded to Ba3 (sf); previously on
     March 27, 2003 Definitive Rating Assigned Ba1 (sf)

  -- Cl. J Certificate, Downgraded to B1 (sf); previously on
     March 27, 2003 Definitive Rating Assigned Ba2 (sf)

  -- Cl. K Certificate, Downgraded to B2 (sf); previously on
     March 27, 2003 Definitive Rating Assigned Ba3 (sf)

  -- Cl. L Certificate, Downgraded to Caa1 (sf); previously on
     March 27, 2003 Definitive Rating Assigned B1 (sf)

  -- Cl. M Certificate, Downgraded to Caa2 (sf); previously on
     March 27, 2003 Definitive Rating Assigned B2 (sf)

  -- Cl. N Certificate, Downgraded to Caa3 (sf); previously on
     March 27, 2003 Definitive Rating Assigned B3 (sf)

                        Ratings Rationale

The downgrades are due to higher expected losses for the pool
resulting from realized and anticipated losses from troubled
loans.  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.  Based on
Moody's current base expected loss, the credit enhancement levels
for the affirmed classes are sufficient to maintain their existing
rating.

Moody's rating action reflects a cumulative base expected loss of
2.3% of the current balance.  At last review, Moody's cumulative
base expected loss was 1.1%.  Moody's stressed scenario loss is
5.2% 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.  Due to the high level of credit subordination
and defeasance, it is unlikely that investment grade classes would
be downgraded even if losses are higher than Moody's expected
base.

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
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.
The principal methodologies used in this rating were "CMBS:
Moody's Approach to Rating Fusion Transactions" published on April
19, 2005, and "Moody's Approach to Rating Large Loan/Single
Borrower Transactions" published in July 2000.

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 and the CMBS Large Loan Model v 8.0.  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 9 compared to 11 at Moody's prior review.

In cases where the Herf falls below 20, Moody's employs the large
loan/single borrower methodology.  This methodology uses the
excel-based Large Loan Model v 8.0.  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 April 25, 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 January 12, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 17% to
$773.8 million from $931.6 million at securitization.  The
Certificates are collateralized by 52 mortgage loans ranging in
size from less than 1% to 20% of the pool, with the top ten loans
representing 62% of the pool.  The pool includes three loans,
representing 40% of the pool, with investment grade credits
estimates.  Fifteen loans representing 23% of the pool have
defeased and are collateralized with U.S. Government securities.

Eight 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.

One loan has been liquidated from the pool since securitization,
resulting in a $5.2 million loss (52% loss severity).  The pool
has also experienced a $1.5 million loss resulting from a
modification of the Star Village Commons Loan ($3.0 million --
0.4%), the pool's only specially serviced loan.  The loan is
secured by a 40,000 square foot retail property located in Lake
Worth, Texas.  The loan transferred into special servicing in
January 2009 and is current.  The loan was modified and a new
borrower has assumed the note.  The loan is pending return back to
the master servicer and Moody's is not currently estimating losses
on the modified loan.

Moody's has assumed a high default probability for four poorly
performing loans representing 7% of the pool and has estimated an
aggregate $8.4 million loss (15% expected loss based on a 69%
probability default) for the troubled loans.

Moody's was provided with full year 2009 operating results for 96%
of the pool.  Excluding troubled loans and loans with credit
estimates, Moody's weighted average LTV is 84% compared to 83% at
last review.  Moody's net cash flow reflects a weighted average
haircut of 16% to the most recently available net operating
income.  Moody's value reflects a weighted average capitalization
rate of 9.5%.

Excluding troubled loans, Moody's actual and stressed DSCRs are
1.46X and 1.30X, respectively, compared to 1.27X and 1.24X at last
review.  Moody's actual DSCR is based on Moody's net cash flow and
the loan's actual debt service.  Moody's stressed DSCR is based on
Moody's NCF and a 9.25% stressed rate applied to the loan balance.

The largest loan with an underlying rating is the 1290 Avenue of
Americas Loan ($155.1 million -- 20.0%), which represents a
participation interest in the senior component of a $361.8 million
mortgage loan.  The loan is secured by a 2 million square foot
office building located in New York City.  Major tenants include
Equitable Life Assurance and Morrison & Foerster.  The property
was 96% leased as of September 2010 compared with 99% at last
review.  The loan sponsors are Jamestown and Apollo Real Estate
Investors.  The property is also encumbered by a $51.2 million
junior loan that is held outside the Trust.  Moody's credit
estimate and stressed DSCR are A1 and 1.74X, respectively,
compared to A1 and 1.70X at last review.

The second largest loan with an underlying rating is the Oakbrook
Center Loan ($72.0 million -- 9.3%), which represents a
participation interest in a $205.8 million mortgage loan.  The
loan is secured by the borrower's interest in a mixed-use property
located in Oak Brook, Illinois that consists of an open-air
regional mall, three office buildings and a ground lease
underlying a hotel and theater.  Oakbrook Center totals
approximately 2.4 million square feet.  The mall is anchored by
Lord & Taylor, Macy's, Neiman Marcus, Nordstrom and Sears.
Performance has slightly improved since last review.  The loan has
amortized 6% since last review.  Moody's current credit estimate
and stressed DSCR are Aa3 and 1.76X, respectively, compared to A1
and 1.50X at last review.

The third largest loan with an underlying rating is the TruServe
Portfolio I Loan ($24.4 million -- 3.1%), which is secured by
three warehouse distribution facilities located in Fogelsville,
Pennsylvania, Springfield, Oregon and Kingman, Arizona totaling a
combined 1.2 million square feet.  The properties are 100% leased
to TrueServ Corporation through December 2022.  The loan sponsor
is W.P.  Carey & Company, LLC.  Moody's current credit estimate
and stressed DSCR are A3 and 1.67X, respectively, compared to A3
and 1.59X at last review.

The top three performing conduit loans represent 20% of the pool
balance.  The largest loan is the Katy Mills Loan ($88.5 million -
- 11.4% of the pool), which represents a participation interest in
the senior component of a $140.8 million mortgage loan.  The loan
is secured by the borrower's interest in a 1.2 million square foot
outlet mall located near Houston in Katy, Texas.  The mall is
anchored by Bass Pro Shops, Burlington Coat Factory, Marshall's,
and AMC Theaters.  Moody's LTV and stressed DSCR are 100% and
1.00X, respectively, compared to 88% and 1.14X at last review.

The second largest conduit loan is the D.C. Portfolio Loan ($41.4
million -- 5.3%), which is secured by two mixed use properties
located in Washington, D.C.  The properties total 215,000 square
feet and consist of retail, multifamily and a museum.  The
property is 80% leased as of September 2010.  The loan is
currently 30 days delinquent and is currently on the watchlist.
The loan matures in March 2013.  Moody's LTV and stressed DSCR are
96% and 1.10X, respectively, compared to 93% and 1.08X at last
review.

The third largest conduit loan is the GPB-A Loan ($24.7 million --
3.2%), which is secured by eight community retail centers totaling
320,000 square feet located in various towns in Massachusetts.
The property was 91% leased as of September 2010 compared with 97%
at last review.  The property has benefitted from increased
performance and amortization.  Moody's LTV and stressed DSCR are
58% and 1.70X, respectively, compared to 76% and 1.30X at last
review.


MORGAN STANLEY: Moody's Downgrades Ratings on 2006-TOP21 Certs.
---------------------------------------------------------------
Moody's Investors Service downgraded the ratings of seven and
affirmed 13 classes of Morgan Stanley Capital I Trust 2006-TOP21,
Commercial Pass-Through Certificates, Series 2006-TOP2:

  -- Cl. A-2 Certificate, Affirmed at Aaa (sf); previously on
     Feb. 22, 2006 Definitive Rating Assigned Aaa (sf)

  -- Cl. A-AB Certificate, Affirmed at Aaa (sf); previously on
     Feb. 22, 2006 Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3 Certificate, Affirmed at Aaa (sf); previously on
     Feb. 22, 2006 Definitive Rating Assigned Aaa (sf)

  -- Cl. A-4 Certificate, Affirmed at Aaa (sf); previously on
     Feb. 22, 2006 Definitive Rating Assigned Aaa (sf)

  -- Cl. X Certificate, Affirmed at Aaa (sf); previously on
     Feb. 22, 2006 Definitive Rating Assigned Aaa (sf)

  -- Cl. A-M Certificate, Affirmed at Aaa (sf); previously on
     Feb. 22, 2006 Definitive Rating Assigned Aaa (sf)

  -- Cl. A-J Certificate, Affirmed at Aa3 (sf); previously on
     Feb. 11, 2009 Downgraded to Aa3 (sf)

  -- Cl. B Certificate, Affirmed at A2 (sf); previously on
     Feb. 11, 2009 Downgraded to A2 (sf)

  -- Cl. C Certificate, Affirmed at A3 (sf); previously on
     Feb. 11, 2009 Downgraded to A3 (sf)

  -- Cl. D Certificate, Affirmed at Baa2 (sf); previously on
     Feb. 11, 2009 Downgraded to Baa2 (sf)

  -- Cl. E Certificate, Affirmed at Baa3 (sf); previously on
     Feb. 11, 2009 Downgraded to Baa3 (sf)

  -- Cl. F Certificate, Affirmed at Ba2 (sf); previously on
     Feb. 11, 2009 Downgraded to Ba2 (sf)

  -- Cl. G Certificate, Affirmed at B1 (sf); previously on
     Feb. 11, 2009 Downgraded to B1 (sf)

  -- Cl. H Certificate, Downgraded to Caa1 (sf); previously on
     Feb. 11, 2009 Downgraded to B3 (sf)

  -- Cl. J Certificate, Downgraded to Caa3 (sf); previously on
     Feb. 11, 2009 Downgraded to Caa2 (sf)

  -- Cl. K Certificate, Downgraded to Caa3 (sf); previously on
     Feb. 11, 2009 Downgraded to Caa2 (sf)

  -- Cl. L Certificate, Downgraded to Ca (sf); previously on
     Feb. 11, 2009 Downgraded to Caa3 (sf)

  -- Cl. M Certificate, Downgraded to Ca (sf); previously on
     Feb. 11, 2009 Downgraded to Caa3 (sf)

  -- Cl. N Certificate, Downgraded to Ca (sf); previously on
     Feb. 11, 2009 Downgraded to Caa3 (sf)

  -- Cl. O Certificate, Downgraded to C (sf); previously on
     Feb. 11, 2009 Downgraded to Caa3 (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 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
3.5% of the current balance.  At last review, Moody's cumulative
base expected loss was 1.8%.  Moody's stressed scenario loss is
18.9% 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
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 20 compared to 32 at Moody's prior full 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 January 31, 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 January 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 17% to
$1.17 billion from $1.40 billion at securitization.  The
Certificates are collateralized by 117 mortgage loans ranging in
size from less than 1% to 12% of the pool, with the top ten loans
representing 52% of the pool.  The pool does not contain any
defeased loans.  Five loans, representing 5.2% of the pool, have
investment grade credit estimates.  At last full review, four
additional loans, Monmouth Mall Loan ($136.4 million -- 12.0%),
SBC - Hoffman Estates Loan ($101.7 million -- 8.9%), Mervyn's
Portfolio Loan ($59.4 million -- 5.2%) and West Palm Beach
Marriott Loan ($29.9 million -- 2.6%), also had credit estimates.
However, due to performance declines and increased leverage these
loans no longer have credit estimates and are analyzed as part of
the conduit pool.  The Monmouth Mall Loan, SBC - Hoffman Estates
Loan and Mervyn's Portfolio Loan are all discussed below.

Thirty-five 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.

Two loans have been liquidated from the pool since securitization,
resulting in an aggregate $5.1 million loss (32% loss severity on
average).  Currently two loans, representing 1% of the pool, are
in special servicing.  The master servicer has not recognized any
appraisal reductions for the specially serviced loans.  Moody's
has estimated an aggregate loss of $2.8 million (25% expected loss
on average) for all of the specially serviced loans.

Moody's has assumed a high default probability for six poorly
performing loans representing 7% of the pool and has estimated a
$12.9 million loss (16% expected loss based on a 35% probability
default) from these troubled loans.  The largest troubled loan is
the Mervyn's Portfolio Loan ($59.4 million -- 5.2% of the pool)
which is secured by 25 single tenant retail properties which were
originally 100% leased to Mervyn's.  Mervyn's rejected all of the
leases as part of its bankruptcy filing in 2008.  As of March
2010, the portfolio was 33% leased to replacement tenants.  The
properties are located in California (23) and Texas (2) and total
1.9 million square feet.  The loan is structured as a pari-passu
note with a total outstanding principal balance of $116.4 million.
The loan is on the watchlist due to low DSCR coverage and
declining financial performance since securitization but has
remained current.  The loan has benefited from 11% amortization
since securitization, strong sponsorship and several reserve
accounts for capital improvements and debt service.  Moody's LTV
and stressed DSCR are 243% and 0.43X, respectively compared to 83%
and 1.20X at last full review.

