TCR_Public/110227.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 27, 2011, Vol. 15, No. 57

                            Headlines

ACACIA CRE: Moody's Takes Rating Actions on Various Classes
ACAS CRE: Moody's Affirms Ratings on 16 Classes of Notes
BANC OF AMERICA: Moody's Confirms Ratings on Four Tranches
BANC OF AMERICA: Moody's Downgrades Ratings on Various Classes
BAYVIEW COMMERCIAL: Moody's Downgrades Ratings on 70 Tranches

BEAR STEARNS: Moody's Downgrades Ratings on Six 2005-TOP18 Certs.
BEAR STEARNS: S&P Publishes 'BB' Rating for Class B Certificates
BOSTON HARBOR: S&P Raises Ratings on Three Classes of Notes
BURR RIDGE: S&P Raises Ratings on Various Classes of Notes
CALCULUS CMBS: Moody's Downgrades Ratings on Seven Trust Units

CITRUS MEMORIAL: Moody's Downgrades Long-Term Bond Rating to 'Ba2'
COMM 2005-LP5: Moody's Reviews Ratings on 12 Classes of Certs.
COMM MORTGAGE: Fitch Downgrades Ratings on 2006-FL12 Certs.
COUNTRYWIDE HOME: Moody's Takes Rating Actions on 30 Tranches
CREDIT SUISSE: Moody's Reviews Ratings on 2006-C4 Certificates

CREDIT SUISSE: S&P Downgrades Ratings on 11 2003-C5 Securities
CRESI FINANCE: Moody's Takes Rating Actions on Various Classes
CSAM FUNDING: Moody's Upgrades Ratings on Various Classes of Notes
DEUTSCHE MORTGAGE: Moody's Cuts Rating on Series 2007-RS8 to 'B3'
DILLON READ: Moody's Downgrades Ratings on Two Classes of Notes

DRYDEN V-LEVERAGED: S&P Raises Ratings on Various Classes of Notes
DUNLOE 2005-I: S&P Downgrades Rating to Class B Notes to 'D'
EAST LANE: S&P Assigns 'BB+' Rating to Series 2011-1 Notes
FOUNDATION RE: S&P Assigns 'BB+' Rating to Series 2011-1 Notes
FRASER SULLIVAN: Moody's Assigns Ratings on Various Classes

FREEDOM CERTIFICATES: Moody's Upgrades Ratings on Two Certs.
GALAXY V: S&P Raises Ratings on Various Classes of Notes
GE CAPITAL: S&P Affirms Ratings on 14 2002-2 Securities
GMAC COMMERCIAL: Fitch Upgrades Ratings on 1998-C1 Certificates
GOLDEN KNIGHT: Moody's Upgrades Ratings on Various Classes

GREENWICH CAPITAL: Moody's Upgrades Ratings on Two 2004-GG1 Certs.
GSMSC PASS-THROUGH: Moody's Downgrades Ratings on Five Tranches
HEWETT'S ISLAND: S&P Raises Ratings on Various Classes of Notes
ING INVESTMENT: S&P Raises Ratings on Various Classes of Notes
INTEGRAL FUNDING: Moody's Upgrades Ratings on Various Classes

JP MORGAN: Fitch Downgrades Ratings on 2006-CIBC17 Certificates
JP MORGAN: Fitch Issues Presale Report on 2011-C3 Certificates
JP MORGAN: Fitch Takes Various Rating Actions on 2007-CIBC20 Notes
JP MORGAN: Moody's Reviews Ratings on 13 2005-CIBC11 Certs.
JP MORGAN: Moody's Downgrades Ratings on Two 2005-LDP3 Certs.

JP MORGAN: Moody's Downgrades Ratings 10 2007-LDP10 Certificates
JP MORGAN: S&P Assigns Ratings to $1.49 Bil. 2011-C3 Certs.
JPMORGAN CHASE: S&P Downgrades Ratings on Three 2007-CIBC20 Certs.
KENMORE STREET: Moody's Takes Rating Actions on Class 7A-1 Notes
LANDMARK VIII: S&P Raises Ratings on Two Classes of Notes

LASALLE COMMERCIAL: Fitch Downgrades Ratings on Four Classes
LATITUDE CLO: Moody's Upgrades Ratings on Various Classes of Notes
LB MULTIFAMILY: Moody's Affirms Ratings on Two 1991-4 Notes
LB-UBS COMMERCIAL: Moody's Downgrades Ratings on 2003-C3 Certs.
LB-UBS COMMERCIAL: Moody's Cuts Ratings on Four 2003-C8 Certs.

LB-UBS COMMERCIAL: S&P Affirms Ratings on 18 2003-C3 Securities
LEHMAN STRUCTURED: Moody's Reviews Ratings on Three Classes
LENOX STREET: Moody's Takes Rating Actions on Various Classes
MADISON PARK: S&P Raises Ratings on Four Classes of Notes
MARATHON CLO: Moody's Upgrades Ratings on Four Classes Notes

MARATHON CLO: S&P Raises Ratings on Various Classes of Notes
MERRILL LYNCH: DBRS Confirms Class F Rating at 'BB'
MERRILL LYNCH: DBRS Confirms Class G at 'BB'
MERRILL LYNCH: Fitch Downgrades Ratings on Class F to 'C/RR3'
MERRILL LYNCH: Moody's Downgrades Ratings on Five Tranches

MERRILL LYNCH: Moody's Lifts Ratings on Four 2005-Canada 15 Certs.
MERRILL LYNCH: Moody's Affirms Ratings on 2005-Canada 16 Certs.
MERRILL LYNCH: Moody's Downgrades Ratings on 14 2007-AF1 Tranches
MONUMENT PARK: S&P Raises Ratings on Three Classes of Notes
MORGAN STANLEY: S&P Raises Ratings on Three 1999-CAM1 Certs.

MORGAN STANLEY: S&P Downgrades Ratings on Two Classes of Notes
MUNICIPAL IMPROVEMENT: Fitch Confirms Ratings on Various Notes
N-45 FIRST: Moody's Affirms Ratings on Seven 2003-1 Certificates
N-STAR CDO: Fitch Junks Ratings on Three Classes of Notes
N-STAR REAL: Fitch Junks Ratings on Two Classes of Notes

RBSGC STRUCTURED: Moody's Downgrades Rating to 2008-B Certificates
REAL ESTATE: Moody's Affirms Ratings on 19 Classes of Certs.
RED RIVER: S&P Raises Ratings on Two Classes of Notes
RESIDENTIAL ASSET: Moody's Downgrades Ratings on Two Classes
RFC CDO: Fitch Downgrades Ratings on Various Classes of Notes

SAINT BARNABAS: Moody's Ups Rating on $864MM Bonds From 'Ba1'
SALOMON BROTHERS: Moody's Upgrades Rating on 2002-KEY2 Certs.
SAPPHIRE VALLEY: Moody's Upgrades Ratings on Various Classes
SEQUOIA MORTGAGE: Fitch Issuer Presale Report on Various Notes
SLM STUDENT: Fitch Affirms 'BBsf' Rating on 2005-7 Student Loans

SONOMA VALLEY: Moody's Downgrades Ratings on Two Classes of Notes
SORIN REAL: Moody's Takes Rating Actions on Various Classes
SUSSEX COUNTY: S&P Downgrades Ratings on Various Revenue Bonds
TIERS CORPORATE: S&P Corrects Ratings on $42 Mil. Certs. to 'D'
TRICADIA CDO: S&P Downgrades Ratings on 13 Classes of Notes

WASATCH CLO: Moody's Upgrades Ratings on Various Classes of Notes
WMALT SERIES: Moody's Downgrades Ratings on 11 2007-OA3 Tranches
ZOO HF3: Fitch Takes Various Rating Actions on Five Notes

* S&P Downgrades Ratings on Nine Classes From Four RMBS Deals
* S&P Withdraws Ratings on 11 Classes of Notes From Six CDO Deals

                            *********

ACACIA CRE: Moody's Takes Rating Actions on Various Classes
-----------------------------------------------------------
Moody's has downgraded one class and affirmed five classes of
Notes issued by Acacia CRE CDO 1, Ltd. due to the deterioration in
the credit quality of the underlying portfolio as evidenced by an
increase in the weighted average rating factor, increase in
Defaulted Securites, and high level of under-collateralization.
The rating action is the result of Moody's on-going surveillance
of commercial real estate collateralized debt obligation
transactions.

Moody's rating action is:

  -- Cl. A, Downgraded to Ca (sf); previously on March 5, 2010
     Downgraded to Caa3 (sf)

  -- Cl. B, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. C, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. D, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. E, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. F, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

                        Ratings Rationale

Acacia CRE CDO 1, Ltd. is a static CRE CDO transaction backed by a
portfolio commercial mortgage backed securities (77.4% of the pool
balance), residential Alt-A/Jumbo/Option ARM mortgage backed
securities (12.3%), and CRE CDO debt (10.3%).  As of the
January 3, 2011 Trustee report, the aggregate Notes balance of the
transaction, including the Subordinate Notes and Deferred
Interest, has decreased to $289.0 million from $300 million at
issuance, with the pay-down directed to the Class A Notes.  The
pay-down was triggered by the principal repayment of underlying
collateral, payments of interest in respect of Defaulted
Securities being classified as Principal Proceeds per the
Indenture, and the failure of the Class A/B, Class C/D, and Class
E/F Overcollateralization Tests.  Per the Indenture, the failure
of any Overcollateralization Test results in all scheduled
interest and principal payments being directed to pay down the
most senior notes while interest payments on Class C, Class D,
Class E, Class F, and Class G have been deferred, until such tests
are cured.

There are forty-six assets with par balance of $146.9 million
(66.9% of the current pool balance) that are considered as
Defaulted Securities as of the January 3, 2011 Trustee report,
comparied to only twenty-six Defaulted Securities with 34.8% of
the pool balance at last review.  Moody's expects significant
losses from those Defaulted Securities to occur once they are
realized.  Also, as of the January 3, 2011 Trustee report, the
current par balance of the collateral, including Defaulted
Securities, is $219.5 million, which represents a 23% under-
collateralization to the transaction.  This corresponds to the
current senior Overcollateralization ratio of 43.68%.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the non-
Moody's rated collateral.  The bottom-dollar WARF is a measure of
the default probability within a collateral pool.  Moody's modeled
a bottom-dollar WARF of 7,986, including Defaulted Securities,
compared to 6,730 at last review.  The distribution of current
ratings and credit estimates is: Aaa-Aa3 (1.6% compared to 1.9% at
last review), A1-A3 (3.7% compared to 2.4% at last review), Baa1-
Baa3 (3.7% compared to 4.9% at last review), Ba1-Ba3 (8.5%
compared to 12.4% at last review), B1-B3 (0.9% compared to 9.1% at
last review), and Caa1-C (81.6% compared to 69.3% at last review).

WAL acts to adjust the probability of default of the collateral
assets in the pool for time.  Including Defaulted Securities,
Moody's modeled to a WAL of 5.7 years compared to 5.9 years at
last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool.  Moody's modeled a fixed WARR
of 11.5% compared to 5.0% at last review.  The increase in WARR is
due to the maturity/default of certain low-recovery collateral.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 100.0%, the same as last review.

Moody's review incorporated CDOROM(R) v2.8, one of Moody's CDO
rating models, which was released on January 24, 2011.

The cash flow model, CDOEdge(R) v3.2.1.0, was used to analyze the
cash flow waterfall and its effect on the capital structure of the
deal.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes.  However,
in many instances, a change in key parameter assumptions in
certain stress scenarios may be offset by a change in one or more
of the other key parameters.  Rated notes are particularly
sensitive to changes in recovery rate assumptions.  Holding all
other key parameters constant, in this transaction and given the
current level of undercollateralisation, changing the recovery
rate assumption down from 11.5% to 6.5% or up to 30% would result
in average rating movement on the rated tranches of 0 notch
downward and 0 to 1 notch upward, respectively.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term.  From time to time, Moody's may, if warranted, change
these expectations.  Performance that falls outside the given
range may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated when the related
securities ratings were issued.  Even so, a deviation from the
expected range will not necessarily result in a rating action nor
does performance within expectations preclude such actions.  The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.  Primary sources of assumption
uncertainty are the current sluggish macroeconomic environment and
varying performance in the commercial real estate property
markets.  However, Moody's expects to see increasing or
stabilizing property values, higher transaction volumes, a slowing
in the pace of loan delinquencies and greater liquidity for
commercial real estate in 2011 The hotel and multifamily sectors
are continuing to show signs of recovery, while recovery in the
office and retail sectors will be tied to recovery of the broader
economy.  The availability of debt capital continues to improve
with terms returning toward market norms.  Moody's central global
macroeconomic scenario reflects an overall sluggish recovery
through 2012, amidst ongoing individual, corporate and
governmental deleveraging, persistent unemployment, and government
budget considerations.

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.


ACAS CRE: Moody's Affirms Ratings on 16 Classes of Notes
--------------------------------------------------------
Moody's has downgraded one class and affirmed 16 classes of Notes
issued by ACAS CRE CDO 2007-1 LTD due to the deterioration in the
credit quality of the underlying portfolio as evidenced by an
increase in the weighted average rating factor, increase in the
percentage of securities experiencing interest shortfalls,
increase in Impaired Securites, and significant amount of unpaid
interest rate swap termination fee.  The rating action is the
result of Moody's on-going surveillance of commercial real estate
collateralized debt obligation transactions.

Moody's rating action is:

  -- Cl. A, Downgraded to C (sf); previously on March 5, 2010
     Downgraded to Caa3 (sf)

  -- Cl. B, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. C-FL, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. C-FX, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. D, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. E-FL, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. E-FX, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. F-FL, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. F-FX, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. G-FL, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. G-FX, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. H, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. J, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. K, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. L, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. M, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. N, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

                        Ratings Rationale

ACAS CRE CDO 2007-1 LTD is a static CRE CDO transaction backed by
a portfolio commercial mortgage backed securities (98.9% of the
pool balance) and CRE CDO debt (1.1%).  As of the January 31, 2011
Trustee report, the collateral par amount is $1.05 billion,
representing a $117.6 million decrease since securitization due to
realized losses to the collateral pool.

There are 109 assets with par balance of $1.01 billion (95.7% of
the current pool balance) that are considered Impaired Securities
as of the January 31, 2011 Trustee report, comparied to only nine
Impaired Securities with 8.4% of the pool balance at last review.
Per the Indenture, Impaired Security is defined as any Collateral
Debt Security experiences a payment default, or rating downgrade,
or a realized loss.

Also, there are 113 assets with 93% of the current pool balance
that have experienced interest shortfalls as of the January 31,
2011 Trustee report, comparied to 76 assets with 75% of the pool
balance at last review.

As of the May 2010 payment date, interest shortfalls from the
collateral pool resulted in the interest swap payment not being
paid in full, which triggered the early termination of the
interest swap agreement.  The interest swaps termination payment
amounts and their payment priorities in the distribution waterfall
resulted in the non-payment of interest on all Moody's rated
classes, including the Non-PIKable classes.  After the November,
2010 payment date, the remaining total amount of the termination
payment on the interest swap due was approximately $63.6 million.

As of the February 23, 2010 payment date, interest shortfalls from
the collateral pool resulted in a default in the payment of
interest on the Class B Notes, Class C Notes, and Class D Notes
(the Non-PIKable classes), which caused an Event of Default on
March 1, 2010, pursuant to Section 5.1(a) of the Indenture dated
as of July 24, 2007.  As of the January 31, 2011 Trustee report,
the EOD is continuing and the Acceleration of Maturity has not
been declared.  Moody's will continue monitoring the transaction
as the Holders of Notes may vote to direct the Trustee to take
particular action with respect to the Collateral Debt Securities
and the Notes.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the non-
Moody's rated collateral.  The bottom-dollar WARF is a measure of
the default probability within a collateral pool.  Moody's modeled
a bottom-dollar WARF of 9,830 compared to 8,820 at last review.
The distribution of current ratings and credit estimates is: Caa1-
Caa3 (5.4% compared to 33.0% at last review) and Ca-C (94.6%
compared to 67.0% at last review).

WAL acts to adjust the probability of default of the collateral
assets in the pool for time.  Moody's modeled to a WAL of 7.3
years compared to 8.1 years at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool.  Due to the speculative-grade
collateral, Moody's modeled a fixed zero WARR, the same as last
review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 0.0%, the same as last review.  The low
MAC is due to higher default probability collateral concentrated
within a small number of collateral names.