Moody's was provided with full year 2009 and partial year 2010
operating results for 96% and 98%, respectively, of the performing
pool.  Excluding specially serviced and troubled loans, Moody's
weighted average LTV is 91%, compared to 87% at last full review.
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 1.60X and 1.17X, respectively, compared to
1.72X and 1.21X 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 five loans with credit estimates comprise 5.2% of the pool.
Moody's credit estimates for these loans are the same as last full
review.  The Hampton Court Co-op Loan ($15.0 million -- 1.3% of
the pool), 45 East 89th Street Condop Loan ($14.0 million -- 1.2%)
and Rego Park Gardens Co-op Loan ($7.8 million -- 0.7%) have
credit estimates of Aaa.  The 8-12 14th Street Loan ($12.5 million
-- 1.1%) currently has a credit estimate of A1.  The Sunnyhurst
Apartments Loan ($10.4 -- 0.9%) has a credit estimate of Baa3.

The top three performing conduit loans represent 29% of the pool
balance.  The largest loan is the Monmouth Mall Loan ($136.4
million -- 12.0%), which previously had a credit estimate.  The
loan is secured by the borrower's interest in a 1.4 million SF
regional mall located in Eatontown, New Jersey.  The mall is
anchored by Macy's, J.C. Penney and Lord & Taylor.  Although the
performance of the property has been stable, it has not achieved
Moody's original projections.  Boscov's, a former anchor tenant
comprising 261,000 SF, been vacant for two years although its
lease does not expire until April 2018.  The mall shops were 84%
occupied as of September 2010 compared to 85% at last review and
94% at securitization.  The property is also encumbered by a
$27.9 million junior loan which secures non-pooled classes MMA and
MMB.  The loan had a 60-month interest-only period and is now
amortizing on a 360-month schedule maturing in September 2015.
Moody's LTV and and stressed DSCR for the A note are 73% and
1.19X, respectively, compared to 70% and 1.23 at securitization.

The second largest loan is the SBC-Hoffman Estates Loan
($101.7 million -- 8.9%), also previously had a credit estimate.
The loan is secured by a 1.7 million square foot office complex
located approximately 25 miles northwest of Chicago in Hoffman
Estates, Illinois.  The complex is 100% leased to SBC Services
Inc. through August 2016.  The lease is guaranteed by AT&T
Corporation (senior unsecured rating A2, stable outlook).  The
loan is structured as a pari passu note with a total balance of
$199.4 million.  The loan is currently on the watchlist because it
was not able to refinance at its anticipated repayment date (ARD)
in December 2010.  Moody's utilized a Lit/Dark analysis to reflect
potential cash flow volatility due to the single tenant exposure.
Moody's LTV and and stressed DSCR are 103% and 1.06X,
respectively, compared to 84% and 1.15 at securitization.

The third largest loan is the InTown Suites Portfolio - Roll Up
Loan ($88.9 million -- 7.8% of the pool), which is secured by 30
extended-stay hotels totaling 3,791 rooms.  The hotels are located
in 25 cities and 17 states.  Property performance has declined as
the hotel market has been affected by the economic downturn.
RevPAR for the 12-month period ending December 2009 was $21.14
compared to $25.54 at last review and $21.99 at securitization.
The loan is amortizing on a 300-month schedule maturing in
November 2015 and has paid down 11% since securitization.  Moody's
LTV and stressed DSCR are 89% and 1.43X, respectively, compared to
87% and 1.46X at securitization.


MORGAN STANLEY: S&P Withdraws 'CCC-' Rating to 2006-12 Notes
------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'CCC- (sf)' rating
on the series 2006-12 notes issued by Morgan Stanley ACES SPC, a
synthetic collateralized debt obligation transaction.

The rating withdrawal follows the redemption of the notes on
Feb. 8, 2011.


MORGAN STANLEY: S&P Downgrades Ratings on Various Classes of Notes
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'D (sf)' its ratings
on the class IA, IC, ID, IIA, and IIIA notes from Morgan Stanley
Managed ACES SPC's series 2007-1 and class ISrb Fixed, IIB Float,
and IIISrD Float notes from Morgan Stanley Managed ACES SPC's
series 2007-6.  Both are synthetic corporate investment-grade
collateralized debt obligation transactions.

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

                          Ratings Lowered

                  Morgan Stanley Managed ACES SPC
                           Series 2007-1

                                 Rating
                                 ------
                Class        To          From
                -----        --          ----
                IA           D (sf)      CCC- (sf)
                IC           D (sf)      CCC- (sf)
                ID           D (sf)      CCC- (sf)
                IIA          D (sf)      CC (sf)
                IIIA         D (sf)      CC (sf)

                  Morgan Stanley Managed ACES SPC
                           Series 2007-6

                                 Rating
                                 ------
                Class        To          From
                -----        --          ----
                ISrb Fixed     D (sf)    CCC- (sf)
                IIB Float      D (sf)    CC (sf)
                IIISrD Float   D (sf)    CC (sf)


MOUNTAIN CAPITAL: S&P Raises Ratings on Various Classes of Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1LB, A-2L, A-3L, A-3F, and B-1L notes from Mountain Capital CLO
III Ltd., a collateralized loan obligation transaction managed by
Carlyle Investment Management LLC.  At the same time, S&P removed
the ratings on the class A-1LB and A-2L notes from CreditWatch,
where S&P placed them with positive implications on Nov. 8, 2010.
S&P also affirmed its rating on the class A-1LA notes.

The upgrades reflect improved performance S&P has observed in the
deal's underlying asset portfolio since its March 30, 2010 rating
actions, when S&P downgraded the class A-1LB, A-2L, A-3L, A-3F,
and B-1L notes following the application of its September 2009
corporate CDO criteria.  As of the Jan. 4, 2011 trustee report,
the transaction had $8.62 million of defaulted assets and
approximately $25.99 million in assets from obligors with ratings
in the 'CCC' range, either by Standard & Poor's or another rating
agency.  This was down from $14.06 million in defaults and
approximately $31.80 million in assets from obligors with ratings
in the 'CCC' range noted in the March 2, 2010, trustee report,
which S&P referenced for its March 2010 rating actions.  In
addition, the principal balance of the class A-1LA notes had been
paid down to $110.66 million in January 2011 from $171.92 million
in March 2010.

The affirmation of the rating on the class A-1LA notes reflects
S&P's opinion of the availability of sufficient credit support at
the current rating level.

The transaction has benefited from an increase in
overcollateralization available to support the rated notes.  The
trustee reported these O/C ratios in the Jan. 4, 2011, monthly
report:

* The senior class A O/C ratio was 126.00%, compared with a
  reported ratio of 118.60% in March 2010;

* The class A O/C ratio was 113.70%, compared with a reported
  ratio of 109.80% in March 2010; and

* The class B-1L O/C ratio was 104.60%, compared with a reported
  ratio of 102.80% in March 2010.

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

                 Rating And Creditwatch Actions

                  Mountain Capital CLO III Ltd.

                           Rating
                           ------
             Class     To           From
             -----     --           ----
             A-1LB     AAA (sf)     AA (sf)/Watch Pos
             A-2L      AA (sf)      A- (sf)/Watch Pos
             A-3L      BBB+ (sf)    BB+ (sf)
             A-3F      BBB+ (sf)    BB+ (sf)
             B-1L      B+ (sf)      CCC- (sf)

                          Rating Affirmed

                  Mountain Capital CLO III Ltd.

                       Class     Rating
                       -----     ------
                       A-1LA     AAA (sf)


NAVIGATOR CDO: S&P Raises Ratings on Various Classes of Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class B-1, B-2, C, and D notes from Navigator CDO 2006 Ltd., a
collateralized loan obligation transaction managed by GE Asset
Management Inc. At the same time, S&P removed its ratings on the
class B-1 and B-2 notes from CreditWatch, where S&P placed them
with positive implications on Nov. 8, 2010.  S&P also affirmed
its 'AA+ (sf)' ratings on the class A (revolving) and A notes.

The upgrades mainly reflect an improvement in the credit quality
available to support the notes since S&P's Dec. 8, 2009, rating
actions, when S&P downgraded most of the rated notes, following
the application of S&P's September 2009 corporate CDO criteria.
The balance of the performing assets in the transaction's
portfolio totaled $287.9 million in January 2011, down from
$325.5 million in November 2009.  The decrease in the performing
asset balance corresponds with a decrease of $3.4 million of the
class A revolving notes, a $22.7 million decrease of the class A
note balance, and a $2.0 million decrease of the class D note
balance.  Also, the transaction had $6.24 million (2.1%) in
defaulted assets in December 2010, down from $27.16 million
(7.70%) in October 2009, which S&P referenced at the time of its
December 2009 rating actions.

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 Dec. 6, 2010, monthly
report:

* The class A O/C ratio was 127.78%, compared with a reported
  ratio of 121.75 % in October 2009;

* The class B O/C ratio was 112.83%, compared with a reported
  ratio of 108.71% in October 2009;

* The class C O/C ratio was 106.95%, compared with a reported
  ratio of 103.51% in October 2009; and

* The class D O/C ratio was 103.33%, compared with a reported
  ratio of 99.67% in October 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

                     Navigator CDO 2006 Ltd.

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

                         Ratings Affirmed

                     Navigator CDO 2006 Ltd.

                    Class               Rating
                    -----               ------
                    A (revolving)       AA+ (sf)
                    A                   AA+ (sf)


NEWCASTLE CDO: Fitch Downgrades Ratings on Six Classes of Notes
---------------------------------------------------------------
Fitch Ratings has downgraded six and affirmed five classes of
Newcastle CDO IX 1 Ltd. /Newcastle CDO IX, LLC, reflecting Fitch's
increased base case loss expectation of 36.2% from 26.9% at the
previous review.  Fitch's performance expectation incorporates
prospective views regarding commercial real estate market value
and cash flow declines.

The downgrades reflect further declines in the underlying loan
performance and an increase in the securities portion of the
collateral, which has a Fitch derived weighted average rating of
'B-/CCC+'.  The transaction is primarily collateralized by
subordinate commercial real estate debt (49.2% of total collateral
is either B-notes, mezzanine loans, or preferred equity) and rated
certificates (43.7%).  Four commercial real estate assets (8.2%)
are currently defaulted.  Fitch modeled significant losses on
these highly leveraged assets.

Since Fitch's last review, the portfolio composition has changed
with an increase in the percentage of structured finance bonds,
real estate bank loans, and corporate debt collateral (currently
43.7% versus 29.1% at last review).  Fitch analyzes these
collateral types in the Portfolio Credit Model, for which Fitch
published updated criteria in the report 'Global Rating Criteria
for Structured Finance CDOs'.

According to the asset manager and verified with the trustee, the
Hotel del Coronado loan (3.7%) paid off in full after the January
2011 payment date.  Accounting for this payoff and per Fitch
categorizations, the CDO was substantially invested: real estate
bank loans and corporate debt (29.7%), mezzanine debt (26.9%), B-
notes (17.8%), CRE collateralized debt obligations (8.8%), cash
(6.2%), preferred equity (4.5%), commercial mortgage-backed
securities (4.3%), whole loan/A-note (0.9%), and residential
mortgage-backed securities (0.8%).  Under Fitch's methodology,
approximately 52.5% 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 7.6% from,
generally, trailing 12-month second and third quarter 2010.

The largest component of Fitch's base case loss expectation is a
mezzanine loan (3.6%) secured by interests in a portfolio of 12
full service hotels totaling 4,718 keys located in Puerto Rico,
Jamaica, and Florida.  Performance remains significantly below
expectations at issuance.  Fitch modeled a term default and full
loss on this overleveraged position in its base case scenario.

The next largest component of Fitch's base case loss expectation
is a defaulted mezzanine loan (3%) secured by interests in a
portfolio of 100 public and private golf courses.  The asset
manager reported TTM July 2010 net cash flow declined by 20% when
compared to YE 2009.  Fitch modeled a term default with a
significant loss in its base case scenario.

The third largest component of Fitch's base case loss expectation
is a defaulted mezzanine loan (2.9%) secured by eight home
furniture mart showroom properties located in High Point, NC.  An
affiliate of the loan sponsor defaulted on its master lease,
followed by payment default.  Cash flow remains insufficient to
service the debt, and Fitch modeled a term default and full loss
in its base case scenario.

Newcastle CDO IX was issued as an $825 million CRE collateralized
debt obligation managed by Newcastle Investment Corp. The
transaction has a five-year reinvestment period during which
principal proceeds may be used to invest in substitute collateral.
The reinvestment period ends in May 2012.  In April and September
2009, notes with a face amount of $64,525,000 were surrendered to
the trustee for cancellation, which has resulted in greater
cushion to the overcollateralization ratios.  All OC and interest
coverage ratios have remained above their covenants, as of the
January 2010 trustee report.

The 'CCC' ratings on classes H through L, which are based on a
deterministic analysis, were assigned Recovery Ratings in order to
provide a forward-looking estimate of recoveries on currently
distressed or defaulted structured finance securities.

The Rating Outlooks for classes S through A-2 are revised to
Stable from Negative reflecting the classes' senior position in
the capital stack and positive cushion in cash flow modeling.  The
Outlook remains Negative for classes B through G reflecting
Fitch's expectation of further negative credit migration of the
underlying collateral.

Fitch has downgraded these classes and assigned Loss Severity and
Recovery Ratings as indicated:

  -- $18,562,000 class F to 'Bsf/LS5' from 'BBsf/LS5'; Outlook
     Negative;

  -- $11,262,000 class G to 'Bsf/LS5' from 'BBsf/LS5'; Outlook
     Negative;

  -- $18,056,000 class H to 'CCCsf/RR5' from 'Bsf/LS5';

  -- $21,656,000 class J to 'CCCsf/RR6' from 'Bsf/LS5';

  -- $19,593,000 class K to 'CCCsf/RR6' from 'Bsf/LS5;

  -- $23,718,000 class L to 'CCCsf/RR6' from 'Bsf/LS5'.

In addition, Fitch affirms these classes and revises the Outlooks
as indicated:

  -- $33,540,000 class S at 'BBBsf'; Outlook to Stable from
     Negative;

  -- $379,500,000 class A-1 at 'BBBsf/LS3'; Outlook to Stable from
     Negative;

  -- $115,500,000 class A-2 at 'BBsf/LS5'; Outlook to Stable from
     Negative;

  -- $37,125,000 class B at 'BBsf/LS5'; Outlook Negative;

  -- $24,750,000 class E at 'BBsf/LS5'; Outlook Negative.


NEWCASTLE CDO: Fitch Takes Rating Actions on Various Classes
------------------------------------------------------------
Fitch Ratings downgrades three and affirms 10 classes of Newcastle
CDO VIII 1, Ltd./Newcastle CDO VIII 2, Ltd./ Newcastle CDO VIII,
LLC, reflecting an increase in Fitch's base case loss expectation
to 36% from 30.1% at last review.  Fitch's performance expectation
incorporates prospective views regarding commercial real estate
market value and cash flow declines.

The downgrade to classes III, V, and VIII reflects further
declines in the underlying loan performance and an increase in the
securities portion of the collateral which has a Fitch derived
weighted average rating of 'B-/CCC+'.  Five assets (5.4%) were
reported as defaulted, including one commercial real estate
mezzanine loan (2.4%), one CRE collateralized debt obligation bond
(0.6%), two commercial mortgage-backed securities bonds (1.9%),
and one residential mortgage-backed securities bond (0.5%).  Fitch
modeled significant to full losses on these defaulted assets.
Fitch has also designated one whole loan (5.2%), which is
collateralized by a hotel property in Pasadena, California, as a
Fitch Loan of Concern due to current property cash flow being
insufficient to cover the debt service payments on the total debt.

Since Fitch's last review, the portfolio composition has changed
with an increase in the percentage of structured finance bonds,
real estate bank loans, and corporate debt collateral (currently
58.5% versus 48.8% at last review).  These collateral types are
analyzed in the Portfolio Credit Model according to the updated
criteria, 'Global Rating Criteria for Structured Finance CDOs'.
Additionally, 28.5% of the total collateral is composed of
subordinate CRE debt (either B notes or mezzanine debt).  Fitch
modeled significant losses upon default for these assets since
they are generally highly leveraged debt classes.

Per Fitch categorizations, the CDO was substantially invested:
20.7% CMBS, 19.2% real estate bank loans and corporate debt, 16%
CRE mezzanine debt, 9.8% CRE CDOs, 8.8% RMBS, 7.2% B notes, 5.4%
preferred equity, 5.2% whole loan, and 7.7% cash.  The cash
includes principal proceeds from the recent repayment of the Hotel
del Coronado loan (3.2%), which paid in full after the January
2011 payment date.  Fitch verified that the trustee is in receipt
of the repayment proceeds.

Under Fitch's methodology, approximately 56.6% 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 6.1% from, generally, trailing 12-month second and
third quarter 2010.

The largest component of Fitch's base case loss expectation is a
mezzanine loan (4.1%) secured by interests in a portfolio of 12
full service hotels totaling 4,718 keys located in Puerto Rico,
Jamaica, and Florida.  Performance remains significantly below
expectations at issuance.  Fitch modeled a term default and full
loss on this overleveraged position in its base case scenario.

The next largest component of Fitch's base case loss expectation
is a mezzanine loan (2%) secured by an interest in a 424-room
full-service hotel located in Boston, MA.  Performance remains
significantly below expectations at issuance.  Fitch modeled a
term default and full loss on this overleveraged position in its
base case scenario.

The third largest component of Fitch's base case loss expectation
is a defaulted mezzanine loan (2.3%) secured by interests in a
portfolio of 100 public and private golf courses.  The asset
manager reported TTM July 2010 net cash flow declined by 20% when
compared to YE 2009.  Fitch modeled a term default with a
significant loss in its base case scenario.

Newcastle CDO VIII was issued as a $950 million CRE CDO and is
managed by Newcastle Investment Corp. The transaction has a five-
year reinvestment period that ends in November 2011.  In April and
September 2009, notes with a face amount of $80,187,500 were
surrendered to the trustee for cancellation.  As of the January
2011 trustee report, all overcollateralization and interest
coverage ratios were in compliance.

The 'CCC' ratings for classes V through XII, which are based on a
deterministic analysis, were assigned Recovery Ratings in order to
provide a forward-looking estimate of recoveries on currently
distressed or defaulted structured finance securities.

The Rating Outlooks for classes S, I-A and I-AR are revised to
Stable from Negative reflecting the classes' senior position in
the capital stack and positive cushion in cash flow modeling.  The
Outlook remains Negative for classes I-B through III reflecting
Fitch's expectation of further negative credit migration of the
underlying collateral.

Fitch has downgraded and assigned RR ratings where noted to these
classes:

  -- $42,750,000 class III to 'B/LS5' from 'BB/LS5'; Outlook
     Negative;

  -- $28,500,000 class V to 'CCC/RR5' from 'B/LS5';

  -- $22,562,500 class VIII to 'CCC/RR6' from 'B/LS5'.

Fitch has affirmed and revised Outlooks for these classes, as
indicated:

  -- $33,869,009 class S at 'BB'; Outlook to Stable from Negative;

  -- $462,500,000 class I-A at 'BB/LS3'; Outlook to Stable from
     Negative;

  -- $60,000,000 class I-AR at 'BB/LS3'; Outlook to Stable from
     Negative;

  -- $38,000,000 class I-B at 'BB/LS5'; Outlook Negative;

  -- $42,750,000 class II at 'BB/LS5'; Outlook Negative;

  -- $6,000,000 class IX-FL at 'CCC/RR6';

  -- $7,600,000 class IX-FX at 'CCC/RR6';

  -- $18,650,000 class X at 'CCC/RR6';

  -- $24,125,000 class XI at 'CCC/RR6';

  -- $28,500,000 class XII at 'CCC/RR6'.


NORTHWOODS CAPITAL: S&P Raises Ratings on Various Classes of Notes
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1, A-2, B, C, D, and E notes from Northwoods Capital VIII Ltd.,
a collateralized loan obligation transaction managed by Angelo,
Gordon & Co. L.P.  At the same time, S&P removed its ratings on
the A-1 and A-2 notes from CreditWatch, where S&P placed them with
positive implications on Nov. 8, 2010.

The upgrades reflect an improvement in the credit quality
available to support the notes since S&P's Dec. 31, 2009 rating
actions, when S&P downgraded the notes following the application
of S&P's September 2009 corporate CDO criteria.  As of the
Jan. 20, 2011 trustee report, the transaction had $18.27 million
in defaulted assets.  This is down from $50.07 million noted in
the Nov. 9, 2009 trustee report, which S&P referenced for S&P's
December 2009 rating actions.

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 Jan. 20, 2011 monthly
report:

* The senior O/C ratio was 137.98%, compared with a reported ratio
  of 129.00% in November 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

                   Northwoods Capital VIII Ltd.

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


NYLIM FLATIRON: S&P Raises Ratings on Various Classes of Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class A, B, C, and D notes from NYLIM Flatiron CLO 2004-1 Ltd.,
a collateralized loan obligation transaction managed by New York
Life Investment Management LLC.  At the same time, S&P removed
the class A notes from CreditWatch, where S&P placed them with
positive implications on Nov. 8, 2010.

The upgrades reflect improved performance S&P has observed in the
deal's underlying asset portfolio and $116.06 million paydowns on
the class A notes since S&P's Nov. 17, 2009 rating action.  In
November 2009, S&P downgraded most of the rated notes following
the application of S&P's September 2009 corporate collateralized
debt obligation criteria.  As of the Jan. 12, 2011 trustee report,
the transaction had $1.21 million of defaulted assets.  This was
down from $17.86 million noted in the Oct. 13, 2009 trustee
report, which S&P referenced for its November 2009 rating actions.

The transaction has also benefited from an increase in the
overcollateralization available to support the rated notes.  The
trustee reported these O/C ratios in the Jan. 12, 2011 monthly
report:

* The class A/B O/C ratio was 130.77%, compared with a reported
  ratio of 119.96% in October 2009;

* The class C O/C ratio was 117.64%, compared with a reported
  ratio of 111.44% in October 2009; and

* The class D O/C ratio was 105.31%, compared with a reported
  ratio of 102.91% in October 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

                  NYLIM Flatiron CLO 2004-1 Ltd.

                          Rating
                          ------
            Class     To           From
            -----     --           ----
            A         AAA (sf)     AA+ (sf)/Watch Pos
            B         AAA (sf)     AA (sf)
            C         A+ (sf)      A (sf)
            D         B+ (sf)      CCC+ (sf)

Transaction Information
-----------------------
Issuer:              NYLIM Flatiron CLO 2004-1 Ltd.
Coissuer:            NYLIM Flatiron CLO 2004-1 Inc.
Collateral manager:  New York Life Investment Management LLC
Underwriter:         Goldman, Sachs & Co.
Trustee:             Bank of New York Mellon (The)
Transaction type:    Cash flow corporate loan CLO


PACIFICA CDO: 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-1c, A-2, B, C-1, and C-2 notes from Pacifica CDO VI
Ltd., a collateralized loan obligation transaction managed by
Alcentra Ltd. At the same time, S&P removed its ratings on classes
A-1a, A-1b, A-1c, and A-2 from CreditWatch, where S&P placed them
with positive implications on Nov. 8, 2010.  S&P also affirmed its
'CCC- (sf)' rating on the class D notes.

The upgrades reflect the improved performance S&P has observed in
the transaction's underlying asset portfolio since its Nov. 9,
2009 rating action, when S&P downgraded most of the rated notes
following the application of its September 2009 corporate
collateralized debt obligation criteria.  As of the Jan. 3, 2011,
trustee report, the transaction had $12.82 million in defaulted
assets, down from $45.30 million noted in the Sept. 30, 2009
trustee report.

The transaction has also benefited from an increase in
overcollateralization available to support the rated notes.  At
the time of last rating action, the deal failed the class C and D
O/C ratios.  According to the Jan. 3, 2011 monthly report, the
deal has passed all O/C ratios:

* The class A O/C ratio was 120.75%, compared with a reported
  ratio of 114.21% in September 2009;

* The class B O/C ratio was 111.31%, compared with a reported
  ratio of 105.42% in September 2009;

* The class C O/C ratio was 104.90%, compared with a reported
  ratio of 99.33% in September 2009; and

* The class D O/C ratio was 102.19%, compared with a reported
  ratio of 96.74% in September 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

                       Pacifica CDO VI Ltd.

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

                         Rating Affirmed

                       Pacifica CDO VI Ltd.

                       Class     Rating
                       -----     ------
                       D         CCC- (sf)

Transaction Information
-----------------------
Issuer:              Pacifica CDO VI Ltd.
Coissuer:            Pacifica CDO VI Corp.
Collateral manager:  Alcentra Ltd.
Underwriter:         JPMorgan Securities Inc.
Trustee:             Bank of New York Mellon (The)
Transaction type:    Cash flow CLO


PARCS-R MASTER: S&P Witdraws 'CCC' Rating to 2007-17 Units
----------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'CCC (sf)' rating
on the class 2007-17 variable-rate units issued by PARCS-R Master
Trust, a synthetic collateralized debt obligation transaction.

The rating withdrawal follows the termination of the notes, which
the arranger of the transaction confirmed.


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

  -- US$65,300,000 Class B Second Priority Deferrable Floating
     Rate Notes Due April 25, 2019, Upgraded to Baa3 (sf);
     previously on August 18, 2009 Confirmed at Ba1 (sf);

  -- US$16,000,000 Class C-1 Third Priority Deferrable Floating
     Rate Notes Due April 25, 2019, Upgraded to Ba3 (sf);
     previously on August 18, 2009 Confirmed at B1 (sf);

  -- US$5,500,000 Class C-2 Third Priority Deferrable Fixed Rate
     Notes Due April 25, 2019, Upgraded to Ba3 (sf); previously on
     August 18, 2009 Confirmed at B1 (sf);

  -- US$24,100,000 Class D-1 Fourth Priority Deferrable Floating
     Rate Notes Due April 25, 2019 (current outstanding balance
     of $22,050,327), Upgraded to Caa2 (sf); previously on
     November 23, 2010 Ca (sf) Placed Under Review for Possible
     Upgrade;

  -- US$1,500,000 Class D-2 Fourth Priority Deferrable Fixed
     Rate Notes Due April 25, 2019 (current outstanding balance
     of $1,372,428), Upgraded to Caa2 (sf); previously on
     November 23, 2010 Ca (sf) Placed Under Review for Possible
     Upgrade;

  -- US$10,000,000 Class 1 Combination Notes Due April 25, 2019
     (current Rated Balance of $7,106,008), Upgraded to Ba3 (sf);
     previously on August 18, 2009 Downgraded to B1 (sf).