Moody's review incorporated CDOROM(R) v2.8, one of Moody's CDO
rating models, which was released on January 24, 2011.

The cash flow model, CDOEdge(R) v3.2.1.0, was used to analyze the
cash flow waterfall and its effect on the capital structure of the
deal.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes.  However,
in many instances, a change in key parameter assumptions in
certain stress scenarios may be offset by a change in one or more
of the other key parameters.  Rated notes are particularly
sensitive to changes in recovery rate assumptions.  Holding all
other key parameters static, changing the recovery rate assumption
up from 0% to 5% would not result in any rating movement on the
rated tranches.

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 sluggish macroeconomic environment and
varying performance in the commercial real estate property
markets.  However, Moody's expects to see increasing or
stabilizing property values, higher transaction volumes, a slowing
in the pace of loan delinquencies and greater liquidity for
commercial real estate in 2011.  The hotel and multifamily sectors
are continuing to show signs of recovery, while recovery in the
office and retail sectors will be tied to recovery of the broader
economy.  The availability of debt capital continues to improve
with terms returning toward market norms.  Moody's central global
macroeconomic scenario reflects an overall sluggish recovery
through 2012, amidst ongoing individual, corporate and
governmental deleveraging, persistent unemployment, and government
budget considerations.

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.


BANC OF AMERICA: Moody's Confirms Ratings on Four Tranches
----------------------------------------------------------
Moody's Investors Service has confirmed the ratings of four
tranches issued by Banc of America Funding 2007-3 Trust.  The
collateral backing these deals primarily consists of first-lien,
adjustable rate prime jumbo residential mortgages.

                        Ratings Rationale

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

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

The above mentioned approach " Prime Jumbo RMBS Loss Projection
Update: January 2010" is adjusted slightly when estimating losses
on pools left with a small number of loans.  To project losses on
pools with fewer than 100 loans, Moody's first estimates a
"baseline" average rate of new delinquencies for the pool that is
dependent on the vintage of loan origination (3.5%, 6.5% and 7.5%
for the 2005, 2006 and 2007 vintage respectively, adjustable pool
by pool).  This baseline rate is higher than the average rate of
new delinquencies for the vintage to account for the volatile
nature of small pools.  Even if a few loans in a small pool become
delinquent, there could be a large increase in the overall pool
delinquency level due to the concentration risk.  Once the
baseline rate is set, further adjustments are made based on 1) the
number of loans remaining in the pool and 2) the level of current
delinquencies in the pool.  The fewer the number of loans
remaining in the pool, the higher the volatility and hence the
stress applied.  Once the loan count in a pool falls below 75, the
rate of delinquency is increased by 1% for every loan less than
75.  For example, for a pool with 74 loans from the 2005 vintage,
the adjusted rate of new delinquency would be 3.535%.  If the
current delinquency level in a small pool is low, future
delinquencies are expected to reflect this trend.  To account for
that, the rate calculated above is multiplied by a factor ranging
from 0.2 to 1.8 for current delinquencies ranging from less than
2.5% to greater than 30% respectively.  Delinquencies for
subsequent years and ultimate expected losses are projected using
the approach described in the methodology publication.

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 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 positive impact on the rating.

Complete rating actions are:

Issuer: Banc of America Funding 2007-3 Trust

  -- Cl. X-PO, Confirmed at Caa1 (sf); previously on Dec. 17, 2009
     Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-A-1, Confirmed at B3 (sf); previously on Dec. 17, 2009
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. X-A-2, Confirmed at B3 (sf); previously on Dec. 17, 2009
     B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2-A-1, Confirmed at B3 (sf); previously on Dec. 17, 2009
     B3 (sf) Placed Under Review for Possible Downgrade


BANC OF AMERICA: Moody's Downgrades Ratings on Various Classes
--------------------------------------------------------------
Moody's Investors Service downgraded the ratings of nine classes
and affirmed 12 classes of Banc of America Commercial Mortgage
Inc. Commercial Mortgage Pass-Through Certificates, Series 2006-6:

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

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

  -- Cl. A-2, Affirmed at Aaa (sf); previously on Dec. 1, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3, Affirmed at Aaa (sf); previously on Dec. 1, 2006
     Definitive Rating Assigned Aaa (sf)

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

  -- Cl. A-4, Affirmed at Aaa (sf); previously on Dec. 1, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. XP, Affirmed at Aaa (sf); previously on Dec. 1, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. XC, Affirmed at Aaa (sf); previously on Dec. 1, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-M, Downgraded to A1 (sf); previously on Feb. 9, 2011
     Aa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-J, Downgraded to Ba1 (sf); previously on Feb. 9, 2011
     Baa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. B, Downgraded to B1 (sf); previously on Feb. 9, 2011 Ba2
      (sf) Placed Under Review for Possible Downgrade

  -- Cl. C, Downgraded to B3 (sf); previously on Feb. 9, 2011 B1
      (sf) Placed Under Review for Possible Downgrade

  -- Cl. D, Downgraded to Caa2 (sf); previously on Feb. 9, 2011 B3
      (sf) Placed Under Review for Possible Downgrade

  -- Cl. E, Downgraded to Ca (sf); previously on Feb. 9, 2011 Caa2
      (sf) Placed Under Review for Possible Downgrade

  -- Cl. F, Downgraded to C (sf); previously on Feb. 9, 2011 Ca
      (sf) Placed Under Review for Possible Downgrade

  -- Cl. G, Downgraded to C (sf); previously on Feb. 9, 2011 Ca
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. H, Downgraded to C (sf); previously on Feb. 9, 2011 Ca
     (sf) Placed Under Review for Possible Downgrade

  -- Cl. J, Affirmed at C (sf); previously on Nov. 19, 2009
     Downgraded to C (sf)

  -- Cl. K, Affirmed at C (sf); previously on Nov. 19, 2009
     Downgraded to C (sf)

  -- Cl. L, Affirmed at C (sf); previously on Nov. 19, 2009
     Downgraded to C (sf)

  -- Cl. M, Affirmed at C (sf); previously on Nov. 19, 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.

On February 9, 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
10.0% of the current balance.  At last review, Moody's cumulative
base expected loss was 9.6%.  Moody's stressed scenario loss is
27.5% 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 pay down analysis based on the
individual loan level Moody's LTV ratio.  Moody's Herfindahl score
(Herf), 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 18 compared to 19 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 November 19, 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 31, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 2% to
$2.403 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 nine loans, representing 46% 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 the pool had
experienced a loss of $115,200.  Seven loans, representing 22%
of the pool, are currently 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 mall is anchored by JCPenney, Macy's and Sears.
The property was 90% occupied as of March 2010, essentially the
same as last review.  The loan has an anticipated repayment date
of October 1, 2011.  The loan transferred to special servicing on
June 24, 2010, due to imminent monetary default.  As of February
2011, the loan was 30 days delinquent.  Although the sponsor, GGP,
filed for Chapter 11 Bankruptcy protection in April 2009, the
Riverchase Galleria loan was excluded from the filing and was not
modified.  Currently the Special Servicer is moving forward with
initiating the foreclosure process.  In February 2011 the master
servicer recognized an appraisal reduction of $159.1 million.

The second largest specially serviced loan is the Chicago Loop
Portfolio Loan ($161.4 million --6.7% of the pool), which is
secured by three office towers located in downtown Chicago,
Illinois.  The loan transferred to special servicing in October
2010 due to litigation filed by a new tenant in connection with
unreimbursed tenant improvements.  As of February 2011 the tenant
improvements have been funded, thereby mooting the tenant's legal
action.  As of June 2010 the property was 73% leased, compared to
75% at last review.  The loan remains current.  The remaining five
specially serviced loans are secured by a mix of property types.
The master servicer has recognized an aggregate $185.9 million
appraisal reduction for five of the specially serviced loans.
Moody's has estimated an aggregate $195.7 million loss (54%
expected loss on average) for six of the specially serviced loans.

Moody's has assumed a high default probability for eight poorly
performing loans representing 2% of the pool and has estimated an
$8.0 million loss (15% 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 99%
of the pool and partial year 2010 financials for 91% of the pool.
Excluding specially serviced and troubled loans, Moody's weighted
average LTV is 126% compared to 129% at last review.  Moody's net
cash flow reflects a weighted average haircut of 11.6% to the most
recently available net operating income.  Moody's value reflects a
weighted average capitalization rate of 9.25%

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.19X and 0.84X, respectively, compared to
1.17X and 0.81X 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 26% of the pool
balance.  The largest loan is the 777 Tower Loan ($273 million --
11.4% of the pool), which is secured by a Class A office building
located in Los Angeles, California with 1.0 million square feet of
net rentable area (NRA).  The loan sponsor is Maguire.  In
February 2010 tenants leasing approximately 20% of space vacated
at the expiration of their leases.  As of September 2010 the
property was 77% leased compared to 92% at last review.  The three
largest tenants are American Home Assurance Company (8.3% of the
NRA; lease expiration August 2013), Marsh (11% of the NRA; lease
expiration April 2018) and Arnold and Porter (6% of the NRA; lease
expiration March 2012).  The loan is interest only for its entire
term.  The loan is on the servicer's watchlist due to low debt
service coverage and occupancy.  Moody's LTV and stressed DSCR are
169% and 0.58X, respectively, compared 194% and 0.65X at last
review.

The second largest loan is the Empire Mall Loan ($176.3 million --
7.4% of the pool), which is secured by the borrower's interest in
a 1.1 million square foot retail center located in Sioux Falls,
South Dakota.  The mall is a joint venture between the Simon
Property Group and the Macerich Company.  The anchors include
JCPenney, Younkers, Macy's and Sears.  The property was 98% leased
as of September 2010, essentially the same as at last review.  The
loan is interest only for the entire term.  Moody's LTV and
stressed DSCR are 114% and 0.83X, respectively, compared 118% and
0.80X at last review.

The third largest loan is the LNR Warner Center I, II & III Loan
($174 million -- 7.3% of the pool), which is secured by a five-
building office complex located in Woodland Hills, California.
The loan is currently on the watchlist due the December 2011 lease
expiration for Health Net of California Inc. (41% of the NRA).
The portfolio was 91% leased as of December 2010, essentially the
same as at last review.  Moody's analysis reflects a stressed cash
flow due to the uncertainty of the Health Net of California Inc.
lease renewal.  Moody's LTV and stressed DSCR are 117% and 0.85X
respectively, compared to 101% and 1.0X at last review.


BAYVIEW COMMERCIAL: Moody's Downgrades Ratings on 70 Tranches
-------------------------------------------------------------
Moody's Investors Service downgraded 70 tranches in ten
securitizations of small business loans issued by Bayview
Commercial Asset Trusts, placed under review for possible
downgrade 101 tranches in 20 securitizations, and placed under
review for possible upgrade 18 tranches in two Canadian
transactions.  The downgraded tranches remain under review for
further possible downgrade.  The loans are secured primarily by
commercial real estate.

                        Ratings Rationale

The downgrades and reviews for possible downgrade are caused by
a significant deterioration in collateral performance.  Over
the last twelve months, cumulative net charge-offs and 60+
delinquencies, including amounts in foreclosure and REO, have
increased substantially.  As of the January 2011 distribution
date, cumulative net charge-offs in the 2005 and later vintages
ranged between approximately 6% and 11% of the original pool
balance, and 60+ delinquencies for the same vintages ranged
between 18% and 29% of the current pool balance.  Since the last
rating action in February 2009, the weighted average percent
increase in 60+ delinquencies was approximately 20% as of the
January 2011 distribution date.  In addition, loss severities on
the foreclosed properties have increased substantially during the
last year.

In contrast, performance of the Canadian Bayview transactions has
been significantly stronger than that of the U.S. transactions.
As of the January 2011 distribution date, cumulative net charge-
offs in these transactions were between 2.8% and 3.6% of the
original pool balance, and 60+ delinquencies were between 6.0% and
12.5% of the current pool balance.  Loss severities on the
Canadian transactions have been substantially lower than those in
the U.S. transactions.  In addition, available credit enhancement
in these transactions has built-up primarily as a result of
increased overcollateralization, which has a non-declining target
amount and will protect the noteholders from potential future
losses.

The methodology used in these rating actions included an analysis
of the collateral performance to arrive at a range of estimated
lifetime net losses.  This range was then evaluated against the
available credit enhancement provided by the reserve accounts,
overcollateralization, and excess spread.  Sufficiency of coverage
was considered in light of the credit quality of the collateral
pool, industry, geographical and loan concentrations, historical
variability of losses experienced by the issuer, and servicer
quality.

During the review period, Moody's will project expected net losses
on the underlying pools of loans using delinquency roll rates and
an estimate of market recoveries.  The Aaa volatility proxies will
also be determined.  Driving factors in determining the Aaa
volatility proxy for each deal are the credit quality of the
collateral pool, the historical variability in losses experienced
by the issuer, the servicer quality as well as the industrial,
geographical and obligor concentrations.

Based on Moody's revised expected losses and Aaa volatility
proxies, Moody's will evaluate whether the available credit
enhancement adequately protects investors against future
collateral losses for given rating assignments.

Primary sources of assumption uncertainty are the general economic
environment, commercial property values, and the ability of small
businesses to recover from the recession.

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.

The complete rating actions are:

Issuer: Bayview Commercial Asset Trust 2003-2

  -- Cl. M-1, Aa3 (sf) Placed Under Review for Possible Downgrade;
     previously on March 30, 2010 Downgraded to Aa3 (sf)

  -- Cl. M-2, Baa3 (sf) Placed Under Review for Possible
     Downgrade; previously on March 30, 2010 Downgraded to Baa3
     (sf)

  -- Cl. B, B3 (sf) Placed Under Review for Possible Downgrade;
     previously on March 30, 2010 Downgraded to B3 (sf)

Issuer: BayView Commercial Aset Trust 2004-1

  -- Cl. B, Baa1 (sf) Placed Under Review for Possible Downgrade;
     previously on Oct. 23, 2007 Upgraded to Baa1 (sf)

Issuer: BayView Commercial Asset Trust 2004-2

  -- Cl. M-1, Aa1 (sf) Placed Under Review for Possible Downgrade;
     previously on Oct. 23, 2007 Upgraded to Aa1 (sf)

  -- Cl. M-2, A1 (sf) Placed Under Review for Possible Downgrade;
     previously on Oct. 23, 2007 Upgraded to A1 (sf)

  -- Cl. B-1, Baa1 (sf) Placed Under Review for Possible
     Downgrade; previously on Oct. 23, 2007 Upgraded to Baa1 (sf)

Issuer: Bayview Commercial Asset Trust 2005-2

  -- Cl. M-1, Aa1 (sf) Placed Under Review for Possible Downgrade;
     previously on June 29, 2005 Assigned Aa1 (sf)

  -- Cl. M-2, Aa2 (sf) Placed Under Review for Possible Downgrade;
     previously on June 29, 2005 Assigned Aa2 (sf)

  -- Cl. M-3, Aa3 (sf) Placed Under Review for Possible Downgrade;
     previously on June 29, 2005 Assigned Aa3 (sf)

  -- Cl. M-4, A1 (sf) Placed Under Review for Possible Downgrade;
     previously on June 29, 2005 Assigned A1 (sf)

  -- Cl. M-5, A2 (sf) Placed Under Review for Possible Downgrade;
     previously on June 29, 2005 Assigned A2 (sf)

  -- Cl. M-6, A3 (sf) Placed Under Review for Possible Downgrade;
     previously on June 29, 2005 Assigned A3 (sf)

  -- Cl. B-1, Baa1 (sf) Placed Under Review for Possible
     Downgrade; previously on June 29, 2005 Assigned Baa1 (sf)

  -- Cl. B-2, Baa3 (sf) Placed Under Review for Possible
     Downgrade; previously on June 29, 2005 Assigned Baa3 (sf)

Issuer: BayView Commercial Asset Trust 2005-3

  -- Cl. IO, Aaa (sf) Placed Under Review for Possible Downgrade;
     previously on Oct. 12, 2005 Assigned Aaa (sf)

  -- Cl. A-1, Aaa (sf) Placed Under Review for Possible Downgrade;
     previously on Oct. 12, 2005 Assigned Aaa (sf)

  -- Cl. A-2, Aaa (sf) Placed Under Review for Possible Downgrade;
     previously on Oct. 12, 2005 Assigned Aaa (sf)

  -- Cl. M-1, Downgraded to A1 (sf) and Placed Under Review for
     Possible Downgrade; previously on Oct. 12, 2005 Assigned Aa1
      (sf)

  -- Cl. M-2, Downgraded to A2 (sf) and Placed Under Review for
     Possible Downgrade; previously on Oct. 12, 2005 Assigned Aa2
      (sf)

  -- Cl. M-3, Downgraded to A3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Oct. 12, 2005 Assigned Aa3
      (sf)

  -- Cl. M-4, Downgraded to Baa1 (sf) and Placed Under Review for
     Possible Downgrade; previously on Oct. 12, 2005 Assigned A1
      (sf)

  -- Cl. M-5, Downgraded to Baa2 (sf) and Placed Under Review for
     Possible Downgrade; previously on Oct. 12, 2005 Assigned A2
      (sf)

  -- Cl. M-6, Downgraded to Ba1 (sf) and Placed Under Review for
     Possible Downgrade; previously on Oct. 12, 2005 Assigned A3
      (sf)

  -- Cl. B-1, Downgraded to Ba3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Oct. 12, 2005 Assigned Baa1
      (sf)

  -- Cl. B-2, Downgraded to B3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Oct. 12, 2005 Assigned Baa3
      (sf)

Issuer: BayView Commercial Asset Trust 2005-4

  -- Cl. M-1, Aa1 (sf) Placed Under Review for Possible Downgrade;
     previously on Dec. 22, 2005 Assigned Aa1 (sf)

  -- Cl. M-2, Aa2 (sf) Placed Under Review for Possible Downgrade;
     previously on Dec. 22, 2005 Assigned Aa2 (sf)

  -- Cl. M-3, Aa3 (sf) Placed Under Review for Possible Downgrade;
     previously on Dec. 22, 2005 Assigned Aa3 (sf)

  -- Cl. M-4, A1 (sf) Placed Under Review for Possible Downgrade;
     previously on Dec. 22, 2005 Assigned A1 (sf)

  -- Cl. M-5, A2 (sf) Placed Under Review for Possible Downgrade;
     previously on Dec. 22, 2005 Assigned A2 (sf)

  -- Cl. M-6, A3 (sf) Placed Under Review for Possible Downgrade;
     previously on Dec. 22, 2005 Assigned A3 (sf)

  -- Cl. B-1, Baa1 (sf) Placed Under Review for Possible
     Downgrade; previously on Dec. 22, 2005 Assigned Baa1 (sf)

  -- Cl. B-2, Baa3 (sf) Placed Under Review for Possible
     Downgrade; previously on Dec. 22, 2005 Assigned Baa3 (sf)

Issuer: BayView Commercial Asset Trust 2006-1

  -- Cl. M-1, Aa1 (sf) Placed Under Review for Possible Downgrade;
     previously on March 8, 2006 Assigned Aa1 (sf)

  -- Cl. M-2, Aa2 (sf) Placed Under Review for Possible Downgrade;
     previously on March 8, 2006 Assigned Aa2 (sf)

  -- Cl. M-3, Aa3 (sf) Placed Under Review for Possible Downgrade;
     previously on March 8, 2006 Assigned Aa3 (sf)

  -- Cl. M-4, A1 (sf) Placed Under Review for Possible Downgrade;
     previously on March 8, 2006 Assigned A1 (sf)

  -- Cl. M-5, A2 (sf) Placed Under Review for Possible Downgrade;
     previously on March 8, 2006 Assigned A2 (sf)

  -- Cl. M-6, A3 (sf) Placed Under Review for Possible Downgrade;
     previously on March 8, 2006 Assigned A3 (sf)

  -- Cl. B-1, Baa1 (sf) Placed Under Review for Possible
     Downgrade; previously on March 8, 2006 Assigned Baa1 (sf)

  -- Cl. B-2, Baa3 (sf) Placed Under Review for Possible
     Downgrade; previously on March 8, 2006 Assigned Baa3 (sf)

Issuer: Bayview Commercial Asset Trust 2006-2

  -- Cl. M-1, Aa1 (sf) Placed Under Review for Possible Downgrade;
     previously on June 1, 2006 Assigned Aa1 (sf)

  -- Cl. M-2, Aa2 (sf) Placed Under Review for Possible Downgrade;
     previously on June 1, 2006 Assigned Aa2 (sf)

  -- Cl. M-3, Aa3 (sf) Placed Under Review for Possible Downgrade;
     previously on June 1, 2006 Assigned Aa3 (sf)

  -- Cl. M-4, A1 (sf) Placed Under Review for Possible Downgrade;
     previously on June 1, 2006 Assigned A1 (sf)

  -- Cl. M-5, A2 (sf) Placed Under Review for Possible Downgrade;
     previously on June 1, 2006 Assigned A2 (sf)

  -- Cl. M-6, A3 (sf) Placed Under Review for Possible Downgrade;
     previously on June 1, 2006 Assigned A3 (sf)

  -- Cl. B-1, Baa1 (sf) Placed Under Review for Possible
     Downgrade; previously on June 1, 2006 Assigned Baa1 (sf)

  -- Cl. B-2, Baa3 (sf) Placed Under Review for Possible
     Downgrade; previously on June 1, 2006 Assigned Baa3 (sf)

Issuer: Bayview Commercial Asset Trust 2006-3

  -- Cl. M-1, Aa1 (sf) Placed Under Review for Possible Downgrade;
     previously on Sept. 21, 2006 Assigned Aa1 (sf)

  -- Cl. M-2, Aa2 (sf) Placed Under Review for Possible Downgrade;
     previously on Sept. 21, 2006 Assigned Aa2 (sf)

  -- Cl. M-3, Downgraded to A3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Sept. 21, 2006 Assigned Aa3
     (sf)

  -- Cl. M-4, Downgraded to Baa1 (sf) and Placed Under Review for
     Possible Downgrade; previously on Sept. 21, 2006 Assigned A1
     (sf)

  -- Cl. M-5, Downgraded to Baa2 (sf) and Placed Under Review for
     Possible Downgrade; previously on Sept. 21, 2006 Assigned A2
     (sf)

  -- Cl. M-6, Downgraded to Baa3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Sept. 21, 2006 Assigned A3
     (sf)

  -- Cl. B-1, Downgraded to Ba1 (sf) and Placed Under Review for
     Possible Downgrade; previously on Sept. 21, 2006 Assigned
     Baa1 (sf)

  -- Cl. B-2, Downgraded to Ba3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Sept. 21, 2006 Assigned
     Baa3 (sf)

Issuer: Bayview Commercial Asset Trust 2006-4

  -- Cl. M-1, Aa1 (sf) Placed Under Review for Possible Downgrade;
     previously on Nov. 14, 2006 Assigned Aa1 (sf)

  -- Cl. M-2, Aa2 (sf) Placed Under Review for Possible Downgrade;
     previously on Nov. 14, 2006 Assigned Aa2 (sf)

  -- Cl. M-3, Downgraded to A3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Nov. 14, 2006 Assigned Aa3
     (sf)

  -- Cl. M-4, Downgraded to Baa1 (sf) and Placed Under Review for
     Possible Downgrade; previously on Nov. 14, 2006 Assigned A1
     (sf)

  -- Cl. M-5, Downgraded to Baa2 (sf) and Placed Under Review for
     Possible Downgrade; previously on Nov. 14, 2006 Assigned A2
     (sf)

  -- Cl. M-6, Downgraded to Baa3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Nov. 14, 2006 Assigned A3
     (sf)

  -- Cl. B-1, Downgraded to Ba1 (sf) and Placed Under Review for
     Possible Downgrade; previously on Nov. 14, 2006 Assigned Baa1
     (sf)

  -- Cl. B-2, Downgraded to Ba3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Nov. 14, 2006 Assigned Baa3
     (sf)

Issuer: BayView Commercial Asset Trust 2006-CAD1

  -- Cl. M-1, Aa1 (sf) Placed Under Review for Possible Upgrade;
     previously on June 16, 2006 Assigned Aa1 (sf)

  -- Cl. M-2, Aa2 (sf) Placed Under Review for Possible Upgrade;
     previously on June 16, 2006 Assigned Aa2 (sf)

  -- Cl. M-3, Aa3 (sf) Placed Under Review for Possible Upgrade;
     previously on June 16, 2006 Assigned Aa3 (sf)

  -- Cl. M-4, A1 (sf) Placed Under Review for Possible Upgrade;
     previously on June 16, 2006 Assigned A1 (sf)

  -- Cl. M-5, A2 (sf) Placed Under Review for Possible Upgrade;
     previously on June 16, 2006 Assigned A2 (sf)

  -- Cl. M-6, A3 (sf) Placed Under Review for Possible Upgrade;
     previously on June 16, 2006 Assigned A3 (sf)

  -- Cl. B-1, Baa1 (sf) Placed Under Review for Possible Upgrade;
     previously on June 16, 2006 Assigned Baa1 (sf)

  -- Cl. B-2, Baa2 (sf) Placed Under Review for Possible Upgrade;
     previously on June 16, 2006 Assigned Baa2 (sf)

  -- Cl. B-3, Baa3 (sf) Placed Under Review for Possible Upgrade;
     previously on June 16, 2006 Assigned Baa3 (sf)

Issuer: Bayview Commercial Asset Trust 2007-1

  -- Cl. IO, Aaa (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 20, 2007 Assigned Aaa (sf)

  -- Cl. SIO, Aaa (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 20, 2007 Assigned Aaa (sf)

  -- Cl. A-1, Aaa (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 20, 2007 Assigned Aaa (sf)

  -- Cl. A-2, Aaa (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 20, 2007 Assigned Aaa (sf)

  -- Cl. M-1, Downgraded to A2 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 20, 2007 Assigned Aa1
     (sf)

  -- Cl. M-2, Downgraded to A3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 20, 2007 Assigned Aa2
     (sf)

  -- Cl. M-3, Downgraded to Baa1 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 20, 2007 Assigned Aa3
     (sf)

  -- Cl. M-4, Downgraded to Baa2 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     A2 (sf)

  -- Cl. M-5, Downgraded to Ba1 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Baa1 (sf)

  -- Cl. M-6, Downgraded to Ba2 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Baa2 (sf)

  -- Cl. B-1, Downgraded to B1 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Baa3 (sf)

  -- Cl. B-2, Downgraded to B3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Ba1 (sf)

Issuer: Bayview Commercial Asset Trust 2007-2

  -- Cl. IO, Aa1 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to Aa1 (sf)

  -- Cl. A-1, Aa1 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to Aa1 (sf)

  -- Cl. A-2, Aa1 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to Aa1 (sf)

  -- Cl. M-1, Downgraded to A3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Aa3 (sf)

  -- Cl. M-2, Downgraded to Baa2 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     A2 (sf)

  -- Cl. M-3, Downgraded to Baa3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     A3 (sf)

  -- Cl. M-4, Downgraded to Ba1 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Baa1 (sf)

  -- Cl. M-5, Downgraded to Ba2 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Baa2 (sf)

  -- Cl. M-6, Downgraded to B2 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Baa3 (sf)

  -- Cl. B-1, Downgraded to B3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Ba1 (sf)

  -- Cl. B-2, Downgraded to Caa1 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Ba3 (sf)

Issuer: Bayview Commercial Asset Trust 2007-3

  -- Cl. M-1, Aa1 (sf) Placed Under Review for Possible Downgrade;
     previously on June 13, 2007 Assigned Aa1 (sf)

  -- Cl. M-2, Aa2 (sf) Placed Under Review for Possible Downgrade;
     previously on June 13, 2007 Assigned Aa2 (sf)

  -- Cl. M-3, Aa3 (sf) Placed Under Review for Possible Downgrade;
     previously on June 13, 2007 Assigned Aa3 (sf)

  -- Cl. M-4, A3 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to A3 (sf)

  -- Cl. M-5, Baa1 (sf) Placed Under Review for Possible
     Downgrade; previously on Feb. 23, 2009 Downgraded to Baa1
     (sf)

  -- Cl. M-6, Baa2 (sf) Placed Under Review for Possible
     Downgrade; previously on Feb. 23, 2009 Downgraded to Baa2
     (sf)

  -- Cl. B-1, Baa3 (sf) Placed Under Review for Possible
     Downgrade; previously on Feb. 23, 2009 Downgraded to Baa3
     (sf)

  -- Cl. B-2, Ba2 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to Ba2 (sf)

Issuer: Bayview Commercial Asset Trust 2007-4

  -- Cl. IO, Aa1 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to Aa1 (sf)

  -- Cl. A-1, Aa1 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to Aa1 (sf)

  -- Cl. A-2, Aa1 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to Aa1 (sf)

  -- Cl. M-1, Downgraded to Baa3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     A2 (sf)

  -- Cl. M-2, Downgraded to Ba1 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Baa1 (sf)

  -- Cl. M-3, Downgraded to Ba2 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Baa2 (sf)

  -- Cl. M-4, Downgraded to Ba3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Baa3 (sf)

  -- Cl. M-5, Downgraded to B2 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Ba1 (sf)

  -- Cl. M-6, Downgraded to B3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Ba2 (sf)

  -- Cl. B-1, Downgraded to Caa1 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Ba3 (sf)

  -- Cl. B-2, Downgraded to Caa3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     B2 (sf)

Issuer: Bayview Commercial Asset Trust 2007-5

  -- Cl. A-4, Downgraded to Baa2 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Aa3 (sf)

  -- Cl. M-1, Downgraded to Ba2 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Baa1 (sf)

  -- Cl. M-2, Downgraded to Ba3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Baa2 (sf)

  -- Cl. M-3, Downgraded to B1 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Baa3 (sf)

  -- Cl. M-4, Downgraded to B2 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Ba2 (sf)

  -- Cl. M-5, Downgraded to B3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Ba3 (sf)

  -- Cl. M-6, Downgraded to Caa1 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     B1 (sf)

  -- Cl. B-1, Downgraded to Caa2 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     B2 (sf)

  -- Cl. B-2, Downgraded to Caa3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     B3 (sf)

Issuer: Bayview Commercial Asset Trust 2007-6

  -- Cl. A-4A, Downgraded to A1 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Aa1 (sf)

  -- Cl. A-4B, Downgraded to A1 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Aa1 (sf)

  -- Cl. M-1, Downgraded to Baa3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     A3 (sf)

  -- Cl. M-2, Downgraded to Ba1 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Baa1 (sf)

  -- Cl. M-3, Downgraded to Ba3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Baa3 (sf)

  -- Cl. M-4, Downgraded to B3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Ba1 (sf)

  -- Cl. M-5, Downgraded to Caa1 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Ba3 (sf)

  -- Cl. M-6, Downgraded to Caa2 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     B1 (sf)

  -- Cl. B-1, Downgraded to Caa3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     B2 (sf)

  -- Cl. B-2, Downgraded to Ca (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     B3 (sf)

Issuer: Bayview Commercial Asset Trust 2007-CAD1

  -- Cl. M-1, Aa1 (sf) Placed Under Review for Possible Upgrade;
     previously on March 29, 2007 Assigned Aa1 (sf)

  -- Cl. M-2, Aa2 (sf) Placed Under Review for Possible Upgrade;
     previously on March 29, 2007 Assigned Aa2 (sf)

  -- Cl. M-3, Aa3 (sf) Placed Under Review for Possible Upgrade;
     previously on March 29, 2007 Assigned Aa3 (sf)

  -- Cl. M-4, A1 (sf) Placed Under Review for Possible Upgrade;
     previously on March 29, 2007 Assigned A1 (sf)

  -- Cl. M-5, A2 (sf) Placed Under Review for Possible Upgrade;
     previously on March 29, 2007 Assigned A2 (sf)

  -- Cl. M-6, Baa1 (sf) Placed Under Review for Possible Upgrade;
     previously on Feb. 23, 2009 Downgraded to Baa1 (sf)

  -- Cl. B-1, Baa2 (sf) Placed Under Review for Possible Upgrade;
     previously on Feb. 23, 2009 Downgraded to Baa2 (sf)

  -- Cl. B-2, Ba1 (sf) Placed Under Review for Possible Upgrade;
     previously on Feb. 23, 2009 Downgraded to Ba1 (sf)

  -- Cl. B-3, Ba2 (sf) Placed Under Review for Possible Upgrade;
     previously on Feb. 23, 2009 Downgraded to Ba2 (sf)

Issuer: Bayview Commercial Asset Trust 2008-1

  -- Cl. A-4, Aa3 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to Aa3 (sf)

  -- Cl. M-1, A3 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to A3 (sf)