                         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 transaction's
overcollateralization ratios since the rating action in August
2009.

Improvement in the credit quality is observed through an
improvement in the average credit rating (as measured by the
weighted average rating factor) and a decrease in the proportion
of securities from issuers rated Caa1 and below.  In particular,
as of the latest trustee report dated January 13, 2011, the
weighted average rating factor is currently 2480 compared to 2667
in the July 2009 report, and securities rated Caa1/CCC or lower
make up approximately 5.8% of the underlying portfolio versus
10.6% in July 2009.  Moody's adjusted WARF has also declined since
the rating action in 2009 due to a decrease in the percentage of
securities with ratings on "Review for Possible Downgrade" or with
a "Negative Outlook." Additionally, the deal has experienced a
decrease in defaults, with the dollar amount of defaulted
securities reported at about $16.2 million versus approximately
$69.7 million in July 2009.

The overcollateralization ratios of the rated notes have also
improved since the rating action in August 2009.  The Class A,
Class B, Class C, and Class D overcollateralization ratios are
reported at 126.19%, 111.12%, 106.92%, and 102.68%, respectively,
versus July 2009 levels of 120.00%, 106.03%, 102.11%, and 97.81%,
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-1 Notes and D-2 Notes,
including on the April 2010 payment date, when $2.2 million of
interest proceeds reduced the outstanding balance of the Class D-1
Notes and Class D-2 Notes by 8.5%.  Moody's also notes that the
Class C Notes and 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 balance of $601 million, defaulted par of $19.5 million,
a weighted average default probability of 26.02% (implying a WARF
of 3364), a weighted average recovery rate upon default of 43.50%,
and a diversity score of 50.  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.

Phoenix CLO II, Ltd., issued in March 2007, is a collateralized
loan obligation backed primarily by a portfolio of senior secured
loans.

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

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

In addition to the base case analysis described above, Moody's
also performed sensitivity analyses to test the impact on all
rated notes of various default probabilities.

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, where a positive difference corresponds
to lower expected loss), assuming that all other factors are held
equal:

Moody's Adjusted WARF -- 20% (2691)

  -- Class X: 0
  -- Class A: +2
  -- Class B: +3
  -- Class C-1: +2
  -- Class C-2: +2
  -- Class D-1: +3
  -- Class D-2: +3
  -- Class 1: +2
  -- Class 3: +3

Moody's Adjusted WARF + 20% (4037)

  -- Class X: 0
  -- Class A: -2
  -- Class B: -1
  -- Class C-1: -2
  -- Class C-2: -2
  -- Class D-1: -2
  -- Class D-2: -2
  -- Class 1: -2
  -- Class 3: -1

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

Sources of additional performance uncertainties are:

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

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

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


PINE MOUNTAIN: S&P Downgrades Ratings on Various Classes of Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class A-1, A-2, A-3, A-4, and B notes from Pine Mountain CDO III
Ltd. to 'D (sf)' from 'CC (sf)'.  At the same time, S&P affirmed
its 'CC (sf)' ratings on three classes of notes from the same
transaction.

The downgrades are a result of the default in the payment of
interest due on the non-deferrable class A-1, A-2, A-3, A-4, and B
notes as mentioned in the trustee's notice of additional events of
default dated Jan. 27, 2011.  S&P affirmed its ratings on the
class C, D, and E notes based on their current credit support and
the fact that interest payments on those classes are deferrable.

                         Ratings Lowered

                    Pine Mountain CDO III Ltd.

                                 Rating
                                 ------
                 Class       To          From
                 -----       --          ----
                 A-1         D (sf)      CC (sf)
                 A-2         D (sf)      CC (sf)
                 A-3         D (sf)      CC (sf)
                 A-4         D (sf)      CC (sf)
                 B           D (sf)      CC (sf)

                        Ratings Affirmed

                    Pine Mountain CDO III Ltd.

                       Class       Rating
                       -----       ------
                       C           CC (sf)
                       D           CC (sf)
                       E           CC (sf)


PLAYBOY ENTERPRISES: S&P Assigns 'B-' Corporate Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
'B-' corporate credit rating to Chicago, Ill.-based Playboy
Enterprises, Inc., owner and operators Playboy magazine, TV
networks, and other assets.  The rating outlook is stable.

At the same time, S&P assigned Playboy's $195 million secured
first-lien credit facilities its preliminary issue rating of
'B-' (at the same level as the 'B-' preliminary corporate
credit rating) with a recovery rating of '3', indicating S&P's
expectation of meaningful (50%-70%) recovery for debtholders in
the event of a payment default.  The facilities consist of a
$10 million revolving credit facility due 2016 and a $185 million
term loan due 2017.

"The 'B-' preliminary corporate credit rating incorporates S&P's
assumption of moderate revenue declines over the intermediate term
as the company seeks to partner or joint venture on several of its
business segments," said Standard & Poor's credit analyst Andy
Liu.

Performance of Playboy's entertainment and digital segments has
been hampered by the availability of free adult content on the
Internet, and magazine operations reflect the secular decline of
the entire magazine sector.  This is one of the main drivers of
the company's plan to refocus on its Playboy brand and related
trademarks.  Relative to Playboy's other business segments, the
company's licensing segment has been more stable, and S&P expects
it to grow with the global economy.

Playboy's business risk profile is vulnerable, in S&P's opinion.
The company's declining business segments will continue to
pressure overall performance, at least over the near term.  S&P
views Playboy's financial profile as highly leveraged.  For the
past two years, Playboy was barely profitable as measured by
EBITDA.  While the company has identified many cost savings in
conjunction with the going-private transaction, it will take
Playboy some time to realize those savings.  In the meantime, cash
flow will be weak over the intermediate term.

Playboy is a media and lifestyle company marketing the Playboy
brand through a range of multimedia and licensing initiatives.


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

  -- US$25,000,000 Class A-1R First Priority Senior Secured
     Floating Rate Revolving Notes Due 2021 (current outstanding
     balance of $23,808,628.08), Upgraded to Aa2 (sf); previously
     on June 22, 2009 Downgraded to A2 (sf);

  -- US$25,000,000 Class A-1D First Priority Senior Secured
     Floating Rate Delayed Draw Notes Due 2021 (current
     outstanding balance of $23,808,628.08), Upgraded to Aa2 (sf);
     previously on June 22, 2009 Downgraded to A2 (sf);

  -- US$106,000,000 Class A-1A First Priority Senior Secured
     Floating Rate Term Notes Due 2021 (current outstanding
     balance of $100,948,583.05), Upgraded to Aa2 (sf); previously
     on June 22, 2009 Downgraded to A2 (sf);

  -- US$60,000,000 Class A-1S First Priority Senior Secured
     Floating Rate Term Notes Due 2021 (current outstanding
     balance of $56,735,640.93), Upgraded to Aaa (sf); previously
     on June 22, 2009 Downgraded to Aa2 (sf);

  -- US$8,500,000 Class A-1J First Priority Senior Secured
     Floating Rate Term Notes Due 2021, Upgraded to Aa3 (sf);
     previously on June 22, 2009 Downgraded to Baa1 (sf);

  -- US$22,000,000 Class B Second Priority Senior Secured Floating
     Rate Notes Due 2021, Upgraded to A3 (sf); previously on June
     22, 2009 Downgraded to Ba1 (sf);

  -- US$15,500,000 Class C Third Priority Senior Secured
     Deferrable Floating Rate Notes Due 2021, Upgraded to Ba1
      (sf); previously on November 23, 2010 Caa2 (sf) Placed Under
     Review for Possible Upgrade;

  -- US$6,500,000 Class D-1 Fourth Priority Mezzanine Deferrable
     Floating Rate Notes Due 2021, Upgraded to Caa1 (sf);
     previously on November 23, 2010 Ca (sf) Placed Under Review
     for Possible Upgrade;

  -- US$10,000,000 Class D-2 Fourth Priority Mezzanine Deferrable
     Step-Up Notes Due 2021 (current outstanding balance of
     $8,359,875.00), Upgraded to Caa1 (sf); previously on
     November 23, 2010 Ca (sf) Placed Under Review for Possible
     Upgrade;

  -- US$9,000,000 Class E Fifth Priority Mezzanine Deferrable
     Floating Rate Notes Due 2021 (current outstanding balance of
     $10,149,084.92), Upgraded to Caa3 (sf); previously on
     June 22, 2009 Downgraded to C (sf).

                        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 transaction's
overcollateralization ratios since the rating action in June 2009.

Improvement in the credit quality is observed through an
improvement in the average credit rating (as measured by the
weighted average rating factor) and a decrease in the proportion
of securities from issuers rated Caa1 and below.  In particular,
as of the latest trustee report dated January 14, 2011, the
weighted average rating factor is currently 2563 compared to 2631
in the May 2009 report, and securities rated Caa1/CCC+ or lower
make up approximately 3.5% of the underlying portfolio versus
7.8% in May 2009.  Additionally, defaulted securities total
about $12.5 million of the underlying portfolio compared to
$23.9 million in May 2009.

The overcollateralization ratios of the rated notes have also
improved since the rating action in June 2009.  The Class A/B,
Class C, Class D and Class E overcollateralization ratios are
reported at 118.80%, 111.50%, 105.27% and 101.41%, respectively,
versus May 2009 levels of 110.64%, 103.99%, 98.96% and 95.42%,
respectively.  Moody's also notes that the Class C, Class D and
Class E Notes are no longer deferring interest and that all
previously deferred interest on the Class C Notes and Class D
Notes 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 balance of $278 million, defaulted par of $13 million, a
weighted average default probability of 26.26% (implying a WARF of
3475), a weighted average recovery rate upon default of 43.70%,
and a diversity score of 60.  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.

Rosedale CLO Ltd., issued in June 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 sensitivity analyses to test the impact on all
rated notes of various default probabilities.  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,
where a positive difference corresponds to lower expected losses),
assuming that all other factors are held equal:

Moody's Adjusted WARF -- 20% (2780)

  -- Class X: 0
  -- Class A-1R: +1
  -- Class A-1D: +1
  -- Class A-1A: +1
  -- Class A-1S: +2
  -- Class A-1J: +2
  -- Class B: +2
  -- Class C: +2
  -- Class D-1: +2
  -- Class D-2: +2
  -- Class E: +2

Moody's Adjusted WARF + 20% (4170)

  -- Class X: 0
  -- Class A-1R: -1
  -- Class A-1D: -1
  -- Class A-1A: -1
  -- Class A-1S: -2
  -- Class A-1J: -2
  -- Class B: -2
  -- Class C: -2
  -- Class D-1: -2
  -- Class D-2: -2
  -- Class E: -2

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 manager's
investment strategy 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) 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 sell
   defaulted assets create additional uncertainties.  Moody's
   analyzed defaulted recoveries assuming the lower of the market
   price and the recovery rate in order to account for potential
   volatility in market prices.

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

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


SENIOR ABS: Fitch Downgrades Ratings on 2002-1 Certs. to 'Bsf/LS4'
------------------------------------------------------------------
Fitch Ratings has downgraded the certificates issued by Senior ABS
Repack Trust, series 2002-1:

  -- $9,600,000 certificates to 'Bsf/LS4' from 'BBsf/LS4'; Outlook
     remains Negative.

The rating on the certificates, which addresses timely payment of
interest and ultimate payment of principal is based on the
anticipated cash flow from the E*TRADE ABS CDO I, Ltd. class A-2
notes held as collateral by the Senior ABS Repack Trust 2002-1.
The rating on the certificates correlates directly with the rating
on the class A-2 notes of E*TRADE I.  The E*TRADE I class A-2
notes were downgraded to 'Bsf/LS4' from 'BBsf/LS4' by Fitch, and
the Outlook remains Negative.

The Loss Severity rating 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.


SIGNATURE 7: S&P Raises Ratings on Two Classes of Notes
-------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A and B notes from Signature 7 L.P., a collateralized bond
obligation transaction managed by John Hancock Life Insurance Co.
At the same time, S&P removed the rating on the class A notes from
CreditWatch, where S&P placed it with positive implications on
Oct. 14, 2010.  S&P also affirmed its rating on the class C notes.

The upgrades reflect increased credit support to the higher
tranches due to significant paydowns to the class A notes.  Since
S&P's March 26, 2010, rating action, when S&P downgraded some the
notes due to credit deterioration within the collateral pool, the
class A notes have had over $20 million in paydowns and currently
have only 25.59% of the original balance outstanding.  As of the
Jan. 18, 2011 trustee report, the transaction had approximately
$11.13 million of defaulted assets.  This is down from
approximately $13.50 million as of the Jan. 18, 2010 trustee
report, which S&P referenced for its March 2010 rating actions.
The affirmation of the rating on the class C notes reflects S&P's
opinion of the availability of sufficient credit support at the
current rating levels.

The transaction has also benefited from an increase in the
overcollateralization available to support the rated notes.  The
trustee reported these O/C ratios in the Jan. 18, 2011, monthly
report:

* The class A O/C ratio was 167.55%, compared with a reported
  ratio of 156.47% in March 2010;

* The class B O/C ratio was 129.52%, compared with a reported
  ratio of 125.55% in March 2010; and

* The class C O/C ratio was 110.22%, compared with a reported
  ratio of 109.66% in March 2010.