  -- Cl. M-2, Baa1 (sf) Placed Under Review for Possible
     Downgrade; previously on Feb. 23, 2009 Downgraded to Baa1
     (sf)

  -- Cl. M-3, Baa2 (sf) Placed Under Review for Possible
     Downgrade; previously on Feb. 23, 2009 Downgraded to Baa2
     (sf)

  -- Cl. M-4, Baa3 (sf) Placed Under Review for Possible
     Downgrade; previously on Feb. 23, 2009 Downgraded to Baa3
     (sf)

  -- Cl. M-5, Ba1 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to Ba1 (sf)

  -- Cl. M-6, Downgraded to B3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Ba3 (sf)

  -- Cl. B-1, Downgraded to Caa1 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     B2 (sf)

  -- Cl. B-2, Downgraded to Caa2 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     B3 (sf)

Issuer: Bayview Commercial Asset Trust 2008-2

  -- Cl. A-4A, Aa3 (sf) Placed Under Review for Possible
     Downgrade; previously on Feb. 23, 2009 Downgraded to Aa3 (sf)

  -- Cl. A-4B, Aa3 (sf) Placed Under Review for Possible
     Downgrade; previously on Feb. 23, 2009 Downgraded to Aa3 (sf)

  -- Cl. M-1, Baa1 (sf) Placed Under Review for Possible
     Downgrade; previously on Feb. 23, 2009 Downgraded to Baa1
     (sf)

  -- Cl. M-2, Baa2 (sf) Placed Under Review for Possible
     Downgrade; previously on Feb. 23, 2009 Downgraded to Baa2
     (sf)

  -- Cl. M-3, Ba1 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to Ba1 (sf)

  -- Cl. M-4, Ba2 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to Ba2 (sf)

  -- Cl. M-5, Downgraded to B3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     Ba3 (sf)

  -- Cl. M-6, Downgraded to Caa1 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     B1 (sf)

  -- Cl. B-1, Downgraded to Caa2 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     B2 (sf)

  -- Cl. B-2, Downgraded to Caa3 (sf) and Placed Under Review for
     Possible Downgrade; previously on Feb. 23, 2009 Downgraded to
     B3 (sf)

Issuer: Bayview Commercial Asset Trust 2008-3

  -- Cl. A-4, Aa3 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to Aa3 (sf)

  -- Cl. M-1, A3 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to A3 (sf)

  -- Cl. M-2, Baa1 (sf) Placed Under Review for Possible
     Downgrade; previously on Feb. 23, 2009 Downgraded to Baa1
     (sf)

  -- Cl. M-3, Baa3 (sf) Placed Under Review for Possible
     Downgrade; previously on Feb. 23, 2009 Downgraded to Baa3
     (sf)

  -- Cl. M-4, Ba2 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to Ba2 (sf)

  -- Cl. M-5, Ba3 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to Ba3 (sf)

  -- Cl. M-6, B1 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to B1 (sf)

  -- Cl. B-1, B2 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to B2 (sf)

  -- Cl. B-2, B3 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to B3 (sf)

Issuer: Bayview Commercial Asset Trust 2008-4

  -- Cl. M-1, A3 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to A3 (sf)

  -- Cl. M-2, Baa1 (sf) Placed Under Review for Possible
     Downgrade; previously on Feb. 23, 2009 Downgraded to Baa1
     (sf)

  -- Cl. M-3, Baa2 (sf) Placed Under Review for Possible
     Downgrade; previously on Feb. 23, 2009 Downgraded to Baa2
     (sf)

  -- Cl. M-4, Ba2 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to Ba2 (sf)

  -- Cl. M-5, Ba3 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to Ba3 (sf)

  -- Cl. M-6, B1 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to B1 (sf)

  -- Cl. B-1, B2 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to B2 (sf)

  -- Cl. B-2, B3 (sf) Placed Under Review for Possible Downgrade;
     previously on Feb. 23, 2009 Downgraded to B3 (sf)

Issuer: BayView Commercial Mortgage Pass-Through Trust 2006-SP1

  -- Cl. M-4, A3 (sf) Placed Under Review for Possible Downgrade;
     previously on April 6, 2006 Assigned A3 (sf)

  -- Cl. B-1, Baa1 (sf) Placed Under Review for Possible
     Downgrade; previously on April 6, 2006 Assigned Baa1 (sf)

  -- Cl. B-2, Baa3 (sf) Placed Under Review for Possible
     Downgrade; previously on April 6, 2006 Assigned Baa3 (sf)

Issuer: Bayview Commercial Mortgage Pass-Through Trust 2006-SP2

  -- Cl. M-4, A1 (sf) Placed Under Review for Possible Downgrade;
     previously on Dec. 20, 2006 Assigned A1 (sf)

  -- Cl. M-5, A2 (sf) Placed Under Review for Possible Downgrade;
     previously on Dec. 20, 2006 Assigned A2 (sf)

  -- Cl. M-6, A3 (sf) Placed Under Review for Possible Downgrade;
     previously on Dec. 20, 2006 Assigned A3 (sf)

  -- Cl. B-1, Baa1 (sf) Placed Under Review for Possible
     Downgrade; previously on Dec. 20, 2006 Assigned Baa1 (sf)

  -- Cl. B-2, Baa3 (sf) Placed Under Review for Possible
     Downgrade; previously on Dec. 20, 2006 Assigned Baa3 (sf)


BEAR STEARNS: Moody's Downgrades Ratings on Six 2005-TOP18 Certs.
-----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of six classes
and affirmed 14 classes of Bear Stearns Commercial Mortgage
Securities Inc., Commercial Mortgage Pass-Through Certificates,
Series 2005-TOP18:

  -- Cl. A-2, Affirmed at Aaa (sf); previously on May 3, 2005
     Definitive Rating Assigned Aaa (sf)

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

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

  -- Cl. A-4, Affirmed at Aaa (sf); previously on May 3, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-4FL, Affirmed at Aaa (sf); previously on May 3, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-1, Affirmed at Aaa (sf); previously on May 3, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-J, Affirmed at Aa2 (sf); previously on Oct. 15, 2009
     Downgraded to Aa2 (sf)

  -- Cl. B, Affirmed at A2 (sf); previously on Oct. 15, 2009
     Downgraded to A2 (sf)

  -- Cl. C, Affirmed at A3 (sf); previously on Oct. 15, 2009
     Downgraded to A3 (sf)

  -- Cl. D, Affirmed at Baa2 (sf); previously on Oct. 15, 2009
     Downgraded to Baa2 (sf)

  -- Cl. E, Affirmed at Baa3 (sf); previously on Oct. 15, 2009
     Downgraded to Baa3 (sf)

  -- Cl. F, Affirmed at Ba1 (sf); previously on Oct. 15, 2009
     Downgraded to Ba1 (sf)

  -- Cl. G, Downgraded to B1 (sf); previously on Oct. 15, 2009
     Downgraded to Ba3 (sf)

  -- Cl. H, Downgraded to B3 (sf); previously on Oct. 15, 2009
     Downgraded to B2 (sf)

  -- Cl. J, Downgraded to Caa2 (sf); previously on Oct. 15, 2009
     Downgraded to Caa1 (sf)

  -- Cl. K, Downgraded to Caa3 (sf); previously on Oct. 15, 2009
     Downgraded to Caa2 (sf)

  -- Cl. L, Downgraded to Ca (sf); previously on Oct. 15, 2009
     Downgraded to Caa3 (sf)

  -- Cl. M, Downgraded to C (sf); previously on Oct. 15, 2009
     Downgraded to Ca (sf)

  -- Cl. N, Affirmed at C (sf); previously on Oct. 15, 2009
     Downgraded to C (sf)

  -- Cl. O, Affirmed at C (sf); previously on Oct. 15, 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 as well as refinance risk for loans
approaching maturity.

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

Moody's rating action reflects a cumulative base expected loss of
3.2% of the current balance.  At last review, Moody's cumulative
base expected loss was 2.7%.  Moody's stressed scenario loss is
8.2% of the current balance.

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

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

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
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 32 compared to 34 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 October 15, 2009.

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

                         Deal Performance

As of the February 14, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 12% to
$982.9 million from $1.1 billion at securitization.  The
Certificates are collateralized by 145 mortgage loans ranging in
size from less than 1% to 9% of the pool, with the top ten loans
representing 46% of the pool.  The pool contains five loans with
investment grade credit estimates that represent 15% of the pool.
One loan, representing less than 1% of the pool, has defeased and
is collateralized with U.S. Government securities.

Twenty-eight loans, representing 14% of the pool, are on the
master servicer's watchlist.  The watchlist includes loans which
meet certain portfolio review guidelines established as part of
the CRE Finance Council monthly reporting package.  As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Seven loans have been liquidated from the pool since
securitization, resulting in an aggregate $5.3 million loss (5%
loss severity on average).  Seven loans, representing 3% of the
pool, are currently in special servicing.  Moody's has estimated
an aggregate $13.5 million loss (42% expected loss on average) 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 $1.3 million aggregate loss (25% expected loss based
on a 43% probability default) from these troubled loans.

Moody's was provided with full and partial year 2010 operating
results for 88% of the pool.  Excluding specially serviced and
troubled loans, Moody's weighted average LTV is 87% compared to
88% 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 9.2%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.65X and 1.22X, respectively, compared to
1.67X and 1.18X 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 111-115 Fifth
Avenue Loan ($75.0 million -- 8%), which is secured by two
contiguous office/retail buildings totaling 582,600 square feet
located in the Flatiron District of New York City.  Based on the
leasable area, the office component represents 80% of the property
and retail represents 20%.  The property is primarily tenanted by
high-end textile and home furnishing companies.  The largest
tenant is ABC Carpet, a luxury home-furnish retailer, which
occupies 12% of the net rentable area through January 2019.  The
property was 93% leased as of November 2010 compared to 100% at
last review.  Performance has improved due to increased rental
rates.  Moody's current credit estimate and stressed DSCR are Aa3
and 1.97X, respectively, compared to A1 and 1.63X at last review.

The second loan with a credit estimate is the Capital Arms
Apartment Loan ($28.2 million -- 3%), which is secured by a 278-
unit apartment tower located in the Midtown West / Time Square
section of New York City.  The property was 100% leased as of
September 2010 compared to 98% at last review.  Performance has
been stable.  Moody's current credit estimate and stressed DSCR
are Aa2 and 1.51X, respectively, compared to Aa2 and 1.43X at last
review.

The third loan with a credit estimate is the Watertown Mall Loan
($20.0 million -- 2%), which is secured by a 231,200 square foot
retail center located in Watertown, Massachusetts.  The property
was 99% leased as of December 2009, the same as at last review.
The largest tenants are Target (72% of the NRA; lease expiration
October 2015) and BestBuy (20% of the NRA; lease expiration
October 2015).  Performance has improved due to increased rental
rates.  Moody's current credit estimate and stressed DSCR are Baa2
and 1.68X, respectively, compared to Baa3 and 1.45X at last
review.

The remaining two loans with a credit estimates represent 2% of
the pool.  The 340 East 93rd Street Co-op Loan ($15 million -- 2%)
is secured by a 358-unit residential co-op located in New York
City.  Moody's current credit estimate and stressed DSCR are Aaa
and 3.57X, respectively, essentially the same as at last review.
The 3200 Liberty Avenue Loan ($6.8 million -- 0.7%) is secured by
a 212,600 square foot warehouse/flex space located in North
Bergen, New Jersey.  Moody's current credit estimate and stressed
DSCR are Baa3 and 1.35X, respectively, essentially the same as at
last review.

The top three performing conduit loans represent 22% of the pool
balance.  The largest loan is the 95-97 Horatio Street Apartment
Loan ($85.0 million -- 9%), which is secured by a 325-unit multi-
family complex located in the Greenwich Village section of New
York City.  The property was 99% leased as of October 2010
compared to 98% at last review.  Moody's LTV and stressed DSCR are
98% and 1.07X, respectively, compared to 99% and 1.04X at last
review.

The second largest loan is the Boulevard at Capital Centre Loan
($69.7 million -- 7%), which is secured by 485,000 square foot
life-style retail center located in Landover, Maryland.  The
property was 81% leased as of September 2010, similar to last
review.  Performance has declined due to a decrease in rental
revenue.  The loan matures in October 2011.  Moody's is concerned
about possible refinance risk for this loan given the decline in
performance.  Moody's LTV and stressed DSCR are 116% and 0.84X,
respectively, compared to 110% and 0.88X at last review.

The third largest loan is the Waikele Center Loan ($63.3 million -
- 6%), which is a 45% pari passu interest in a $140.7 million
loan.  The collateral is a 521,332 square foot community shopping
center located in Waipahu, Hawaii.  The property was 97% leased as
of September 2010, the same as at last review.  Moody's LTV and
stressed DSCR are 89% and 1.03X, respectively, essentially the
same as at last review.


BEAR STEARNS: S&P Publishes 'BB' Rating for Class B Certificates
----------------------------------------------------------------
Standard & Poor's Ratings Services published its 'BB (sf)' rating
on the class B commercial mortgage pass-through certificate from
Bear Stearns Small Balance Commercial Mortgage Loan Trust 2006-1.
S&P assigned its ratings on the class B certificate and five other
classes from the same transaction in December 2006.  However, due
to an administrative error, S&P did not publish the rating on the
class B certificate.  S&P is lowering its ratings on the class B
certificate and two other classes.  In addition, S&P affirmed its
ratings on three other classes from the same transaction.

The lowered ratings follow S&P's analysis of the transaction,
including the credit deterioration of the underlying collateral
pool and the transaction's structure.  S&P's analysis considered
its expected losses upon the ultimate resolution of the 11 assets
($23.0 million, 33.3%) with the special servicer, Wells Fargo Bank
N.A. its analysis also considered the transaction's historical
loan default rate and loss severities as well as potential loan
defaults and loss severities.  S&P also considered the high
lodging property concentration in the trust (85.9%).

S&P's affirmations reflect subordination levels that S&P considers
to be commensurate with the current ratings.  The affirmations
also considered the deal's overcollateralization and excess
interest that is collected by the trust.  S&P believes the
transaction positive attributes also include full recourse to the
borrower and loan amortization.

                      Credit Considerations

As of the January 2011 remittance report, there were 11 assets
totaling $23.0 million (33.3%) with the special servicer,
including five of the top 10 exposures.  The payment statuses of
these assets are: Three ($5.8 million, 8.4%) specially serviced
assets are classified as real estate owned; four ($9.0 million,
13.0%) are 90-plus days delinquent; two ($4.3 million, 3.6%) are
less then 30 days late; and two ($5.7 million, 8.3%) are current.
In estimating losses for these assets, S&P considered appraisal
values, broker's opinions of value, and historical losses for
assets formally in the trust.  Three loans have had realized
losses upon liquidation with a weighted average loss severity of
61.1%.  S&P's loss severities for the specially serviced loans
ranged from 10% to 70% with a weighted average loss severity of
43%.

                       Transaction Summary

As of the January 2011 remittance report, the collateral pool
consisted of 50 assets with an aggregate loan balance of
$69.1 million and a trust liability balance of $65.0 million.
This is down from 73 loans with an aggregate loan balance of
$107.2 million and a trust liability balance of $106.7 million
at issuance.  The current overcollateralization in the deal is
$4.1 million, up from $500,000 at issuance.  According to the
master servicer, the borrowers are not required to submit
operating statements or rent rolls.  Therefore, the master
servicer, also Wells Fargo Bank N.A., did not provide any recent
financial information on the assets nor is a watchlist available
for the transaction.  The lack of financial information was
considered in S&P's analysis of the transaction.

S&P's analysis of the potential loan defaults and loss severities
also considered the transaction's structure and payment waterfall.
Based on the transaction documents, it is S&P's understanding that
the excess interest remaining after paying interest to all the
classes is paid to the most senior class of the trust (in this
case the A1 certificate), further reducing the total outstanding
principal balance of the trust's liabilities.  Despite an increase
in overcollateralization from issuance, the projected losses from
S&P's scenarios indicate credit support erosion.

                   Rating Corrected And Lowered

Bear Stearns Small Balance Commercial Mortgage Loan Trust 2006-1
    Commercial mortgage pass-through certificates series 2006-1

                  Rating
                  ------
    Class     To          Issued        Credit enhancement (%)
    -----     --          ------        ----------------------
    B         CCC+ (sf)   BB (sf)                         0.00

                         Ratings Lowered

Bear Stearns Small Balance Commercial Mortgage Loan Trust 2006-1
   Commercial mortgage pass-through certificates series 2006-1

                  Rating
                  ------
    Class     To          From          Credit enhancement (%)
    -----     --          ----          ----------------------
    M3        BB+ (sf)    BBB (sf)                        5.98
    M4        BB- (sf)    BBB- (sf)                       3.55

                         Ratings Affirmed

Bear Stearns Small Balance Commercial Mortgage Loan Trust 2006-1
    Commercial mortgage pass-through certificates series 2006-1

  Class    Rating                           Credit enhancement (%)
  -----    ------                           ----------------------
A        AAA (sf)                                    30.12
M1       AA (sf)                                     21.04
M2       A  (sf)                                      15.47


BOSTON HARBOR: S&P Raises Ratings on Three Classes of Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class A, B, and C notes from Boston Harbor CLO 2004-1 Ltd., a
collateralized loan obligation transaction managed by Putnam
Advisory Co. LLC.  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 D notes.

The upgrades reflect an improvement in the credit support
available to the notes, mainly from paydowns to the class A notes,
since its March 31, 2010, rating actions, when S&P downgraded the
rated notes following the application of its September 2009
corporate CDO criteria.  Since the March 3, 2010 trustee report,
which S&P referenced for S&P's March 2010 rating actions, the
class A notes have been paid down by a total of $78 million,
reducing the balance to approximately 51.6% of its original
balance.

As a result of the paydowns, the transaction has also benefited
from an increase in the overcollateralization available to support
the rated notes.  The trustee reported a class A O/C ratio of
124.29% in the Dec. 31, 2010, monthly report, compared with a
reported ratio of 116.37% 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

                   Boston Harbor CLO 2004-1 Ltd.

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

                         Rating Affirmed

                   Boston Harbor CLO 2004-1 Ltd.

                      Class      Rating
                      -----      ------
                      D          CCC- (sf)

  Transaction Information
  -----------------------
Issuer:             Boston Harbor CLO 2004-1 Ltd.
Coissuer:           Boston Harbor CLO 2004-1 Corp.
Collateral manager: Putnam Advisory Co. LLC
Underwriter:        Lehman Brothers Inc.
Trustee:            The Bank of New York Mellon
Transaction type:   Cash flow CLO


BURR RIDGE: S&P Raises Ratings on Various Classes of Notes
----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1R, A-1D, A-1T, B, C, D, and E notes from Burr Ridge CLO Plus
Ltd., a collateralized loan obligation transaction managed by
Deerfield Capital Management LLC.  At the same time, S&P removed
its ratings on the class A-1R, A-1D, A-1T, B, C, and D 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. 17, 2009 rating
action, when S&P downgraded all of the rated notes following the
application of its September 2009 corporate collateralized debt
obligation criteria.  Since S&P's November 2009 rating action, the
class A-1R, A-1D, and A-1T notes together have had $6.16 million
in principal paydowns while the balance of defaulted assets has
fallen from $15.34 million to $4.49 million as of the Jan. 20,
2011, trustee report.  The class A/B O/C ratio has increased to
128.64% from 122.16% during the same period.

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

                  Rating And Creditwatch Actions

                     Burr Ridge CLO Plus Ltd.

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

  Transaction Information
  -----------------------
Issuer:             Burr Ridge CLO Plus Ltd.
Coissuer:           Burr Ridge CLO Plus LLC
Collateral manager: Deerfield Capital Management LLC
Underwriter:        Barclays Capital Inc.
Trustee:            Deutsche Bank Trust Co. Americas
Transaction type:   Cash flow CLO


CALCULUS CMBS: Moody's Downgrades Ratings on Seven Trust Units
--------------------------------------------------------------
Moody's has downgraded seven Trust Units issued by CALCULUS CMBS
Resecuritization Trust due to the deterioration in the credit
quality of the underlying portfolio of reference obligations as
evidenced by an increase in the weighted average rating factor.
The rating action is the result of Moody's on-going surveillance
of commercial real estate collateralized debt obligation
transactions.

Moody's rating action is:

  -- Credit Default Swap Class A, Downgraded to B1 (sf);
     previously on May 5, 2010 Downgraded to Baa3 (sf)

  -- Series 2006-6 Trust Units, Downgraded to B3 (sf); previously
     on May 5, 2010 Downgraded to Ba2 (sf)

  -- Series 2006-5 Trust Units, Downgraded to B3 (sf); previously
     on May 5, 2010 Downgraded to Ba2 (sf)

  -- Series 2006-3 Trust Units, Downgraded to Caa1 (sf);
     previously on May 5, 2010 Downgraded to Ba3 (sf)

  -- Series 2006-4 Trust Units, Downgraded to Caa1 (sf);
     previously on May 5, 2010 Downgraded to Ba3 (sf)

  -- Series 2006-1 Trust Units, Downgraded to Caa2 (sf);
     previously on May 5, 2010 Downgraded to Ba3 (sf)

  -- Series 2006-2 Trust Units, Downgraded to Caa2 (sf);
     previously on May 5, 2010 Downgraded to Ba3 (sf)

                        Ratings Rationale

CALCULUS CMBS Resecuritization Trust is a static synthetic CRE
CDO transaction backed by a portfolio of credit linked notes
referencing 100% commercial mortgage backed securities.  All of
the CMBS reference obligations were securitized in 2004 (2.5%),
2005 (77.7%), and 2006 (19.8%).  Currently, 77% of the reference
obligations are currently rated by Moody's.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the non-
Moody's rated reference obligations.  The bottom-dollar WARF is a
measure of the default probability within a collateral pool.
Moody's modeled a bottom-dollar WARF of 167 compared to 34 at last
review.  The distribution of current ratings is: Aaa (2.5%
compared to 35.0% at last review), Aa1-Aa3 (26.8% compared to
45.3% at last review), A1-A3 (43.5% compared to 19.8% at last
review), and Baa1-Baa3 (27.3% compared to 0.0% at last review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time.  Moody's modeled to a WAL of 4.6
years compared to 5.5 years at last review.

WARR is the par-weighted average of the mean recovery values for
the reference obligations in the pool.  Moody's modeled a variable
WARR with a mean of 46.4%, compared to 56.5% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the reference obligations pool (i.e.  the measure of
diversity).  Moody's modeled a MAC of 55.3%, compared to 57.4% at
last review.

Moody's review incorporated CDOROM(R) v2.8, one of Moody's CDO
rating models, which was released on January 24, 2011.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes.  However,
in many instances, a change in key parameter assumptions in
certain stress scenarios may be offset by a change in one or more
of the other key parameters.  In general, the rated Notes are
particularly sensitive to rating changes within the collateral
pool.  Holding all other key parameters static, by stressing eight
non-Moody's rated reference obligations' credit estimates (19.2%
of notional amount) by one notche downward, the resulting impact
negatively affects the model results between 0.8 to 0.94 notche
downward on average.

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 sluggish macroeconomic environment and
varying performance in the commercial real estate property
markets.  However, Moody's expects to see increasing or
stabilizing property values, higher transaction volumes, a slowing
in the pace of loan delinquencies and greater liquidity for
commercial real estate in 2011 The hotel and multifamily sectors
are continuing to show signs of recovery, while recovery in the
office and retail sectors will be tied to recovery of the broader
economy.  The availability of debt capital continues to improve
with terms returning toward market norms.  Moody's central global
macroeconomic scenario reflects an overall sluggish recovery
through 2012, amidst ongoing individual, corporate and
governmental deleveraging, persistent unemployment, and government
budget considerations.

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.


CITRUS MEMORIAL: Moody's Downgrades Long-Term Bond Rating to 'Ba2'
------------------------------------------------------------------
Moody's Investors Service has downgraded Citrus Memorial Hospital,
doing business as Citrus Memorial Health System's (FL), long-term
bond rating to Ba2 from Baa3, affecting $41.2 million of
outstanding Series 2002 Hospital Revenue Bonds issued by the
Citrus County Hospital Board.  At this time Moody's are removing
the rating from Watchlist.  The outlook remains negative at the
lower rating level.

Ratings Rationale:

The downgrade of the rating to Ba2 from Baa3 on Citrus Memorial
Health System's outstanding debt reflects weakened operating
performance and a decline in liquidity, driven, in part, by
declining volumes as well as a reduction in the receipt of tax
revenues from CCHB.  The reduction in the receipt of tax revenues
reflects tenuous governance issues between the Citrus Memorial
Health Foundation board and Citrus County Hospital Board.  CCHB is
responsible for setting the annual ad valorem millage, collecting
the tax revenues and distributing the funds to CMHF.  The negative
outlook reflects the decline in liquidity (64 days as of December
31, 2010) and its limited headroom to the 50 days cash on hand
covenant measured once a year, as well as Moody's concerns that
governance issues between the CMHF board and the CCHB board will
continue to pressure hospital performance.

Legal Security: The bonds are secured by a joint and several
pledge of gross revenues of the obligated group (Citrus Memorial
Health Foundation, a 501c3 organization, doing business as Citrus
Memorial Health System).  Tax revenues are not pledged to debt
service.  The bonds are subject to two covenants calculated at the
end of each fiscal year: (1) no less than 1.10 times debt service
coverage; and (2) a minimum of 50 days cash on hand.

Interest Rate Derivatives: None

Challenges:

* Weakened operating performance based on unaudited fiscal year
  2010 results, with operating income declining to a material loss
  of $7.8 million (-4.5% margin) in FY 2010 from a $4.2 million
  gain (2.3% margin) in FY 2009, due to 6% admissions decline in
  fiscal year (FY 2010) and a decline in the receipt of ad valorem
  tax revenues due to drop in the millage rate (from 1.17 in FY
  2009 to 1.00 in FY 2010) and the withholding of the majority of
  tax funds by CCHB; debt coverage measures weakened as a result

* Above average exposure to Medicare (61% of revenues, compared to
  national median of 43%) continues to constrain the ability of
  the organization to enhance profitability and reduce reliance on
  tax revenues; Blue Cross rates are reportedly below market

* Governance issues between the CCHB and the CMHF boards regarding
  control over day-to-day operations and influence in implementing
  long-term strategies is a credit concern and has consumed CMHF's
  resources

* Thin balance sheet measures with 64 days cash on hand (Baa3
  median is 92 days cash on hand) and 52% cash-to-debt (Baa3
  median is 76%) as of December 31, 2010; although 100% of cash is
  available within one month with 100% of investments allocated to
  cash; days cash on hand ratio is in compliance to the minimum 50
  days cash on hand covenant required under the Series 2002 bonds
  (measured annually at fiscal yearend)

* Although very limited local competition, competition does exist
  from tertiary providers located 25 to 30 miles away in Ocala
  (Munroe Regional Medical Center and two HCA facilities) and in
  Leesburg (Central Florida Health Alliance); strong local
  outpatient competition exists from entrepreneurial physicians in
  the community including an outpatient diagnostic center and
  ambulatory surgery centers

Strengths:

* Leading market share (40% in FY 2009) in its primary service
  area although market share has declined since FY 2006 (market
  share reached a high of 44%)

* Growing spine surgery program and other management led
  initiatives which have successfully improved case mix index and
  has limited outmigration to larger markets in Orlando and Tampa

* Frozen defined benefit pension plan for all new entrants since
  October 1, 2004 and subsequently closed the defined benefit plan
  at December 31, 2010 with no additional accruals being incurred;
  although underfunded by $12.7 million in FY 2010; defined
  contribution plan for employees who joined afterward

* Swift, mid-course management actions to improve operational
  performance in the short-term and implement longer-term
  strategies to improve payor mix and grow strategic service
  lines; smooth transition to a new Chief Financial Officer (CFO)
  following the retirement of the longstanding CFO

                    Recent Developments/Results

The downgrade to Ba2 from Baa3 reflects a downturn in the CMHF's
operating performance, driven, in part, by ongoing governance
disruptions between CMHF and CCHB which has contributed to the
impairment of the hospital's financial health.  Based on unaudited
FY 2010 results, CMHF's operations declined with a $7.8 million
operating loss (-4.5% margin) down from a stronger year of
performance in FY 2009 with $4.2 million operating gain (2.3%
margin).  Operating cash flow weakened to $2.9 million (1.7%
operating cash flow margin) from a high $16.2 million (8.8%
operating cash flow margin) in FY 2009.  The weakened performance
in FY 2010 reflects volume declines due to the economy and some
campus disruption during the expansion of the emergency department
completed in November 2010, a $2.0 million increase in pension
expense, a $9.3 million decrease in tax revenue received from the
prior year, a $2.5 million increase in health insurance expenses
and losses from the first year of performance of the new Sugar
Mill Woods outpatient facility, as well as $946,000 in losses
incurred at the orthopedic practice.

Through three months of FY 2011, performance continues to be
challenged as indicated by an expected $1.8 million operating loss
(-4.1% margin) and $614,000 operating cash flow (1.4% operating
cash flow margin) compared to the same period the prior year which
reported a $26,000 operating gain (0.1% operating margin) and
$2.8 million operating cash flow (6.5% operating cash flow
margin).  Part of the decline reflects higher accrual levels of
tax receipts in first quarter FY 2010 compared to lower accruals
in first quarter FY 2011.  First quarter FY 2011 results continue
to be challenged by volume declines, rising health insurance
expense and declining receipt of tax revenues.

Despite volume losses and operating performance, CMHF maintains
lead market share in its primary service area of Citrus County, FL
with 40% market share in FY 2009 although down from previous
years.  Outmigration to larger markets in Tampa and Orlando along
with local competitors remain an ongoing concern for CMHF with
HMA-owned Seven Rivers Hospital located in Crystal River 25 to 30
miles west (also in Citrus County) and A3-rated Munroe Regional
Health System located northeast in Ocala.  CMHF's market position
is bolstered by its strong spine surgery program and growing open
heart program (256 cases in FY 2010) as indicated by the
hospital's high Medicare case mix index of 1.67.

CCHB is comprised of five governor-appointed trustees and was
established in 1949 by House Bill 1479 as a political subdivision
of the state.  CCHB's primary responsibility is to set the
property tax millage in Citrus County, levy and collect the tax
revenues and distribute the tax receipts to CMHF to support the
operations of the hospital.  The hospital property and other
assets are leased by CCHB to CMHF under a long-term lease
agreement that expires in 2033 in exchange for rental payments
equal to the principal, interest and premiums on the hospital's
bonds and is conterminous with the bond maturity.  CMHF's
management is charged with the day to day operations of the
hospital.  Until recently, the five CCHB trustees also served as
five of the thirteen members of the CMHF board.  In October 2009,
the five CCHB trustees resigned from the CMHF board over
disagreements regarding control over the organization.  Prior
mediation attempts to resolve concerns from both boards have
failed.

Moody's considers and has considered CMHF's receipt of property
tax funds as a key credit driver given its high dependence on
unprofitable governmental payors (Medicare and Medicaid represent
a combined 66.3% of gross patient revenues).  CMHF received
$1.6 million in ad valorem tax revenues (0.9% of total operating
revenue) in FY 2010, down significantly from $10.9 million (5.9%
of total operating revenues) based on the restatement of FY 2009
numbers.  The decline in tax revenues in FY 2010 is as a result of
a decline in the millage by CCHB to 1.00 in FY 2010 from 1.17 in
FY 2009.  It also reflects the decision by CCHB to withhold
$4.5 million of $6.0 million in tax revenues pledged to CMHF for
FY 2010 ($9.0 million in tax revenue was levied by CCHB) and
withhold $1.2 million in tax revenues for FY 2009.  As a result,
CMHF has sued CCHB for breach of contract citing default under the
lease agreement and its obligation to transfer the tax revenues to
CMHF levied in FY 2010 and FY 2009.  CCHB has sued CMHF for
failure to disclose the hospital's confidential strategic plan
with CCHB.  It is unclear when and how these issues will be
resolved and, as such, Moody's view this uncertainty as a negative
credit factor.  For FY 2011, CCHB set the millage at 0.25 and
has pledged $2.0 million in tax revenues to CMHF.  Through
December 31, 2010, none of the funds have been received.  CCHB
may also challenge the applicability of CMHF's sovereign immunity
which if overturned could result in a $1.0 million increase in
the hospital's medical malpractice premiums and a one time
$2.6 million increase on the accrued liability for malpractice
claims.