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

                  Rating And Creditwatch Actions

                          Signature 7 L.P.

                           Rating
                           ------
             Class     To           From
             -----     --           ----
             A         AAA (sf)     A- (sf)/Watch Pos
             B         BBB (sf)     BB- (sf)

                          Rating Affirmed

                          Signature 7 L.P.

                    Class           Rating
                    -----           ------
                    C               CCC+ (sf)

  Transaction Information
  -----------------------
Issuer:              Signature 7 L.P.
Collateral manager:  John Hancock Life Insurance Co.
Underwriter:         Goldman Sachs & Co.
Trustee:             State Street Bank & Trust Co., Boston, MA


ST LOUIS: Fitch Downgrades Rating on 1999 Revenue Bonds to 'BB'
---------------------------------------------------------------
As part of its on going surveillance efforts, Fitch Ratings
downgrades the rating on these series of bonds issued by the St.
Louis County Industrial development Authority (MO) on behalf of
Nazareth Living Center to 'BB' from 'BB+'.

  -- Approximately $8.1 million series 1999 refunding revenue
     bonds.

The Rating Outlook remains Stable.

Security:

The bonds are secured by a revenue pledge, deed of trust on NLC's
real and personal property, and a debt service reserve.

Rating Rationale:

  -- The downgrade to 'BB' from 'BB+' reflects the additional
     financial risks associated with undertaking a significant
     campus expansion and repositioning project.  The project is
     expected to include approximately $15 million in additional
     debt to finance a 50-unit independent living expansion, as
     part one of a three-phase project.

  -- Despite the short-term impact to NLC's financial profile,
     Fitch believes this project will be beneficial to its
     competitive position over the long term.

  -- The 'BB' rating reflects NLC's small revenue base,
     competitive operating environment, and light unrestricted
     liquidity levels against expenses and pro forma debt burden.

  -- As a mitigating factor, NLC's operating performance continues
     to improve, generating solid debt service coverage in fiscal
     2010 and the six-month interim period ending Dec. 31, 2010.

Key Rating Drivers:

  -- Fitch expects that NLC will successfully execute its campus
     expansion and repositioning project by completing
     construction on time and on budget, and reaching fill-up and
     entrance fee receipt targets.

  -- Any deterioration in what is currently a solid and stable
     skilled nursing operation would likely result in negative
     rating pressure.

Credit Summary:

The rating downgrade to 'BB' from 'BB+' reflects the expected
issuance of up to $15 million in debt to finance a significant
expansion and repositioning of its campus, as well as the
additional risks associated with such projects, including delays,
cost overruns, timing in entrance fee receipts, and potential
impact to existing operations.

While still in a preliminary stage, NLC is planning to undertake a
sizeable campus expansion and repositioning project.  The first
phase will consist of a 50-unit independent living expansion, for
a total projected cost of $16 million.  The projected financing
structure includes a combination of short- and long-term debt, as
well as a $1 million equity contribution.  $7.1 million in short-
term debt will be paid using entrance fee revenues upon project
completion and occupancy, currently projected in 2014.  Fitch
considered the expected addition of $7.9 million in long-term debt
for the project, which would effectively double NLC's current debt
burden and its annual debt service requirements.  Pro forma
maximum annual debt service is estimated at approximately
$1.4 million, as calculated by Fitch.  While the first phase of
the project will likely be followed with an assisted living unit
repositioning and further independent living units, any additional
phases are very preliminary and dependent upon market conditions.
While Fitch believes the successful completion of these projects
are necessary to reinforce NLC's long-term market position, the
increased operating risk coupled with additional expected debt
burden will have a negative impact on related metrics over the
short term.  Though the downgrade to 'BB' reflects the above
expected financing, Fitch will review the structure and sizing of
the debt issuance as it comes to market, likely sometime in late
2011-early 2012.

Pro forma metrics demonstrate significant leverage, as well as
reduced financial flexibility.  With pro forma long-term debt
estimated at $16.4 million, unrestricted cash to pro forma debt
falls to 15.6%, debt to capitalization increases to 76% and debt
to net available increases to 8.6 times, at Dec. 31, 2010.
However, NLC does cover pro forma MADS at 1.3x by revenue only for
the same time period, which is indicative of the strength of the
current operation.  Still, after $4.8 million in cash was
earmarked for the capital project and moved to restricted funds,
unrestricted cash declined to $2.6 million at Dec. 31, 2010.  This
equated to 68.1 days of cash on hand and a light 1.8x pro forma
cushion ratio, metrics which are reflective of a non-investment
grade credit.  Fitch expects that overall debt and liquidity
metrics are likely to remain well below investment grade median
levels through the project time frame, and the downgrade reflects
a heightened operating risk coupled with the reduction in
financial flexibility to meet obligations.

The surrounding competitive environment presents additional credit
concern.  NLC still operates in a very competitive service area,
with several rival assisted living providers.  Meramec Bluffs
(sponsored by Lutheran Senior Services, rated 'A-' by Fitch), and
Friendship Village of South County (rated 'A-' by Fitch).  As a
result, NLC has seen some decline in its occupancy, which is down
to 67.8% in the ALU and 88.2% in the skilled nursing facilities as
of Dec. 31, 2010, from 73.4 and 91.1 in fiscal 2010, respectively.
Occupancy has declined a total 5.2% in AL and 6.8% in the SNF
since fiscal 2006, and also reflects a shift in the progression of
care, as patients are increasingly bypassing or reducing their ALU
stay and going straight to the SNF, having a shorter stay there as
well.  However, management reports continued demand for memory
care units, and Fitch believes that phase two of the campus
project should help meet that demand and increase AL occupancy.

Despite the decline in occupancy, NLC continues to demonstrate
improvements in operating profitability via cost controls,
expansion of post-acute services, as well as improved revenue
capture.  Fitch believes that NLC benefits from a co-sponsorship
agreement via shared strategies and management best practices,
which help bolster operations.  NLC generated a 90.1% operating
ratio in fiscal 2010, ahead of the 98.9% generated in the prior
year and ahead of Fitch's 'BBB' rated median of 98.6%.  Realized
investment gains helped generate an 8.6% excess margin in fiscal
2010 and a more modest 3% excess margin at Dec. 31, 2010, both
ahead of Fitch's 'BBB' median of 1.7%.  Strong operating
performance at fiscal year ending June 30, 2010 translated into
strong coverage of actual debt service of 4.0x as calculated by
Fitch, or 3.38x as calculated under NLC's master indenture.

The Stable Outlook is supported by Fitch's expectation that NLC
will maintain its solid skilled nursing occupancy, and
successfully complete its phase one ILU project on time and on
budget.

Located in St. Louis, MO, NLC operates 134 ALUs and 140 SNF beds,
generating $15 million in total revenue in fiscal 2010.  NLC is
co-sponsored by Benedictine Health System and the Sisters of St.
Joseph of Carondolet.  Under the series 1999 bond documents, NLC
is required to disclose only annual financial statements to the
trustee for the benefit of bondholders.  However, Fitch views
favorably NLC's distribution of interim financials and utilization
statistics directly to requesting bondholders.


TABERNA PREFERRED: S&P Affirms Ratings on 13 Tranches
-----------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on 13
tranches from Taberna Preferred Funding II Ltd., a cash flow
collateralized debt obligation transaction backed mainly by REIT
trust preferred securities.

On Dec. 31, 2009, S&P lowered its ratings on the class A-1A, A-1B,
A-1C, A-2, and B notes to 'D (sf)', following an event of default
(EOD) triggered by an interest shortfall to the nondeferrable
tranches.  S&P affirmed its 'CC (sf)' ratings on the class C-1, C-
2, C-3, D, E-1, E-2, F, I comb, II comb, and III comb tranches to
reflect the availability of credit support at the current rating
level.   S&P also affirmed its 'AAA (sf)' ratings on the class P-1
comb S, P-2 comb S, and P-3 comb S notes, which are fully backed
by U.S. Treasury principal strips.

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.

                         Ratings Affirmed

                 Taberna Preferred Funding II Ltd.

                     Class             Rating
                     -----             ------
                     C-1               CC (sf)
                     C-2               CC (sf)
                     C-3               CC (sf)
                     D                 CC (sf)
                     E-1               CC (sf)
                     E-2               CC (sf)
                     F                 CC (sf)
                     I comb           CC (sf)
                     II comb          CC (sf)
                     III comb         CC (sf)
                     P-1 comb S       AAA (sf)
                     P-2 comb S       AAA (sf)
                     P-3 comb S       AAA (sf)

                     Other Ratings Outstanding

                 Taberna Preferred Funding II Ltd.

                     Class             Rating
                     -----             ------
                     A-1A              D (sf)
                     A-1B              D (sf)
                     A-1C              D (sf)
                     A-2               D (sf)
                     B                 D (sf)


TERWIN MORTGAGE: Moody's Confirms Rating on 2007-4HE Tranches
-------------------------------------------------------------
Moody's Investors Service has confirmed the rating of two tranches
and downgraded the rating of one other tranche issued by Terwin
Mortgage Trust 2007-4HE.  The collateral backing these deals
primarily consists of first-lien adjustable-rate subprime
residential mortgages.

Issuer: Terwin Mortgage Trust 2007-4HE

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

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

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

                        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.

The principal methodology used in this rating was "Subprime RMBS
Loss Projection Update: February 2010" published in February 2010.
In addition, Moody's has updated pool loss estimates based on
collateral performance to date.  When calculating the rate of new
delinquencies (as described on page 4 of the methodology
publication referenced above), Moody's took into account loans
that were reclassified from delinquent to current due to
modification in order to not understate the rate of new
delinquencies.  The modified loans that are classified as current
were added to the reported delinquency levels in the pool to
calculate the true rate of new delinquencies.

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.  Overall,
Moody's assumes a further 5% decline in home prices with
stabilization later in 2011, accompanied by continued stress in
national employment levels through that timeframe.

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.


TRIBUNE LIMITED: Moody's Downgrades Ratings on Two Classes
----------------------------------------------------------
Moody's Investors Service has downgraded the ratings of Tribune
Limited 43 and Tribune Limited 44, collateralized debt obligation
transactions.

Issuer: Tribune Limited Series 43

  -- Series 43 US$12,000,000 6.23 percent Credit Linked Secured
     Notes due 2017 Notes, Downgraded to C; previously on Feb 12,
     2009 Downgraded to Ca

Issuer: Tribune Limited Series 44

  -- Series 44 US$45,000,000 Floating Rate Credit Linked Secured
     Notes due 2017 Notes, Downgraded to C; previously on Feb 12,
     2009 Downgraded to Caa2

The rating downgrade on the notes is due to the full principal
loss of both tranches as a result of the settled credit events
incurred to date.  The ratings on the transactions will be
subsequently withdrawn.

Tribune 43 had experienced 18 credit events prior to full
principal loss of the tranche.  Tribune 44 had experienced 20
credit events prior to full principal loss of the tranche.  The
transactions originally had 6.70% and 8.20% of credit enhancement
at deal closing respectively.  At the time of the last review in
February of 2009 Tribune 43 had no remaining credit enhancement
and Tribune 44 had .03% of credit enhancement remaining.

Moody's Investors Service will withdraw the credit rating pursuant
to published credit rating methodologies that allow for the
withdrawal of the credit rating if an obligation is no longer
outstanding.


VENTURE II: Moody's Upgrades Ratings on Three Classes of Notes
--------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Venture II CDO 2002, Limited:

  -- US$187,000,000 Class A-1 Notes (current outstanding balance
     of $74,929,577), Upgraded to Aaa (sf); previously on
     September 3, 2009 Downgraded to Aa2 (sf);

  -- US$18,000,000 Class A-2 Notes, Upgraded to A3 (sf);
     previously on September 3, 2009 Downgraded to Baa2 (sf);

  -- US$12,250,000 Class C Notes, Upgraded to Caa3 (sf);
     previously on November 23, 2010 Ca (sf) Placed Under Review
     for Possible Upgrade.

                        Ratings Rationale

According to Moody's, the rating actions taken on the notes result
primarily from the de-levering of the Class A-1 Notes, which have
been paid down by approximately $75.5 million or 50% of the
outstanding principal since the rating action in September 2009.
As a result of the de-levering, the overcollateralization ratios
have increased for the Class A and B Notes since the rating action
in September 2009.  As of the latest trustee report dated
January 5, 2011, the Class A and B overcollateralization ratios
are reported at 124.1% and 114.6%, respectively, versus August
2009 levels of 117.8% and 111.8%, respectively.  In addition to
principal proceeds, excess spread is being diverted to pay down
Class A-1 Notes as a result of the failure of the Class C Par
Value Test.  Moody's also notes that the credit profile of the
underlying portfolio has been relatively stable since the last
rating action.  Based on the January 2011 trustee report, the
weighted average rating factor is currently 3086 compared to 2996
in the August 2009 report.

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, like
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 balance of $114.9 million, defaulted par of
$12.4 million, a weighted average default probability of 26.4%
(implying a WARF of 4475), a weighted average recovery rate upon
default of 42.9%, and a diversity score of 56.  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.