Given the continued importance of the tax revenues to partially
offset operating expenses, Moody's believe that the reduction in
tax revenues is a material credit factor.  Hospital management is
quickly implementing strategies to curb its reliance on tax
revenues that include pursuing improved payor contracts,
undertaking revenue cycle strategies, and increasing its
outpatient presence in Citrus County.  Management has also
budgeted over $8.0 million in expense reductions in FY 2011 by
closing the defined benefit pension plan, instituting a reduction
in force, eliminating senior management bonuses, reducing
professional liability expense, closing its orthopedic practice
and reducing supply expense.

The governance issues between CCHB and CMHF have escalated over
the last year given the litigation and failed mediation attempts.
Additionally, a local bill is currently in the Florida legislature
that seeks to reorganize CMHF's governance structure by giving
greater control over day to day operations to the CCHB board.  If
successful, a change in control may result in the termination of
the lease agreement and hospital care agreement governing CCHB's
and CMHF's relationship.  Per the Series 2002 Trust Indenture, in
the event that the lease agreement is terminated, CMHF's bond
obligations would revert to CCHB.  It is unclear at this point
whether or not the local bill will be passed and signed by the
Governor.  Management questions whether or not, if passed and
signed into law, a court will find the law to be constitutional.

CMHF's unrestricted cash and investments declined by $15.1 million
over a three month period with $30.8 million (64 days cash on
hand) at December 31, 2010, down from $45.9 million (97.4 days
cash on hand) at FYE 2010.  Cash to debt declined to 51.5% at
December 31, 2010, from 79.5% at FYE 2010.  The cash decline at
December 31, 2010, was as a result of $3.7 million in cash paid to
support CMHF's acquisition activity that included the purchase of
Citrus Orthopedic and Joint Institute's Rehabilitation practice
and the purchase of West Florida Diagnostics Imaging facility
during the first quarter of FY 2011.  The cash decline was also
impacted by a $5.1 accounts payable and payroll payment at
calendar yearend, a $3.0 million transfer to the state to fund the
Low Income Pool (LIP) program, pension funding, current portion of
bond funding and routine capital expenditures.  CMHF maintains
100% liquidity available within one month and has very
conservative investments with 100% allocated to cash.  No future
debt is planned and CMHF maintains a defined contribution pension
plan for all employees who joined as of October 1, 2004, in the
absence of a defined benefit plan.

                              Outlook

The negative outlook reflects the decline in liquidity (64 days as
of December 31, 2010) and its limited headroom to the 50 days cash
on hand covenant measured annually at fiscal yearend, as well as
Moody's concerns that governance issues between the CMHF board and
CCHB will continue to negatively pressure hospital performance.

                What could change the rating -- Up

Favorable resolution of the governance issues with CCHB;
improvement in financial performance increase in liquidity and
improved debt coverage ratios

               What could change the rating -- Down

Continued downturn in financial performance due to distractions
from the governance issues and the inability to contract expenses
or grow revenues; further decline in liquidity or increased
leverage

                          Key Indicators

Assumptions & Adjustments:

-- Based on audited financial statements for Citrus Memorial
    Health Foundation, Inc. and Citrus Memorial Health Foundation
    Management Services Corporation Inc. d.b.a.  Citrus Memorial
    Health System

-- First number reflects FY 2009 audit year ended September 30,
    2009 (restated in the unaudited FY 2010 numbers)

-- Second number reflects FY 2010 twelve month unaudited
    financial statements ended September 30, 2010

-- Investment returns normalized at 6% unless otherwise noted

* Inpatient admissions: 11,232; 10,592

* Total operating revenues: $183.3 million; $172.1 million

* Moody's-adjusted net revenue available for debt service:
  $19.5 million; $6.9 million

* Total debt outstanding: $62.1 million; $57.8 million

* Maximum annual debt service (MADS): $5.5 million; $5.5 million

* MADS Coverage with reported investment income: 3.3 times; 0.9
  times

* Moody's-adjusted MADS Coverage with normalized investment
  income: 3.5 times; 1.3 times

* Debt-to-cash flow: 3.8 times; 14.5 times

* Days cash on hand: 111 days; 97 days

* Cash-to-debt: 83.3%; 79.5%

* Operating margin: 2.3%; -4.5%

* Operating cash flow margin: 8.8%; 1.7%

                            Rated Debt

-- Series 2002 (fixed rate) ($41.2 million outstanding), rated
    Ba2

The last rating action with respect to Citrus Memorial Hospital,
FL was on November 23, 2010, when the Baa3 rating was placed on
watchlist for a potential downgrade.


COMM 2005-LP5: Moody's Reviews Ratings on 12 Classes of Certs.
--------------------------------------------------------------
Moody's Investors Service placed 12 classes of COMM 2005-LP5,
Commercial Mortgage Pass-Through Certificates, Series 2005-LP5 on
review for possible downgrade:

  -- Cl. B, Aa2 (sf) Placed Under Review for Possible Downgrade;
     previously on May 10, 2005 Definitive Rating Assigned Aa2
     (sf)

  -- Cl. C, Aa3 (sf) Placed Under Review for Possible Downgrade;
     previously on May 10, 2005 Definitive Rating Assigned Aa3
     (sf)

  -- Cl. D, A2 (sf) Placed Under Review for Possible Downgrade;
     previously on May 10, 2005 Definitive Rating Assigned A2 (sf)

  -- Cl. E, A3 (sf) Placed Under Review for Possible Downgrade;
     previously on May 10, 2005 Definitive Rating Assigned A3 (sf)

  -- Cl. F, Baa2 (sf) Placed Under Review for Possible Downgrade;
     previously on July 9, 2009 Downgraded to Baa2 (sf)

  -- Cl. G, Baa3 (sf) Placed Under Review for Possible Downgrade;
     previously on July 9, 2009 Downgraded to Baa3 (sf)

  -- Cl. H, Ba3 (sf) Placed Under Review for Possible Downgrade;
     previously on July 9, 2009 Downgraded to Ba3 (sf)

  -- Cl. J, B2 (sf) Placed Under Review for Possible Downgrade;
     previously on July 9, 2009 Downgraded to B2 (sf)

  -- Cl. K, B3 (sf) Placed Under Review for Possible Downgrade;
     previously on July 9, 2009 Downgraded to B3 (sf)

  -- Cl. L, Caa1 (sf) Placed Under Review for Possible Downgrade;
     previously on July 9, 2009 Downgraded to Caa1 (sf)

  -- Cl. M, Caa2 (sf) Placed Under Review for Possible Downgrade;
     previously on July 9, 2009 Downgraded to Caa2 (sf)

  -- Cl. O, Caa3 (sf) Placed Under Review for Possible Downgrade;
     previously on July 9, 2009 Downgraded to Caa3 (sf)

The classes were placed on review due to higher expected losses
for the pool resulting from actual 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 July 9, 2009.

                   Deal And Performance Summary

As of the February 10, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 36% to
$1.08 billion from $1.7 billion at securitization.  The
Certificates are collateralized by 127 mortgage loans ranging in
size from less than 1% to 9% of the pool, with the top ten loans
representing 40% of the pool.  Four loans, representing 5% of the
pool, have defeased and are collateralized with U.S. Government
securities.

Eighteen loans, representing 9% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council monthly reporting package.  As part of Moody's
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Five loans have been liquidated from the pool, resulting in an
aggregate realized loss of $3.7 million (3% loss severity).  At
Moody's last review the pool realized an aggregate loss of
$1.5 million.  Eight loans, representing 8% of the pool, are
currently in special servicing.  The specially serviced loans are
secured by a mix of multifamily, office and retail property types.
The master servicer has recognized appraisal reductions totaling
$13.7 million for four of the specially serviced loans.

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


COMM MORTGAGE: Fitch Downgrades Ratings on 2006-FL12 Certs.
-----------------------------------------------------------
Fitch Ratings has downgraded two classes of COMM Mortgage Trust
2006-FL12 commercial mortgage pass-through certificates:

  -- $30.3 million class J to 'Dsf/RR4' from 'CCsf/RR4';
  -- $0 balance class HDC1 to 'Dsf/RR1' from 'BBB+sf'.

The downgrades are due to special servicing fees associated with
the payoff of the Hotel Del Coronado loan, which had been in
special servicing.  Although the loan paid in full, the
application of the 1% special servicing fee due at liquidation
resulted in realized losses to the trust and was applied pro rata
between the pooled class J and the non-pooled class HDC1
associated with the loan.

Losses totaled $2.8 million, of which $2.6 million was applied as
a principal loss to class J and $202,740 to class HDC1 based on
the revised distribution statement released on Feb. 22, 2011.

Fitch was advised by the trustee that although the loan was
transferred to special servicing on Nov. 5, 2010, for imminent
maturity default, no event of default existed at the time of
payoff, resulting in the pro rata allocation of losses.  If an
event of default existed, losses would have been applied
sequentially and absorbed entirely by the non-pooled class HDC1.
Fitch is continuing to review the application of funds with the
trustee and servicers to confirm the reason the pooled class
suffered losses concurrent with the non-pooled class.


COUNTRYWIDE HOME: Moody's Takes Rating Actions on 30 Tranches
-------------------------------------------------------------
Moody's Investors Service has taken action on 30 tranches from
seven RMBS transactions issued by Countrywide Home Loans, Inc. The
collateral backing these deals consists of closed end second lien
mortgages.

                        Ratings Rationale

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

The principal methodology used in rating these notes was "Second
Lien RMBS Loss Projection Methodology: April 2010" published in
April 2010.  The ratings also take into consideration loss
mitigation provided by mortgage insurers, typically assuming a
rescission rate of 20-40%, and corporate guarantees provided to
each deal except CWABS, Inc. Asset-Backed Certificates, Series
2003-S1 by Countrywide Home Loans (rated A2).  Losses on mortgage
loans that are rescinded by the mortgage insurers (stated for each
deal below) which would otherwise be a loss to the junior most
tranches are covered by the CHL guarantees, to the extent the
guarantees are sufficient to cover pool losses.  Hence, most
ratings are floored at the A2 rating of CHL.  Aside from CWABS
2003-S1, which has no CHL guarantee, the mezzanine tranches from
CWABS 2004-S1 have ratings lower than A2, due to the remaining
corporate guarantee being potentially low relative to Moody's
expected pool losses.

For tranches Moody's expects to be protected both by mortgage
insurance and the CHL guarantees, ratings may be higher than
Moody's assessment of the individual credit strength of either of
the two.  The higher rating is the result of the application of
the joint probability-of-default analysis, described in detail in
Moody's Special Comment, "The Incorporation of Joint-Default
Analysis into Moody's Corporate, Financial and Government Rating
Methodologies," February 2005.  That analysis indicates that the
rating on a jointly supported obligation may be higher than that
of either support provider, because the likelihood of joint
default is typically less than the probability of default of
either support provider individually.

Other methodologies and factors that may have been considered in
the process of rating this issuer can also be found on Moody's
website.

For securities insured by a financial guarantor, the rating on the
securities is the higher of (i) the guarantor's financial strength
rating and (ii) the current underlying rating (i.e., absent
consideration of the guaranty) on the security.  The principal
methodology used in determining the underlying rating is the same
methodology for rating securities that do not have a financial
guaranty and is as described earlier.  Class A-5 issued by CWABS,
Inc., Asset-Backed Pass-Through Certificates, Series 2002-S3,
Class A-4 issued by CWABS, Inc., Asset-Backed Pass-Through
Certificates, Series 2002-S4 are wrapped by MBIA Insurance
Corporation (rated B3).

For CWABS 2003-S1 and CWABS 2004-S1, if expected losses on the
each of the collateral pools were to increase by 10%, model
implied results indicate that most of the deals' ratings would
remain stable, with the exception of Class M-2 from CWABS 2003-S1,
for which model implied results would be one notch lower (Caa2
versus Caa1).  For the other deals covered by the actions, the
ratings would be stable, due to benefit from mortgage insurance
and the CHL corporate guarantees described above.

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 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: CWABS, Inc. Asset-Backed Certificates, Series 2002-S1

  * Expected Losses (as a % of Original Balance): 2%

  -- Cl. A-4, Confirmed at Aaa (sf); previously on March 18, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-5, Downgraded to Aa3 (sf); previously on March 18, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

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

  -- Cl. M-1, Downgraded to A1 (sf); previously on March 18, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to A2 (sf); previously on March 18, 2010
     Aa3 (sf) Placed Under Review for Possible Downgrade

Issuer: CWABS, Inc. Asset-Backed Certificates, Series 2002-S2

  * Expected Losses (as a % of Original Balance): 1%

  -- Cl. A-5, Downgraded to Aa2 (sf); previously on March 18, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-IO, Downgraded to Aa2 (sf); previously on March 18,
     2010 Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to Aa3 (sf); previously on March 18, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to A2 (sf); previously on March 18, 2010
     Aa3 (sf) Placed Under Review for Possible Downgrade

Issuer: CWABS, Inc., Asset-Backed Pass-Through Certificates,
Series 2002-S3

  * Expected Losses (as a % of Original Balance): 1%

  -- Cl. A-5, Confirmed at Aaa (sf); previously on March 18, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Financial Guarantor: MBIA Insurance Corporation (Downgraded
     to B3, Outlook Negative on June 25, 2009)

  -- Underlying Rating: Confirmed at Aaa (sf); previously on
     March 18, 2010 Aaa (sf) Placed Under Review for Possible
     Downgrade

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

  -- Cl. M-1, Downgraded to Aa3 (sf); previously on March 18, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to A2 (sf); previously on March 18, 2010
     Aa3 (sf) Placed Under Review for Possible Downgrade

Issuer: CWABS, Inc., Asset-Backed Pass-Through Certificates,
Series 2002-S4

  * Expected Losses (as a % of Original Balance): 1%

  -- Cl. A-5, Confirmed at Aaa (sf); previously on March 18, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

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

  -- Cl. M-1, Downgraded to Aa1 (sf); previously on March 18, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to A1 (sf); previously on March 18, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. B, Downgraded to A2 (sf); previously on March 18, 2010
     Aa3 (sf) Placed Under Review for Possible Downgrade

Issuer: CWABS, Inc., Asset-Backed Certificates, Series 2002-SC1

  * Expected Losses (as a % of Original Balance): 6%

  -- Cl. A-IO, Downgraded to A1 (sf); previously on March 18, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to A1 (sf); previously on March 18, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. B-1, Downgraded to A2 (sf); previously on March 18, 2010
     Aa3 (sf) Placed Under Review for Possible Downgrade

Issuer: CWABS, INC., Asset-Backed Certificates, Series 2003-S1

  * Expected Losses (as a % of Original Balance): 1%

  -- Cl. A-5, Downgraded to A1 (sf); previously on March 18, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-IO, Downgraded to A1 (sf); previously on March 18, 2010
     Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. M-1, Downgraded to Baa2 (sf); previously on March 18,
     2010 Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. M-2, Downgraded to Caa1 (sf); previously on March 18,
     2010 Aa3 (sf) Placed Under Review for Possible Downgrade

Issuer: CWABS, Inc. Asset-Backed Certificates, Series 2004-S1

  * Expected Losses (as a % of Original Balance): 4%

  -- Cl. A-3, Confirmed at Aa3 (sf); previously on March 18, 2010
     Aa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-IO, Downgraded to Aa3 (sf); previously on March 18,
     2010 Aaa (sf) Placed Under Review for Possible Downgrade

  -- Cl. M-1, Upgraded to A1 (sf); previously on March 18, 2010
     Baa2 (sf) Placed Under Review for Possible Downgrade

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

  -- Cl. M-3, Upgraded to Baa1 (sf); previously on March 18, 2010
     Ba3 (sf) Placed Under Review for Possible Downgrade


CREDIT SUISSE: Moody's Reviews Ratings on 2006-C4 Certificates
--------------------------------------------------------------
Moody's Investors Service placed the ratings of eight classes
Credit Suisse Commercial Mortgage Trust Commercial Securities
Pass-Through Certificates, Series 2006-C4 on review for possible
downgrade:

  -- Cl. A-M, A1 (sf) Placed Under Review for Possible Downgrade;
     previously on Dec. 10, 2009 Downgraded to A1 (sf)

  -- Cl. A-J, Ba1 (sf) Placed Under Review for Possible Downgrade;
     previously on Dec. 10, 2009 Downgraded to Ba1 (sf)

  -- Cl. B, B1 (sf) Placed Under Review for Possible Downgrade;
     previously on Dec. 10, 2009 Downgraded to B1 (sf)

  -- Cl. C, B3 (sf) Placed Under Review for Possible Downgrade;
     previously on Dec. 10, 2009 Downgraded to B3 (sf)

  -- Cl. D, Caa1 (sf) Placed Under Review for Possible Downgrade;
     previously on Dec. 10, 2009 Downgraded to Caa1 (sf)

  -- Cl. E, Caa2 (sf) Placed Under Review for Possible Downgrade;
     previously on Dec. 10, 2009 Downgraded to Caa2 (sf)

  -- Cl. F, Caa3 (sf) Placed Under Review for Possible Downgrade;
     previously on Dec. 10, 2009 Downgraded to Caa3 (sf)

  -- Cl. G, Ca (sf) Placed Under Review for Possible Downgrade;
     previously on Dec. 10, 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 December 10, 2009.

                   Deal And Performance Summary

As of the January 18, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 3% to
$4.139 billion from $4.273 billion at securitization.  The
Certificates are collateralized by 345 mortgage loans ranging in
size from less than 1% to 20% of the pool, with the top ten loans
representing 46% of the pool.  One loan, representing 0.1% of the
pool, has defeased and is secured by U.S. Government securities.
Forty-seven loans, representing 4% of the pool, are secured by
residential co-op loans and have investment grade credit
estimates.

Eighty-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.

Fifteen loans have been liquidated from the pool since
securitization, resulting in an aggregate $47.7 million loss (88%
loss severity on average).  At last review the pool had
experienced $2.8 million in realized losses.  Currently fifty-six
loans, representing 22% of the pool, are in special servicing.
The largest specially serviced loan is the Babcock and Brown FX 3
Loan ($195.1 million -- 4.7% of the pool), which is secured by 20
multifamily properties located in Texas, South Carolina, and
Georgia.  The collateral consists of older vintage Class B
properties and totals 4,958 units.  The largest geographic
concentrations are Houston, Dallas, and Columbia, South.  The loan
transferred to special servicing in February 2009 due to the
borrower's request for a loan modification.  The loan is current.

Based on the most recent remittance statement, Classes G through S
have experienced interest shortfalls totaling $14.9 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.


CREDIT SUISSE: S&P Downgrades Ratings on 11 2003-C5 Securities
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 11
classes of commercial mortgage-backed securities from Credit
Suisse First Boston Mortgage Securities Corp.'s series 2003-C5.
S&P lowered its ratings on classes L, M, N, and O to 'D (sf)' due
to recurring interest shortfalls that S&P expects to continue for
the foreseeable future.  In addition, S&P affirmed its ratings on
six other classes from the same transaction.

The downgrades follow S&P's analysis of interest shortfalls that
have affected the trust.  As of the Jan. 18, 2011 remittance
report, the trust had experienced monthly interest shortfalls
totaling $126,914, primarily related to appraisal subordinate
entitlement reductions related to five loans with the special
servicer that are generating monthly shortfalls of $73,370, as
well as special servicing fees.  The monthly interest shortfalls
affected class L and all of the classes subordinate to it.  S&P
expects these shortfalls to continue for the foreseeable future,
and as a result, S&P lowered its ratings on classes L, M, N, and O
to 'D (sf)'.

The downgrades also reflect reduced liquidity available to the
remaining pooled classes, as well as credit support erosion that
S&P anticipates will occur upon the eventual resolution of eight
of the 11 specially serviced assets.

Our 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
1.35x and a loan-to-value ratio of 103.5%.  S&P further stressed
the assets' cash flows under S&P's 'AAA' scenario to yield a
weighted average DSC of 1.13x and an LTV ratio of 128.8%.  The
implied defaults and loss severity under the 'AAA' scenario were
41.9% and 31.7%, respectively.  The DSC and LTV calculations S&P
noted exclude eight loans that are with the special servicer
($56.2% million; 6.8%) and 20 defeased loans ($172.6 million;
21.4%).  S&P separately estimated losses for the specially
serviced loans, which S&P included in its 'AAA' scenario-implied
default and loss severity figures.

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

                      Credit Considerations

As of the Jan. 18, 2011, remittance report, 11 loans
($85.6 million; 10.3%) in the pool were with the special
servicer, Torchlight Loan Services LLC.  The payment status
of these loans is: five ($39.9 million; 4.8%) are more than 90
days delinquent, one ($12.2 million; 1.5%) is 30 days delinquent,
one ($14.7 million; 1.8%) is less than 30 days delinquent, one
($2.6 million; 0.3%) is in bankruptcy, and three ($16.2 million;
1.9%) are late but within their grace periods.  Two of the top 10
loans in the pool are with the special servicer.

The Park at Walker's Ranch loan (formerly known as Villages of
Deerfield Apartment) (14.7 million, 1.8%) is the largest loan with
the special servicer and ninth-largest loan in the pool.  The loan
is secured by a 300-unit garden apartment complex in San Antonio,
Texas, which was built in 1995.  The loan was transferred to the
special servicer on Jan. 29, 2010, due to an imminent payment
default.  As of January 2011 and for year-end 2010, the reported
occupancy and DSC were 97.3% and 1.16x, respectively.  The loan
was returned to the master servicer in January 2011.

The Challenger Business Center loan ($14.5 million; 1.7%) is the
second-largest loan with the special servicer and 10th-largest
loan in the pool.  The loan is secured by a 170,418-sq.-ft.
suburban office building in Orlando, Fla., that was built in 2000.
This loan was transferred to the special servicer on April 29,
2010, due to an imminent payment default.  For the 11 months ended
March 31, 2010, the reported occupancy and DSC were 0.33x and
42.5%, respectively.  The special servicer remains in discussions
regarding a potential workout of this loan.  The loan remains
current, as the borrower has been funding shortfalls out-of-
pocket.  The special servicer is evaluating a counter proposal
made by the borrower and will advise parties accordingly, as
applicable.  S&P expects a moderate loss upon the eventual
resolution of this asset.

The Delphi Building loan ($13.6 million; 1.6%), the third-largest
loan with the special servicer, is secured by a 222,597-sq.-ft.
industrial building in Troy, Mich., which was built in 1955 and
renovated in 1989.  The loan was transferred to the special
servicer on April 20, 2010, due to an imminent payment default.
For year-end 2009, the occupancy and DSC were 60.0% and 0.02x,
respectively.  Documentation of a potential loan modification is
ongoing.  The borrower has been cooperative.  The special servicer
will update parties accordingly when the transaction is
consummated, as well as when the loan may be returned to the
master servicer as a corrected mortgage loan.  S&P expects a
significant loss upon the eventual resolution of this asset.

The Southcourt at South Square loan ($12.2 million; 1.5%), the
fourth-largest loan with the special servicer, is secured by a
130,981-sq.-ft. suburban office building in Durham, N.C., which
was built in 1999.  The loan was transferred to the special
servicer on Nov. 15, 2010, due to an imminent monetary default.
For year-end 2009, the occupancy and DSC were 57.8% and 0.38x,
respectively.  The special servicer reports that the borrower has
indicated that it will no longer be able to cover debt service
payments.  S&P expects a moderate loss upon the eventual
resolution of this loan.

The remaining seven loans with the special servicer
($30.7 million; 3.7%) individually represent less than 1.5% of the
total pool balance.  For six of these loans ($29.6 million; 3.6%),
S&P estimated a weighted average loss of 28.2%.  S&P expects the
seventh loan ($1.1 million; 0.1%) to be returned to the master
servicer soon.

Two loans ($15.2 million; 1.8%) 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 payments), provided that they continue to perform and
remain with the master servicer.

                       Transaction Summary

As of the Jan. 18, 2010, remittance report, the transaction had an
aggregate trust balance of $830.5 billion (131 loans), compared
with $1.26 billion (153 loans) at issuance.  Midland Loan Services
Inc., the master servicer, provided financial information for
95.9% of the pool balance.  Approximately 2.5% of this financial
information was partial-year 2009 data, approximately 80.0% was
full-year 2009 data, approximately 9.7% was partial-year 2010
data, and approximately 3.7% was full-year 2010 data.  S&P
calculated a weighted average DSC of 1.32x for the nondefeased
loans in the pool based on the reported figures.  S&P's adjusted
DSC and LTV were 1.35x and 103.5%, respectively, which exclude
eight loans with the special servicer ($56.2 million; 6.8%) and 20
defeased loans ($172.6 million; 20.8%).  If these eight specially
serviced loans are included in the calculations, the adjusted DSC
and LTV are 1.28x and 113.3%, respectively.  The trust has
experienced five principal losses totaling $4.7 million to date.
Thirty-one loans are on the master servicer's watchlist
($125.9 million; 15.2%).  Four loans ($17.5 million, 2.1%) have a
reported DSC between 1.0x and 1.1x, and 33 loans ($190.5 million,
22.9%) have a reported DSC of less than 1.0x.  S&P separately
estimated losses for eight ($56.2 million; 6.8%) of the 11
specially serviced loans ($85.6 million; 10.3%).

                Summary of Top 10 Real Estate Loans

The top 10 loans secured by real estate have an aggregate
outstanding trust balance of $258.3 million (31.1%).  Using
servicer-reported information, S&P calculated a weighted average
DSC of 1.46x.  S&P's adjusted DSC and LTV figures for the top 10
real estate exposures were 1.30x and 91.0%, respectively.  These
figures exclude the 10th-largest loan in the pool, the Challenger
Business Center loan ($14.5 million; 1.7%), for which S&P
separately estimated a loss and is discussed above.  One of the
top 10 real estate loans is on the master servicer's watchlist.
Below, S&P discuss this loan and the Mall at Fairfield Commons
loan ($76.2 million; 9.2%), the largest loan in the pool.

The Mall at Fairfield Commons loan, the largest loan in the pool,
is secured by a 1.0 million-sq.-ft. mall in Beavercreek, Ohio,
that was built in 1993.  Macy's is a shadow anchor.  The whole-
loan balance of $101.5 million is split into a $76.2 million note
(9.2%) that was contributed to the subject transaction and a pari
passu $25.4 million companion loan that is held outside of the
trust.  For year-end 2009, the reported DSC and occupancy were
1.63x and 97%, respectively.  Based on a October 2010 rent roll,
S&P currently estimate a similar DSC.

The Serrano Apartments loan ($24.0 million; 2.9%), the third-
largest nondefeased loan in the pool, is secured by a 438-unit
garden apartment complex in Houston, Texas, that was built in
1999.  The loan appears on the master servicer's watchlist due to
a low DSC.  For year-end 2010, the master servicer reported a DSC
and occupancy of 0.27x and 90%, respectively.  According to the
master servicer, the property was going through renovations in
2010, which resulted in units being unavailable for lease for a
portion of the year.  Based on an October 2010 rent roll, S&P
estimate a current DSC of 0.73x.

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

                         Ratings Lowered

       Credit Suisse First Boston Mortgage Securities Corp.
   Commercial mortgage pass-through certificates series 2003-C5

                   Rating
                   ------
       Class    To        From      Credit enhancement (%)
       -----    --        ----      ----------------------
       D        A+ (sf)   AA (sf)                    13.21
       E        BBB- (sf) A (sf)                     11.13
       F        BB (sf)   A- (sf)                     9.06
       G        BB- (sf)  BBB+(sf)                    7.36
       H        B- (sf)   BBB- sf)                    5.67
       J        CCC  (sf) BB+ (sf)                    4.53
       K        CCC- (sf) BB (sf)                     3.78
       L        D (sf)    BB- (sf)                    3.03
       M        D (sf)    B (sf)                      2.08
       N        D (sf)    B- (sf)                     1.89
       O        D (sf)    CCC+ (sf)                   1.33

                         Ratings Affirmed

       Credit Suisse First Boston Mortgage Securities Corp.
   Commercial mortgage pass-through certificates series 2003-C5

           Class     Rating     Credit enhancement (%)
           -----     ------     ----------------------
           A-3       AAA (sf)                  23.58
           A-4       AAA (sf)                  23.58
           A-1A      AAA (sf)                  23.58
           B         AAA (sf)                  18.87
           C         AA+ (sf)                  16.98
           A-X       AAA (sf)                    N/A

                      N/A - Not applicable.


CRESI FINANCE: Moody's Takes Rating Actions on Various Classes
--------------------------------------------------------------
Moody's has affirmed two and upgraded five classes of Notes issued
by CRESI Finance Limited Partnership 2006-A, and affirmed one and
upgraded one class of Notes issued by CRESIX Finance Limited
Credit Linked Notes, Series 2006-A.  The upgrades to CRESI and
CRESIX are due to overall improved credit profile of the loan
assets due to amortization.  This is evidenced by the decreases in
Moody's loan-to-value ratio and Moody's weighted average rating
factor of the underlying loan assets.  The rating action is the
result of Moody's on-going surveillance of commercial real estate
collateralized debt obligation transactions.

CRESI Finance Limited Partnership 2006-A

  -- Cl. A Tranche Exposure*, Affirmed at Aaa (sf); previously on
     Oct. 29, 2009 Affirmed at Aaa (sf)

  -- Cl. B Tranche Exposure*, Upgraded to Aaa (sf); previously on
     Oct. 29, 2009 Upgraded to Aa1 (sf)

  -- Cl. C Floating Rate Notes, Upgraded to Aa1 (sf); previously
     on Oct. 29, 2009 Upgraded to A1 (sf)

  -- Cl. D Floating Rate Notes, Upgraded to Aa3 (sf); previously
     on July 27, 2006 Assigned A3 (sf)

  -- Cl. E Floating Rate Notes, Upgraded to A2 (sf); previously on
     July 27, 2006 Assigned Baa2 (sf)

  -- Cl. F Floating Rate Notes, Upgraded to Ba1 (sf); previously
     on July 27, 2006 Assigned Ba2 (sf)

  -- Cl. G Floating Rate Notes, Affirmed at Caa1 (sf); previously
     on Oct. 29, 2009 Downgraded to Caa1 (sf)

  * The Class A and B tranche exposures were not issued or sold as
    securities

CRESIX Finance Limited Credit Linked Notes, Series 2006-A

  -- Cl. F Credit Linked Notes, Upgraded to Ba1 (sf); previously
     on July 27, 2006 Assigned Ba2 (sf)

  -- Cl. G Credit Linked Notes, Affirmed at Caa1 (sf); previously
     on Oct. 29, 2009 Downgraded to Caa1 (sf)

                        Ratings Rationale

CRESI and CRESIX are synthetic commercial real estate
collateralized debt obligations, referencing a portfolio of
floating rate commercial mortgage whole loans.  The credit-linked
notes of CRESIX are structured to synthetically replicate the
aggregate cash flows of the Class F and Class G certificates
issued by CRESI (the Transaction).  As of the January 25, 2011
distribution date, the Transaction's aggregate reference
obligation balance has decreased, through pay downs and regular
amortization, by approximately 74% to $312 million from
$1.19 billion at securitization.  The reference obligations
consist of 25 mortgage loans ranging in size from less than 1% to
10.5% of the pool, with the top ten loans representing 68.4% of
the reference obligations.

Moody's was provided with full-year 2008 and 2009 operating
results for 100% and 57% of the underlying reference obligations,
respectively.  Moody's average weighted loan to value (LTV) ratio
for the reference obligations, excluding specially serviced loans,
watchlisted loans, and refinance risk loans, is 61% compared to
68% at last review and 82% at securitization.  In addition, the
reference obligations have experienced improved LTV distribution
since last review.  Based on Moody's analysis, 0% of the reference
obligations have an LTV in excess of 100% compared to 14% at last
review.  Moody's stressed Debt Service Coverage Ratio (DSCR) for
the reference obligations is 1.69X compared to 1.76X at last
review.  Moody's stressed DSCR is based on Moody's net cash flow
and a 9.25% stressed rate applied to the loan balance.

The underlying reference obligations have not experienced any
losses since securitization.  There is currently one loan,
representing 3% of the reference obligations, that is real estate
owned, and one loan, representing 1.5% of the reference
obligations, that is in special servicing.  Moody's estimates a
$4.6 million loss (34% severity) on these two loans.