Venture II CDO 2002, Limited, issued in November 2002, 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 sensitivity analyses to test the impact on all
rated notes of various default probabilities.  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% (3580)

  -- Class A1: 0
  -- Class A2: +2
  -- Class B: +1
  -- Class C: 0

Moody's Adjusted WARF + 20% (5370)

  -- Class A1: -1
  -- Class A2: -2
  -- Class B: -2
  -- Class C: 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 manager's
investment strategy 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:

* 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.

* 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 sell 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.

* 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.


VERSAILLES PARTICIPATION: Moody's Cuts Note Rating to 'B3'
----------------------------------------------------------
Moody's Investors Service has downgraded the rating of this
participation interest:

  -- US$127,287,454.88 Versailles Participation Interest 2009-
     Z1a (current balance of $121,484,975), Downgraded to B3 (sf);
     previously on July 28, 2009 Assigned Ba1 (sf).

                        Ratings Rationale

The transaction is a repackaged security whose rating is based on
the rating of the underlying security and the legal structure of
the transaction.  The rating action is a result of the change in
the rating of the Class A-1 Notes issued by Zohar CDO 2003-1
Limited which was downgraded by Moody's on February 11, 2011.

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.


WELLS FARGO: Moody's Upgrades Ratings on 13 Tranches
----------------------------------------------------
Moody's Investors Service has upgraded thirteen tranches from six
auto loan securitizations from 2006 to 2008 that are serviced by
Wells Fargo Bank, N.A. (as successor by merger to Wachovia Bank,
N.A.), a direct wholly-owned subsidiary of Wells Fargo & Company.

Issuer: Wachovia Auto Loan Owner Trust 2006-1

  -- Cl. C, Upgraded to Aaa (sf); previously on Dec. 14, 2010 Aa3
     (sf) Placed Under Review for Possible Upgrade

  -- Cl. D, Upgraded to Aaa (sf); previously on Dec. 14, 2010 B1
     (sf) Placed Under Review for Possible Upgrade

Issuer: Wachovia Auto Loan Owner Trust 2006-2

  -- Cl. C, Upgraded to Aaa (sf); previously on Dec. 14, 2010 Aa1
     (sf) Placed Under Review for Possible Upgrade

  -- Cl. D, Upgraded to Aaa (sf); previously on Dec. 14, 2010 Baa2
     (sf) Placed Under Review for Possible Upgrade

  -- Cl. E, Upgraded to Aaa (sf); previously on Dec. 14, 2010 B3
     (sf) Placed Under Review for Possible Upgrade

Issuer: Wachovia Auto Loan Owner Trust 2007-1

  -- Cl. C, Upgraded to Aaa (sf); previously on Dec. 14, 2010 Aa1
     (sf) Placed Under Review for Possible Upgrade

  -- Cl. D, Upgraded to Aaa (sf); previously on Dec. 14, 2010 Baa3
     (sf) Placed Under Review for Possible Upgrade

  -- Cl. E, Upgraded to A1 (sf); previously on Dec. 14, 2010 B3
     (sf) Placed Under Review for Possible Upgrade

Issuer: Wachovia Auto Loan Owner Trust 2008-1

  -- Cl. C, Upgraded to Aaa (sf); previously on Dec. 14, 2010 Aa2
     (sf) Placed Under Review for Possible Upgrade

  -- Cl. D, Upgraded to Aaa (sf); previously on Dec. 14, 2010 Ba2
     (sf) Placed Under Review for Possible Upgrade

  -- Cl. E, Upgraded to Baa1 (sf); previously on Dec. 14, 2010 B3
     (sf) Placed Under Review for Possible Upgrade

Issuer: Wachovia Auto Owner Trust 2007-A

  -- Cl. B, Upgraded to Aa1 (sf); previously on Dec. 14, 2010 Baa2
     (sf) Placed Under Review for Possible Upgrade

Issuer: Wachovia Auto Owner Trust 2008-A

  -- Cl. B, Upgraded to Aa3 (sf); previously on Dec. 14, 2010 Baa2
     (sf) Placed Under Review for Possible Upgrade

                        Ratings Rationale

The actions are the result of updated lower loss expectations and
build-up in credit enhancement relative to remaining losses.

Moody's current lifetime cumulative net loss projections for 2006-
1 and 2006-2 transactions are 6.00% of the original pool balance,
lower than 7.50% from December 2009 when securities from these
transactions were previously upgraded.  For 2006-1 transaction,
total hard credit enhancement (excluding excess spread of
approximately 5.3% per annum) is currently approximately 51% and
20% of outstanding pool balance for classes C and D respectively.
Moody's volatility proxy Aaa level is approximately 8% of the
remaining collateral balance respectively.  Pool factor for the
transaction is approximately 9% of original collateral balance.
For 2006-2 transaction, total hard credit enhancement (excluding
excess spread of approximately 4.7% per annum) is currently
approximately 71%, 37% and 11%of outstanding pool balance for
classes C, D and E respectively.  Moody's volatility proxy Aaa
level is approximately 8% of the remaining collateral balance
respectively.  Pool factor for the transaction is approximately
10% of original collateral balance.

Moody's currently projects 2007-1 transaction to incur a
cumulative lifetime loss of 7.25% of original pool balance, lower
than 9.00% from April 2010 when securities from this transaction
were previously upgraded.  Total hard credit enhancement
(excluding excess spread of approximately 4.9% per annum) is
currently approximately 51%, 24% and 7% of outstanding pool
balance for classes C, D and E respectively.  Moody's volatility
proxy Aaa level is approximately 12% of the remaining collateral
balance respectively.

Moody's current lifetime cumulative net loss projections for 2008-
1 transaction is 6.75% of the original pool balance, lower than
8.75% from April 2010.  when securities from this transaction were
previously upgraded .  Total hard credit enhancement (excluding
excess spread of approximately 4.1% per annum) is currently
approximately 37%, 14% and 4% of outstanding pool balance for
classes C, D and E respectively.  Moody's volatility proxy Aaa
level is approximately 12% of the remaining collateral balance
respectively.

Moody's currently projects 2007-A transaction to incur a
cumulative lifetime loss of 0.70% of original pool balance, which
is in the middle of the 0.65% to 0.75% range previously published
in December 2010 when securities from this transaction were placed
on review .  Total hard credit enhancement (excluding excess
spread of approximately 1.5% per annum) is currently approximately
3.4% of outstanding pool balance for class B.

Moody's volatility proxy Aaa level is approximately 3.0% of the
remaining collateral balance.

Moody's currently projects 2008-A transaction to incur a
cumulative lifetime loss of 0.85% of original pool balance, which
is within the 0.80% to 0.95% range previously published in
December 2010 when securities from this transaction were placed on
review.  Total hard credit enhancement (excluding excess spread of
approximately 1.1% per annum) is currently approximately 2% of
outstanding pool balance for class B.  Moody's volatility proxy
Aaa level is approximately 4% of the remaining collateral balance
respectively.

Ratings on the affected notes could be upgraded (where applicable)
if the lifetime CNLs are lower by 10%, or downgraded if the
lifetime CNLs are higher by 10%.

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

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.


WF-RBS COMMERCIAL: Moody's Assigns Ratings to 2011-C2 Notes
-----------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to nine
classes of CMBS securities, issued by WF-RBS Commercial Mortgage
Trust 2011-C2, Commercial Mortgage Pass-Through Certificates,
Series 2011-C2.

  -- Cl. A-1, Assigned (P)Aaa (sf)
  -- Cl. A-2, Assigned (P)Aaa (sf)
  -- Cl. X-A, Assigned (P)Aaa (sf)
  -- Cl. X-B, Assigned (P)Aaa (sf)
  -- Cl. B, Assigned (P)Aa2 (sf)
  -- Cl. C, Assigned (P)A2 (sf)
  -- Cl. D, Assigned (P)Baa3 (sf)
  -- Cl. E, Assigned (P)Ba2 (sf)
  -- Cl. F, Assigned (P)B2 (sf)

                        Ratings Rationale

The Certificates are collateralized by 50 fixed rate loans secured
by 96 properties.  The ratings are based on the collateral and the
structure of the transaction.

Moody's CMBS ratings methodology combines both commercial real
estate and structured finance analysis.  Based on commercial real
estate analysis, Moody's determines the credit quality of each
mortgage loan and calculates an expected loss on a loan specific
basis.  Under structured finance, the credit enhancement for each
certificate typically depends on the expected frequency, severity,
and timing of future losses.  Moody's also considers a range of
qualitative issues as well as the transaction's structural and
legal aspects.

The credit risk of loans is determined primarily by two factors:
1) Moody's assessment of the probability of default, which is
largely driven by each loan's DSCR, and 2) Moody's assessment of
the severity of loss upon a default, which is largely driven by
each loan's LTV ratio.

The Moody's Actual DSCR of 1.57X is higher than the 2007
conduit/fusion transaction average of 1.31X.  The Moody's Stressed
DSCR of 1.16X is higher than the 2007 conduit/fusion transaction
average of 0.92X.

Moody's Trust LTV ratio of 87.9% is lower than the 2007
conduit/fusion transaction average of 110.6%.  Moody's Total LTV
ratio (inclusive of subordinated debt) of 88.3% is also considered
when analyzing various stress scenarios for the rated debt.

Moody's also considers both loan level diversity and property
level diversity when selecting a ratings approach.  With respect
to loan level diversity, the pool's loan level Herfindahl score is
21.6.  With respect to property level diversity, the pool's
property level Herfindahl score is 22.4.  The transaction's
property diversity profile is within the band of Herfindahl scores
found in previously rated conduit and fusion securitizations.

Moody's also grades properties on a scale of 1 to 5 (best to
worst) and considers those grades when assessing the likelihood of
debt payment.  The factors considered include property age,
quality of construction, location, market, and tenancy.  The
pool's weighted average property quality grade is 2.1, which is in
the band of average grades found in previously rated conduit and
fusion securitizations.

The transaction benefits from four loans, representing
approximately 10.0% of the pool balance in aggregate, assigned an
investment grade credit estimate.  Loans assigned investment grade
credit estimates are not expected to contribute any loss to a
transaction in low stress scenarios, but are expected to
contribute minimal amounts of loss in high stress scenarios.

Moody's analysis employs the excel-based CMBS Conduit Model v2.50
which derives credit enhancement levels based on an aggregation of
adjusted loan level proceeds derived from Moody's loan level DSCR
and LTV ratios.  Major adjustments to determining proceeds include
loan structure, property type, sponsorship and diversity.

The V Score for this transaction is assessed as Low/Medium, the
same as the V score assigned to the U.S. Conduit and CMBS sector.
This reflects typical volatility with respect to the critical
assumptions used in the rating process as well as an average
disclosure of securitization collateral and ongoing performance.

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

Moody's Parameter Sensitivities: If Moody's value of the
collateral used in determining the initial rating were decreased
by 5%, 15%, or 23%, the model-indicated rating for the currently
rated Aaa classes would be Aa1, Aa2, Aa3, respectively.  Parameter
Sensitivities are not intended to measure how the rating of the
security might migrate over time; rather they are designed to
provide a quantitative calculation of how the initial rating might
change if key input parameters used in the initial rating process
differed.  The analysis assumes that the deal has not aged.
Parameter Sensitivities only reflect the ratings impact of each
scenario from a quantitative/model-indicated standpoint.
Qualitative factors are also taken into consideration in the
ratings process, so the actual ratings that would be assigned in
each case could vary from the information presented in the
Parameter Sensitivity analysis.

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.


ZOHAR CDO: Moody's Downgrades Ratings on Three Classes of Notes
---------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
ratings of these notes issued by Zohar CDO 2003-1 Limited.:

  -- US$150,000,000 Class A-1 Floating Rate Senior Secured
     Revolving Notes due 2015 (current outstanding balance of
     $143,984,975), Downgraded to B3 (sf); previously on June 12,
     2009 Downgraded to B1 (sf);

  -- US$32,000,000 Class A-2 Floating Rate Senior Secured Delayed
     Drawdown Notes due 2015 (current outstanding balance of
     $30,716,795), Downgraded to B3 (sf); previously on June 12,
     2009 Downgraded to B1 (sf);

  -- US$297,500,000 Class A-3a Floating Rate Senior Secured
     Delayed Drawdown Notes due 2015 (current outstanding balance
     of $283,464,942), Downgraded to B3 (sf); previously on
     June 12, 2009 Downgraded to Ba1 (sf).

                        Ratings Rationale

According to Moody's, the rating actions taken on the notes are a
result of further credit deterioration of the underlying portfolio
since the rating action in June 2009.

Credit deterioration of the collateral pool is observed through a
decline in the average credit rating (as measured through the
weighted average rating factor and calculated by Moody's), an
increase in the dollar amount of defaulted securities, and an
increase in the proportion of securities from issuers with a
Credit Estimate of Caa1 and below.  Based on the December 2010
trustee report, the weighted average rating factor is 4017
compared to 2954 in March 2009 and the dollar amount of defaulted
securities has increased to about $55 million from approximately
$37 million in March 2009.  The Class A overcollateralization
ratio has remained stable and is reported at 119.0%, versus March
2009 level of 119.9%.

Moody's assessed the collateral pool's elevated concentration risk
of obligors in excess of 3% with stale credit estimates and the
credit deterioration in the underlying pool as a result of an
increase in the rating factors and decline in recovery rates of
updated credit estimates.  Moody's also notes that approximately
43% of the assets in the collateral pool are either unrated, have
no Credit Estimate or have a Credit Estimate that has not been
updated for more than 15 months.

Moody's also observes the slow paced delevering of the senior
notes, since the end of its reinvestment period in November 2008
the Class A1, Class A2 and Class A3a have delevered by $21 million
or 4% of the original balance.

In addition, the ratings on Class A-1 and A-2 Notes reflect the
financial guarantee insurance policy issued by MBIA Insurance
Corporation.  The above actions are a result of, and are
consistent with, Moody's modified approach to rating structured
finance securities wrapped by financial guarantors as described in
the press release dated July 14, 2009, titled "Moody's modifies
approach to rating structured finance securities wrapped by
financial guarantors."

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 balance of $561 million, defaulted par of $62 million,
weighted average default probability of 70.97% (implying a WARF of
8593), a weighted average recovery rate upon default of 37.5%, and
a diversity score of 20.  Moody's adjusted WARF has increased
since the last rating action due to the percentage of securities
in the underlying portfolio that are unrated, have no Credit
Estimate or have a Credit Estimate that has not been updated for
more than 15 months.  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.

Zohar CDO 2003-1 Limited, issued on November 13, 2003, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans, most of which rely on credit estimates.

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, due to the low
diversity of the collateral pool, CDOROM 2.6 was used to simulate
a default distribution that was then applied as an input in the
cash flow model.

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 10% of the collateral balance.  In addition, Moody's
applied 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.

In addition to the base case analysis described above, Moody's
also performed sensitivity analyses to test the impact on all
rated notes of various default probabilities.

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, where a positive difference corresponds
to lower expected loss), assuming that all other factors are held
equal:

Moody's Adjusted WARF -- 20% (6874)

  -- Class A1: +3
  -- Class A2: +3
  -- Class A3a: +5
  -- Class A3b: +1

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

Sources of additional performance uncertainties are:

1) Delevering: A source of uncertainty in this transaction is the
   slow pace of delevering.

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 sell
   defaulted assets create additional uncertainties.

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 participate in amend-
   to-extend offerings.

4) 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.


ZOHAR II: Moody's Downgrades Ratings on Three Classes of Notes
--------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
ratings of these notes issued by Zohar II 2005-1, Limited:

  -- US$250,000,000 Class A-1 Notes due 2017 (current outstanding
     balance of $244,463,522), Downgraded to B3 (sf); previously
     on June 12, 2009 Downgraded to Ba1 (sf);

  -- US$550,000,000 Class A-2 Notes due 2017 (current outstanding
     balance of $537,819,748), Downgraded to B3 (sf); previously
     on June 12, 2009 Downgraded to Ba1 (sf);

  -- US$200,000,000 Class A-3 Notes due 2017 (current outstanding
     balance of $195,570,817), Downgraded to B3 (sf); previously
     on June 12, 2009 Downgraded to Ba1 (sf).

                        Ratings Rationale

According to Moody's, the rating actions taken on the notes are a
result of further credit deterioration of the underlying portfolio
since the rating action in June 2009.

Credit deterioration of the collateral pool is observed through a
decline in the average credit rating (as measured through the
weighted average rating factor and calculated by Moody's), and an
increase in the proportion of securities from issuers with a
Credit Estimate of Caa1 and below.  Based on the January 2011
trustee report the weighted average rating factor is 3536 compared
to 2879 in April 2009.  The Class A overcollateralization ratio
has also decreased since the last rating action and is reported at
119.4%, versus April 2009 level of 124.4%.

Moody's assessed the collateral pool's elevated concentration risk
of obligors in excess of 3% with stale credit estimates and the
credit deterioration in the underlying pool as a result of an
increase in the rating factors and decline in recovery rates of
updated credit estimates.  Moody's also notes that approximately
37% of the assets in the collateral pool are either unrated, have
no Credit Estimate or have a Credit Estimate that has not been
updated for more than 15 months.

Moody's also observes the slow paced delevering of the senior
notes, since the end of its reinvestment period in January
2010 the Class A-1, Class A-2 and Class A-3 have delevered by
$22 million or 2% of the original balance.

In addition, the ratings on Class A-1, A-2 and A-3 Notes reflect
the financial guarantee insurance policy issued by MBIA Insurance
Corporation.  The above actions are a result of, and are
consistent with, Moody's modified approach to rating structured
finance securities wrapped by financial guarantors as described in
the press release dated July 14, 2009, titled "Moody's modifies
approach to rating structured finance securities wrapped by
financial guarantors."

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 balance of $1,133 million, defaulted par of $167 million,
weighted average default probability of 67.64% (implying a WARF of
8401), a weighted average recovery rate upon default of 35.23%,
and a diversity score of 24.  Moody's adjusted WARF has increased
since the last rating action due to the percentage of securities
in the underlying portfolio that are unrated, have no Credit
Estimate or have a Credit Estimate that has not been updated for
more than 15 months.  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.

Zohar II 2005-1, Limited, issued on January 12, 2005, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans, most of which rely on credit estimates.

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, due to the low
diversity of the collateral pool, CDOROM 2.6 was used to simulate
a default distribution that was then applied as an input in the
cash flow model.

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 7% of the collateral balance.  In addition, Moody's
applied 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.

In addition to the base case analysis described above, Moody's
also performed sensitivity analyses to test the impact on all
rated notes of various default probabilities.

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, where a positive difference corresponds
to lower expected loss), assuming that all other factors are held
equal:

Moody's Adjusted WARF -- 20% (6720)

  -- Class A1: +4
  -- Class A2: +4
  -- Class A3: +4

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

Sources of additional performance uncertainties are described
below:

1) Delevering: A source of uncertainty in this transaction is the
   slow pace of delevering.

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 sell
   defaulted assets create additional uncertainties.

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 participate in amend-
   to-extend offerings.

4) 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.


ZOHAR III: Moody's Downgrades Ratings on Various Classes of Notes
-----------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
ratings of these notes issued by Zohar III, Limited:

  -- US$200,000,000 Class A-1R Floating Rate Senior Secured
     Revolving Notes Due 2019, Downgraded to A3 (sf); previously
     on June 12, 2009 Downgraded to A1 (sf);

  -- US$150,000,000 Class A-1T Floating Rate Senior Secured Term
     Notes Due 2019, Downgraded to A3 (sf); previously on June 12,
     2009 Downgraded to A1 (sf);

  -- US$350,000,000 Class A-1D Floating Rate Senior Secured
     Delayed Drawdown Notes Due 2019, Downgraded to A3 (sf);
     previously on June 12, 2009 Downgraded to A1 (sf);

  -- US$200,000,000 Class A-2 Floating Rate Second Priority Senior
     Secured Term Notes Due 2019, Downgraded to Ba2 (sf);
     previously on June 12, 2009 Downgraded to Baa2 (sf);

  -- US$116,000,000 Class A-3 Floating Rate Third Priority Senior
     Secured Term Notes Due 2019, Downgraded to B3 (sf);
     previously on June 12, 2009 Downgraded to Ba3 (sf).

                        Ratings Rationale

According to Moody's, the rating actions taken on the notes are a
result of further credit deterioration of the underlying portfolio
since the rating action in June 2009.

Credit deterioration of the collateral pool is observed through a
decline in the average credit rating (as measured through the
weighted average rating factor and calculated by Moody's), and an
increase in the proportion of securities from issuers with a
Credit Estimate of Caa1 and below.  Based on the December 2010
trustee report, the dollar amount of defaulted securities has
increased to about $64 million from approximately $61 million in
March 2009.  The Class A overcollateralization ratio has decreased
and is reported at 125.3%, versus March 2009 level of 127.0%.

Moody's assessed the collateral pool's elevated concentration risk
of obligors in excess of 3% with stale credit estimates and the
credit deterioration in the underlying pool as a result of an
increase in the rating factors and decline in recovery rates of
updated credit estimates.  Moody's also notes that approximately
39% of the assets in the collateral pool are either unrated, have
no Credit Estimate or have a Credit Estimate that has not been
updated for more than 15 months.

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 balance of $1,245 million, defaulted par of $64 million,
weighted average default probability of 51.11% (implying a WARF of
7318), a weighted average recovery rate upon default of 38.36%,
and a diversity score of 27.  Moody's adjusted WARF has increased
since the last rating action due to the percentage of securities
in the underlying portfolio that are unrated, have no Credit
Estimate or have a Credit Estimate that has not been updated for
more than 15 months.  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.

Zohar III, Limited, issued in April 6, 2007, is a collateralized
loan obligation backed primarily by a portfolio of senior secured
loans, most of which rely on credit estimates.

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, due to the low
diversity of the collateral pool, CDOROM 2.6 was used to simulate
a default distribution that was then applied as an input in the
cash flow model.

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 7% of the collateral balance.  In addition, Moody's
applied 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.

In addition to the base case analysis described above, Moody's
also performed sensitivity analyses to test the impact on all
rated notes of various default probabilities.

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% (5854)

  -- Class A1R: +4
  -- Class A1T: +4
  -- Class A1D: +4
  -- Class A2: +3
  -- Class A3: +4

Moody's Adjusted WARF + 20% (8781)

  -- Class A1R: -4
  -- Class A1T: -4
  -- Class A1D: -4
  -- Class A2: -6
  -- Class A3: -6

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 strategy and behavior and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

1) Recovery of defaulted assets: Market value fluctuations in
   defaulted assets reported by the trustee and those assumed to
   be defaulted by Moody's may create volatility in the deal's
   overcollateralization levels.  Further, the timing of
   recoveries and the manager's decision to work out versus sell
   defaulted assets create additional uncertainties.

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

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.

4) 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.


* S&P Raises Ratings on 32 Tranches From 28 CDO Transactions
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on 32
tranches from 28 corporate-backed synthetic collateralized debt
obligation transactions and removed them from CreditWatch with
positive implications.  At the same time, S&P lowered its ratings
on 34 tranches from 19 synthetic CDO transactions backed by
commercial mortgage backed securities and two tranches from two
corporate-backed synthetic CDO transactions and removed them from
CreditWatch with negative implications.

S&P upgraded the 32 tranches because of a combination of factors:
upward migration in the transactions' reference portfolios,
seasoning of the underlying reference entities, and synthetic
rated overcollateralization ratios that were higher than 100% at
higher rating levels as of the January review and at S&P's
projection of the SROC ratios in 90 days assuming no credit
migration.  S&P downgraded the 36 tranches because of negative
rating migration in the transactions' underlying reference
portfolios.

                 Rating And Creditwatch Actions

                       ABACUS 2006-13 Ltd.

                                   Rating
                                   ------
     Class                    To             From
     -----                    --             ----
     A                        CCC- (sf)      CCC (sf)/Watch Neg

                       ABACUS 2006-NS1 Ltd.

                                   Rating
                                   ------
     Class                    To             From
     -----                    --             ----
     A                        CCC- (sf)       CCC (sf)/Watch Neg
     B                        CCC- (sf)       CCC (sf)/Watch Neg

              Aphex Capital NSCR 2006-1 Ltd. 2006-1

                                   Rating
                                   ------
     Class                    To             From
     -----                    --             ----
     Notes                    BB (sf)         BB+ (sf)/Watch Neg

              Aphex Capital NSCR 2007-3 Ltd. 2007-3

                                   Rating
                                   ------
     Class                    To             From
     -----                    --             ----
     A-2F                     CCC- (sf)       CCC (sf)/Watch Neg
     A-2L                     CCC- (sf)       CCC (sf)/Watch Neg
     B                        CCC- (sf)       CCC (sf)/Watch Neg
     C-F                      CCC- (sf)       CCC (sf)/Watch Neg
     C-L                      CCC- (sf)       CCC (sf)/Watch Neg

              Aphex Capital NSCR 2007-5 Ltd. 2007-5

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

                  Archstone Synthetic CDO II SPC

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

      Bear Stearns High Grade Structured Credit Strategies
                         Master Fund Ltd.

                                   Rating
                                   ------
     Class                    To             From
     -----                    --             ----
     Unf Cr Def               A (sf)         BBB+ (sf)/Watch Pos

        Calculus CMBS Resecuritization Trust Series 2007-1

                                   Rating
                                   ------
     Class                    To             From
     -----                    --             ----
     Units                    CCC (sf)       CCC+ (sf)/Watch Neg

        Calculus CMBS Resecuritization Trust Series 2007-2

                                   Rating
                                   ------
     Class                    To             From
     -----                    --             ----
     V Units                  CCC (sf)       CCC+ (sf)/Watch Neg

                        Credit Default Swap
                     CORSICA - REF NO 51906

                                   Rating
                                   ------
     Class                    To             From
     -----                    --             ----
     Tranche                  AA-srp (sf)   A-srp (sf)/Watch Pos

                       Credit Default Swap
                    PAOLI - REF.  NO.  64451

                                   Rating
                                   ------
     Class                    To             From
     -----                    --             ----
     Tranche                  BBsrp (sf)   BB-srp (sf)/Watch Pos

                       Credit Default Swap
  US$1 bil Swap Risk Rating - Portfolio CDS Ref. No. 07ML113512A

                                 Rating
                                 ------
     Class                  To             From
     -----                  --             ----
     Tranche                CCC-srp (sf)   CCCsrp (sf)/Watch Neg

                       Credit Default Swap
       US$187.5 mil Swap Risk Rating - Portfolio CDS Ref No.
                     PYR_8631051_82386541_Zica

                                 Rating
                                 ------
     Class                  To             From
     -----                  --             ----
     Swap                   BBB+srp (sf)   BBB-srp (sf)/Watch Pos

                        Credit Default Swap
       US$250.25 mil MBIA Insurance Corp - Deutsche Bank AG
                          New York Branch

                                 Rating
                                 ------
     Class                  To             From
     -----                  --             ----
     Tranche                CCC-srp (sf)   CCCsrp (sf)/Watch Neg

                        Credit Default Swap
            US$500 mil Credit Default Swap - CRA700386

                                 Rating
                                 ------
     Class                  To             From
     -----                  --             ----
     Swap                   AA-srp (sf)    A+srp (sf)/Watch Pos

                       Credit Default Swap
           US$500 mil Credit Default Swap - CRA700396

                                 Rating
                                 ------
     Class                  To             From
     -----                  --             ----
     Swap                    AA-srp (sf)   A+srp (sf)/Watch Pos

                 Credit Linked Notes Ltd. 2006-1

                                 Rating
                                 ------
     Class                  To             From
     -----                  --             ----
     Notes                  B (sf)         CCC- (sf)/Watch Pos

                        HARBOR SPC 2006-1

                                  Rating
                                  ------
     Class                    To           From
     -----                    --           ----
     A                        CCC+ (sf)    B+ (sf)/Watch Neg
     B                        CCC+ (sf)    B- (sf)/Watch Neg
     C                        CCC (sf)     CCC+ (sf)/Watch Neg
     D                        CCC (sf)     CCC+ (sf)/Watch Neg

                        HARBOR SPC 2006-2

                                  Rating
                                  ------
     Class                    To           From
     -----                    --           ----
     B                        CCC (sf)     CCC+ (sf)/Watch Neg
     C                        CCC (sf)     CCC+ (sf)/Watch Neg
     D                        CCC (sf)     CCC+ (sf)/Watch Neg

                        Infiniti SPC Ltd.
   US$20 mil Infiniti SPC Ltd. Acting on Behalf of and for the
Account of the Potomac Synthetic CDO 2007-2 Segregated Portfolio
                          Series 10A-2

                                  Rating
                                  ------
     Class                    To           From
     -----                    --           ----
     10A-2                    BB (sf)      BB- (sf)/Watch Pos

                      Maclaurin SPC 2007-2

                                  Rating
                                  ------
     Class                    To           From
     -----                    --           ----
     A1                       CCC- (sf)    CCC (sf)/Watch Neg

                  Magnolia Finance I PLC 2004-4

                                  Rating
                                  ------
     Class                    To           From
     -----                    --           ----
     A                        AA- (sf)     BBB- (sf)/Watch Pos

                 Magnolia Finance II PLC 2006-7D

                                  Rating
                                  ------
     Class                    To           From
     -----                    --           ----
     Notes                    B (sf)      CCC+ (sf)/Watch Pos

                 Morgan Stanley ACES SPC 2005-12

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     Fltg Rt Nt               B+ (sf)     CCC+ (sf)/Watch Pos

                 Morgan Stanley ACES SPC 2005-18

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     SFRN                     A+ (sf)     BBB (sf)/Watch Pos

                 Morgan Stanley ACES SPC 2005-25

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     ScFltRtNts               B- (sf)     CCC- (sf)/Watch Pos

                 Morgan Stanley ACES SPC 2006-33

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     E                        A- (sf)     BBB- (sf)/Watch Pos

                  Morgan Stanley ACES SPC 2007-6

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     IIA                      BB- (sf)    B+ (sf)/Watch Pos
     IIIA                     B+ (sf)     B- (sf)/Watch Pos

                  Morgan Stanley ACES SPC 2008-3

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     Notes                    BB- (sf)    B (sf)/Watch Pos

                 Morgan Stanley Managed ACES SPC
     JPY1.5 bil Morgan Stanley Managed Aces SPC Series 2007-16

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     IIB                      B (sf)      B+ (sf)/Watch Neg

                         Mt. Kailash Ltd.

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     Cr Link Ln               BB- (sf)    CCC+ (sf)/Watch Pos

                          NOAJ CDO Ltd. 1

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     Series 1                 BB- (sf)    B+ (sf)/Watch Pos

                    Nomura International PLC
      US$1 bil NSCR 2006-1 Class A-1 Nomura Synthetic CMBS
                        Resecuritization

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     Tranche                  BB (sf)     BB+ (sf)/Watch Neg

                     Nomura International PLC
               US$1 bil NSCR 2006-2 2.75%-7% SCDO

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     Tranche                  B+srp (sf)  BB-srp (sf)/Watch Neg

                     Nomura International PLC
      US$20 mil NSCR 2006-1 Class FL Nomura Synthetic CMBS
                         Resecuritization

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     First Loss               CCC+ (sf)   B- (sf)/Watch Neg

                   PARCS-R Master Trust 2007-6

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     Trust Unit               AAA (sf)    AA+ (sf)/Watch Pos

                   REPACS Trust Series: Warwick

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     A Debt Uts               BBB- (sf)   BB- (sf)/Watch Pos
     B Debt Uts               BB (sf)     B- (sf)/Watch Pos

                             REVE SPC
   EUR35 mil, US$20 mil Reve SPC Dryden XVII Notes Series 2007-2

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     A Seg 8                  CCC+ (sf)   B (sf)/Watch Neg

                     Rutland Rated Investments
                        LYNDEN 2006-1 (21)

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     A1-L                     BB- (sf)    B+ (sf)/Watch Pos

                    Rutland Rated Investments
         US$105 mil Dryden XII - IG Synthetic CDO 2006-2

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     A1A-$LS                  BB+ (sf)    BB (sf)/Watch Pos

                        Seawall 2006-4 Ltd.

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     A                        CCC- (sf)   CCC (sf)/Watch Neg

                         SPGS SPC 2006-I

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     A                        CCC+ (sf)   B- (sf)/Watch Neg
     B                        CCC+ (sf)   B- (sf)/Watch Neg
     C                        CCC+ (sf)   B- (sf)/Watch Neg

                             SPGS SPC
                         MSC 2006-SRR1-A2

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     A2                       CCC- (sf)   CCC+ (sf)/Watch Neg
     A2-S                     CCC- (sf)   CCC+ (sf)/Watch Neg

        SPGS SPC, acting for the account of MSC 2006-SRR2
                       Segregated Portfolio

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     A-1                      CCC (sf)    B (sf)/Watch Neg

                Starling Finance PLC 2006-016

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     Notes                    BB- (sf)    B+ (sf)/Watch Pos

                        Strata 2004-8 Ltd.

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     Fltg Rt Nt               BBB- (sf)   BB (sf)/Watch Pos

                   STRATA Trust Series 2006-10

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     Notes                    B (sf)      B- (sf)/Watch Pos

                    Terra CDO SPC Ltd. 2007-7

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     A-1                      B+ (sf)     CCC- (sf)/Watch Pos

                              UBS AG
                 US$25 mil AMP A CLO 2007-2 Notes

                                  Rating
                                  ------
     Class                    To          From
     -----                    --          ----
     Notes                    B+ (sf)     CCC+ (sf)/Watch Pos


* S&P Withdraws Ratings on 36 Classes From 31 North American CMBS
-----------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on 56
classes from 31 North American commercial mortgage-backed
securities, and commercial real estate collateralized debt
obligation transactions.

S&P withdrew its ratings on 47 classes from 28 CMBS and CRE CDO
transactions following the repayment of each classes' principal
balance, as noted in each transaction's January 2011 remittance
report.  S&P withdrew its ratings on eight interest-only classes
from six transactions following the reductions of the classes'
notional balances as noted in each transaction's January 2011
remittance reports.

S&P also withdrew its rating on one additional IO class following
the repayment of all principal and interest paying classes rated
'AA-' or higher from the CMBS transaction, according to its
criteria for rating IO securities.

             Ratings Withdrawn Following Repayment Or
                  Reduction Of Notional Balance

         Banc of America Commercial Mortgage Trust 2006-5
           Commercial mortgage pass-through certificates

                                        Rating
                                        ------
       Class                    To                  From
       -----                    --                  ----
       A-1                      NR                  AAA (sf)

         Bear Stearns Commercial Mortgage Securities Inc.
  Commercial mortgage pass-through certificates series 2004-BBA3

                                        Rating
                                        ------
       Class                    To                  From
       -----                    --                  ----
       K                        NR                  AA+ (sf)
       L                        NR                  BB+ (sf)
       X-1B                     NR                  AAA (sf)

Bear Stearns Small Balance Commercial Mortgage Loan Trust 2006-1
          Commercial mortgage pass-through certificates

                                        Rating
                                        ------
       Class                    To                  From
       -----                    --                  ----
       A-IO                     NR                  AAA (sf)

            Chase Commercial Mortgage Securities Corp.
    Commercial mortgage pass-through certificates series 1999-2

                                        Rating
                                        ------
       Class                    To                  From
       -----                    --                  ----
       G                        NR                  BBB- (sf)

            Chase Commercial Mortgage Securities Corp.
    Commercial mortgage pass-through certificates series 2000-3

                                        Rating
                                        ------
       Class                    To                  From
       -----                    --                  ----
       E                        NR                  A- (sf)

                           COMM 2001-J2
          Commercial mortgage pass-through certificates

                                        Rating
                                        ------
       Class                    To                  From
       -----                    --                  ----
       A-1                      NR                  AAA (sf)
       A1F                      NR                  AAA (sf)
       OM2                      NR                  A (sf)
       OM3                      NR                  BBB (sf)

                          COMM 2007-FL14
          Commercial mortgage pass-through certificates

                                        Rating
                                        ------
       Class                    To                  From
       -----                    --                  ----
       AOA1                     NR                  CCC- (sf)
       AOA2                     NR                  CCC- (sf)
       AOA3                     NR                  CCC- (sf)
       AOA4                     NR                  CCC- (sf)

                      COMM Resecuritization
             CMBS trust certificates series 2003-J2R

                                        Rating
                                        ------
       Class                    To                  From
       -----                    --                  ----
       A-1A                     NR                  AAA (sf)
       A-1AIO                   NR                  AAA (sf)
       A-1B                     NR                  AAA (sf)
       A-1BIO                   NR                  AAA (sf)

       Credit Suisse First Boston Mortgage Securities Corp.
   Commercial mortgage pass-through certificates series 2001-CF2

                                        Rating
                                        ------
       Class                    To                  From
       -----                    --                  ----
       A-4                      NR                  AAA (sf)

       Credit Suisse First Boston Mortgage Securities Corp.
   Commercial mortgage pass-through certificates series 2002-CKN2

                                        Rating
                                        ------
       Class                    To                  From
       -----                    --                  ----
       A-2                      NR                  AAA (sf)

       Credit Suisse First Boston Mortgage Securities Corp.
   Commercial mortgage pass through certificates series 2004-C4

                                        Rating
                                        ------
       Class                    To                  From
       -----                    --                  ----
       A-2                      NR                  AAA (sf)
       A-3                      NR                  AAA (sf)

                           Falcon Trust
   Commercial mortgage pass-through certificates series 2002-SMU

                                        Rating
                                        ------
       Class                    To                  From
       -----                    --                  ----
       A                        NR                  AAA (sf)
       B                        NR                  AAA (sf)

       First Union National Bank Commercial Mortgage Trust
   Commercial mortgage pass-through certificates series 2001-C2

                                        Rating
                                        ------
       Class                    To                  From
       -----                    --                  ----
       A-2                      NR                  AAA (sf)

                   Freehold Raceway Mall Trust
   Commercial mortgage pass-through certificates series 2001-FRM

                                        Rating
                                        ------
       Class                    To                  From
       -----                    --                  ----
       A-1                      NR                  AAA (sf)
       A-2                      NR                  AAA (sf)
       B                        NR                  AAA (sf)
       X                        NR                  AAA (sf)

                GE Commercial Mortgage Corporation
    Commercial mortgage pass-through certificates series 2004-C1

                                        Rating
                                        ------
       Class                    To                  From
       -----                    --                  ----
       X-2                      NR                  AAA (sf)

             GMAC Commercial Mortgage Securities, Inc.
          Commercial mortgage pass-thru certs ser 1999-C1

                                        Rating
                                        ------
       Class                    To                  From
       -----                    --                  ----
       E                        NR                  AAA (sf)

       JPMorgan Chase Commercial Mortgage Securities Corp.
       Mortgage pass-through certificates series 2001-CIBC1

                                        Rating
                                        ------
       Class                    To                  From
       -----                    --                  ----
       B                        NR                  AAA (sf)

       JPMorgan Chase Commercial Mortgage Securities Corp.
  Commercial mortgage pass through certificates series 2004-PNC 1

                                        Rating
                                        ------
       Class                    To                  From
       -----                    --                  ----
       A-2                      NR                  AAA (sf)

  JPMorgan Chase Commercial Mortgage Securities Trust 2007-CIBC19
          Commercial mortgage pass-through certificates

                                        Rating
                                        ------
       Class                    To                  From
       -----                    --                  ----
       A-1       &