One loan, representing 4% of the reference obligations, is on the
servicer's watchlist.  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.  Additionally,
Moody's is concerned about the refinancing risk associated with
two loans with approaching maturity.  Moody's identified two
loans, representing 9% of the reference obligations, which mature
in the next 24 months and have a Moody's stressed DSCR below
1.00X.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the non-
Moody's rated reference obligations.  For non-CUSIP collateral,
Moody's is eliminating the additional default probability stress
applied to corporate debt in CDOROM(R) v2.8 as Moody's expects the
underlying non-CUSIP collateral to experience lower default rates
and higher recovery compared to corporate debt due to the nature
of the secured real estate collateral.  The bottom-dollar WARF is
a measure of the default probability within a collateral pool.
Moody's modeled a bottom-dollar WARF of 1,665 compared to 1,792 at
last review.  The distribution of credit estimates is: Aaa-Aa3
(36.4% compared to 23.1% at last review), A1-A3 (15.8% compared to
14.1% at last review), Baa1-Baa3 (5.0% compared to 15.4% at last
review), Ba1-Ba3 (8.7% compared to 15.9% at last review), B1-B3
(14.9% compared to 5.0% at last review), and Caa1-C (19.2%
compared to 26.4% at last review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time.  Moody's modeled to a WAL of 1.6
years compared to 1.9 years at last review.

WARR is the par-weighted average of the mean recovery values for
the reference obligations in the pool.  Moody's modeled a variable
WARR of 52.2% compared to 53.8% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).  For
non-CUSIP collateral, Moody's is reducing the maximum over
concentration stress applied to correlation factors due to the
diversity of tenants, property types, and geographic locations
inherent in the pooled transactions.  Moody's modeled a MAC of
11.7% compared to 12.4% at last review.

Moody's review incorporated CDOROM(R) v2.8, one of Moody's CDO
rating models, which was released on January 24, 2011.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes.  However,
in many instances, a change in key parameter assumptions in
certain stress scenarios may be offset by a change in one or more
of the other key parameters.  Rated notes are particularly
sensitive to changes in recovery rate assumptions.  Holding all
other key parameters static, changing the recovery rate assumption
down from 52.2% to 42.2% or up to 62.2% would result in average
rating movement on the rated tranches of 0 to 2 notches downward
and 0 to 1 notches upward, respectively.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term.  From time to time, Moody's may, if warranted, change
these expectations.  Performance that falls outside the given
range may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated when the related
securities ratings were issued.  Even so, a deviation from the
expected range will not necessarily result in a rating action nor
does performance within expectations preclude such actions.  The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics.  Primary sources of assumption
uncertainty are the current sluggish macroeconomic environment and
varying performance in the commercial real estate property
markets.  However, Moody's expects to see increasing or
stabilizing property values, higher transaction volumes, a slowing
in the pace of loan delinquencies and greater liquidity for
commercial real estate in 2011 The hotel and multifamily sectors
are continuing to show signs of recovery, while recovery in the
office and retail sectors will be tied to recovery of the broader
economy.  The availability of debt capital continues to improve
with terms returning toward market norms.  Moody's central global
macroeconomic scenario reflects an overall sluggish recovery
through 2012, amidst ongoing individual, corporate and
governmental deleveraging, persistent unemployment, and government
budget considerations.

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.


CSAM FUNDING: 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 CSAM Funding II:

  -- US$346,000,000 Class A Floating Rate Notes Due October 2016
     (current outstanding balance of $253,677,993), Upgraded to
     Aa2 (sf); previously on November 23, 2010 A1 (sf) Placed
     Under Review for Possible Upgrade;

  -- US$24,000,000 Class B-1 Fixed Rate Notes Due October 2016,
     Upgraded to Baa3 (sf); previously on November 23, 2010 Ba2
      (sf) Placed Under Review for Possible Upgrade;

  -- US$15,250,000 Class B-2 Floating Rate Notes Due October 2016,
     Upgraded to Baa3 (sf); previously on November 23, 2010 Ba2
      (sf) Placed Under Review for Possible Upgrade;

  -- US$6,000,000 Class C-1 Fixed Rate Notes Due October 2016,
     Upgraded to Ba3 (sf); previously on November 23, 2010 Caa2
      (sf) Placed Under Review for Possible Upgrade;

  -- US$11,000,000 Class C-2 Floating Rate Notes Due October 2016,
     Upgraded to Ba3 (sf); previously on November 23, 2010 Caa2
      (sf) Placed Under Review for Possible Upgrade;

  -- US$13,000,000 Class D Fixed Rate Notes Due October 2016,
     Upgraded to Caa2 (sf); previously on November 23, 2010 Ca
      (sf) Placed Under Review for Possible Upgrade;

  -- US$10,000,000 Class K Blended Securities due 2016 (current
     rated balance of $6,337,601), Upgraded to Baa2 (sf);
     previously on July 27, 2009 Downgraded to Ba2 (sf).

                        Ratings Rationale

According to Moody's, the rating actions taken on the notes result
primarily from an increase in the transaction's
overcollateralization ratios and improvement in the credit quality
of the underlying portfolio since the rating action in July 2009.

The overcollateralization ratios of the rated notes have improved
due to the delevering of the Class A Notes, which have been paid
down by approximately 17.6% or $54 million since the rating action
in July 2009.  Based on the January 2011 trustee report, the Class
A, Class B, Class C, and Class D overcollateralization ratios are
reported at 135.53%, 118.34%, 112.17% and 107.87%, respectively,
versus July 2009 levels of 128.48%, 113.95%, 108.63% and 104.88%,
respectively, and all related overcollateralization tests are
currently in compliance.

Moody's also notes that the credit profile of the underlying
portfolio has been relatively stable since the last rating action.
The weighted average rating factor in the January 2011 report was
2839 compared to 2898 in July 2009, and securities rated Caa1 and
below make up approximately 12.7% of the underlying portfolio
versus 15.3% in July 2009.  The deal also experienced a decrease
in defaulted securities.  In particular, the dollar amount of
defaulted securities has decreased to about $19 million from
approximately $52 million 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 and principal
proceeds balance of $353 million, defaulted par of $20 million, a
weighted average default probability of 27.6% (implying a WARF of
4082), a weighted average recovery rate upon default of 38.94%,
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.

CSAM Funding II, issued on May 28, 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,
where a positive difference corresponds to lower expected loss),
assuming that all other factors are held equal:

Moody's Adjusted WARF -- 20% (3265)

  -- Class A: +2
  -- Class B-1: +3
  -- Class B-2: +3
  -- Class C-1: +2
  -- Class C-2: +2
  -- Class D: +3
  -- Blended Securities K: +3

Moody's Adjusted WARF + 20% (4898)

  -- Class A: -2
  -- Class B-1: -1
  -- Class B-2: -1
  -- Class C-1: -2
  -- Class C-2: -2
  -- Class D: -2
  -- Blended Securities K: -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) Delevering: The main source of uncertainty in this transaction
   is at what pace delevering will continue.  Delevering may
   accelerate due to high prepayment levels in the loan market
   and/or collateral sales by the manager, which may have
   significant impact on the notes' ratings.

2) Recovery of defaulted assets: Market value fluctuations in
   defaulted assets reported by the trustee and those assumed to
   be defaulted by Moody's may create volatility in the 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.

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

4) 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.

5) Other collateral quality metrics: The deal is allowed to
   reinvest from unscheduled proceeds and the manager may
   deteriorate the collateral quality metrics' existing cushions
   to 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.


DEUTSCHE MORTGAGE: Moody's Cuts Rating on Series 2007-RS8 to 'B3'
-----------------------------------------------------------------
Moody's Investors Service has downgraded the rating of class 1-A-1
issued by Deutsche Mortgage Securities, Inc. Re-REMIC Trust
Certificates, Series 2007-RS8 from B3 to Caa3.

Issuer: Deutsche Mortgage Securities, Inc. Re-REMIC Trust
Certificates, Series 2007-RS8

  -- Cl. 1-A-1, Downgraded to Caa3 (sf); previously on Jan 29,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

                        Ratings Rationale

The action is as a result of the bond not having sufficient credit
enhancement to maintain the current rating compared to the revised
loss expectation on the pool of mortgages backing the underlying
certificate.

The resecuritization is backed by the Cl. 2-A3A (as the
"Underlying Certificate") issued by Citigroup Mortgage Loan Trust
2006-AR3.  The underlying certificate is backed primarily by
first-lien, Alt-A residential mortgage loans.

The Class 1-A-1 issued in the resecuritization transaction is a
senior class, supported by a subordinated bond Class 1-A-2, which
receives principal payments after Class 1-A-1 but absorbs losses
before Class 1-A-1.

Moody's ratings on the resecuritization certificates are based on:

(i) The updated expected loss on the pool of loans backing the
underlying certificate and the updated rating on the underlying
certificate.  Moody's current loss expectation on the pool backing
the underlying certificate can be found at
http://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBS_S
F198174.  The current rating of the underlying certificate is Ca.

(ii) The credit enhancement available to the underlying
certificate, and

(iii) The structure of the resecuritization transaction.

Moody's first updated its loss assumption on the underlying pool
of mortgage loans (backing the underlying certificate) and then
arrived at an updated rating on the underlying certificate.  The
rating on the underlying certificate is based on the expected
recovery on the bond under ninety-six different combinations of
six loss levels, four loss timing curves and four prepayment
curves.  The volatility in losses experienced by a tranche due to
small increments in losses on the underlying mortgage pool is also
taken into consideration when assigning ratings.

In order to determine the ratings of the resecuritized bonds, the
loss on the underlying certificate was ascribed to the
resecuritized classes, 1-A-1 and 1-A-2, according to the structure
of the resecuritized transaction.  The losses on the resecuritized
certificates are allocated "bottom up" with Class 1-A-2 taking
losses ahead of Class 1-A-1.  Principal payments to the
certificates are allocated sequentially, with Class 1-A-1 being
paid ahead of Class 1-A-2.

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.

As part of the sensitivity analysis, Moody's stressed the updated
expected losses on the pools of loans backing the underlying
certificates by an additional 10% and found that the implied
ratings on the resecuritization bonds do not change.

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


DILLON READ: Moody's Downgrades Ratings on Two Classes of Notes
---------------------------------------------------------------
Moody's has downgraded two and affirmed seven classes of Notes
issued by Dillon Read CMBS CDO 2006-1, Ltd., due to the
deterioration in the credit quality of the underlying portfolio as
evidenced by an increase in the weighted average rating factor and
increase in Defaulted Securites.  The rating action is the result
of Moody's on-going surveillance of commercial real estate
collateralized debt obligation transactions.

Moody's rating action is:

  -- Cl. A-S1VF, Downgraded to Ca (sf); previously on March 26,
     2010 Downgraded to B2 (sf)

  -- Cl. A1, Downgraded to C (sf); previously on March 26, 2010
     Downgraded to Ca (sf)

  -- Cl. A2, Affirmed at C (sf); previously on March 26, 2010
     Downgraded to C (sf)

  -- Cl. A3, Affirmed at C (sf); previously on March 26, 2010
     Downgraded to C (sf)

  -- Cl. A4, Affirmed at C (sf); previously on March 26, 2010
     Downgraded to C (sf)

  -- Cl. B1, Affirmed at C (sf); previously on March 26, 2010
     Downgraded to C (sf)

  -- Cl. B2, Affirmed at C (sf); previously on March 26, 2010
     Downgraded to C (sf)

  -- Cl. B3, Affirmed at C (sf); previously on March 26, 2010
     Downgraded to C (sf)

  -- Cl. B4, Affirmed at C (sf); previously on March 26, 2010
     Downgraded to C (sf)

                        Ratings Rationale

Dillon Read CMBS CDO 2006-1, Ltd., is a hybrid CRE CDO transaction
backed by a portfolio of cash collateral (26.3% of the pool) and
credit linked notes (73.7% of the pool) referencing commercial
mortgage backed securities and CRE CDO debt.  The Notes are
collateralized by (84.5% of the pool balance) in the form of both
cash collateral and reference obligations, Real Estate Investment
Trust debt (9.0%) in the form of cash collateral and CRE CDO debt
(10.3%) in the form of both cash collateral and reference
obligations.  As of the February 1, 2011 Trustee report, the
aggregate Notes balance of the transaction, including the
Subordinate Notes, has decreased to $979.1 million from
$1.0 billion at issuance, with the pay-down directed to the Class
A-S1VF Notes.

There are sixty-five assets/reference obligations with a par
balance of $576.7 million (60.9% of the current pool balance) that
are considered as Defaulted Securities or Deferred Interest PIK
Bonds as of the February 1, 2011 Trustee report; comparied to
twenty-six assets/reference obligations with a par balance of
$141.5 (14.3% of the pool balance) at last review.  Moody's
expects significant losses from those Defaulted Securities to
occur once they are realized.

Dillon Read CMBS CDO 2006-1, Ltd., previously entered into an
Event of Default in September 2010.  The EOD was the result of the
breach of a collateral ratio test set forth in the transaction
Indenture.  Moody's previously stated the possibility of an EOD
during the last rating action dated March 26, 2010.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the non-
Moody's rated collateral and reference obligations.  The bottom-
dollar WARF is a measure of the default probability within a
collateral pool.  Moody's modeled a bottom-dollar WARF of 7,873,
including Defaulted Securities, compared to 3,736 at last review.
The distribution of current ratings and credit estimates is: A1-A3
(2.6% compared to 2.5% at last review), Baa1-Baa3 (6.3% compared
to 24.3% at last review), Ba1-Ba3 (3.7% compared to 9.8% at last
review), B1-B3 (3.7% compared to 29.9% at last review), and Caa1-C
(81.6% compared to 33.5% at last review).

WAL acts to adjust the probability of default of the collateral
and reference obligations in the pool for time.  Moody's modeled
to a WAL of 5.2 years compared to 5.9 years at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral and reference obligations in the pool.  Moody's
modeled a fixed WARR of 4.1% compared 9.8% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 100.0% compared to 20.3% at last review.
The high MAC is due to a small number of collateral names
concentrated in highly speculative collateral.

Moody's review incorporated CDOROM(R) v2.8, one of Moody's CDO
rating models, which was released on January 24, 2011.

The cash flow model, CDOEdge(R) v3.2.1.0, was used to analyze the
cash flow waterfall and its effect on the capital structure of the
deal.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes.  However,
in many instances, a change in key parameter assumptions in
certain stress scenarios may be offset by a change in one or more
of the other key parameters.  Rated notes are particularly
sensitive to changes in recovery rate assumptions.  Holding all
other key changing the recovery rate assumption down from 4.1% to
0% or up to 15.0% would result in a 0 to 1 notch movement downward
and would not result in a rating movement upward.

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 sluggish macroeconomic environment and
varying performance in the commercial real estate property
markets.  However, Moody's expects to see increasing or
stabilizing property values, higher transaction volumes, a slowing
in the pace of loan delinquencies and greater liquidity for
commercial real estate in 2011.  The hotel and multifamily sectors
are continuing to show signs of recovery, while recovery in the
office and retail sectors will be tied to recovery of the broader
economy.  The availability of debt capital continues to improve
with terms returning toward market norms.  Moody's central global
macroeconomic scenario reflects an overall sluggish recovery
through 2012, amidst ongoing individual, corporate and
governmental deleveraging, persistent unemployment, and government
budget considerations.

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.


DRYDEN V-LEVERAGED: S&P Raises Ratings on Various Classes of Notes
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A, B-1, B-2, C-1, C-2, D-1, D-2, D-3, and E notes from Dryden V-
Leveraged Loan CDO 2003, a collateralized loan obligation
transaction managed by Prudential Investment Management.  At the
same time, S&P removed the ratings on the class A, B-1, B-2, C-1,
and C-2 notes from CreditWatch, where S&P placed them with
positive implications on Nov. 8, 2010.

The upgrades reflect principal paydowns to the class A notes and
the improved performance S&P has observed in the deal's underlying
asset portfolio since its May 3, 2010, rating action, when S&P
upgraded the class D-1, D-2, and D-3 notes.  Since S&P's May 2010
rating action, the class A notes have had $52.1 million in
principal paydowns, while the balance of defaulted assets has
fallen to $2.96 million from $11.02 million as of the Jan. 11,
2011 trustee report.  The class A/B O/C ratio has increased to
145.37% from 123.44% during the same period.

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

                 Dryden V-Leveraged Loan CDO 2003

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

   Transaction Information
   -----------------------
Issuer:             Dryden V-Leveraged Loan CDO 2003
Coissuer:           Dryden V-Leveraged Loan CDO 2003
Collateral manager: Prudential Investment Management
Underwriter:        Merrill Lynch & Co. Inc.
Trustee:            Deutsche Bank Trust Co. Americas
Transaction type:   Cash flow CLO


DUNLOE 2005-I: S&P Downgrades Rating to Class B Notes to 'D'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
B notes and withdrew its rating on the class A notes from Dunloe
2005-I Ltd., a synthetic collateralized debt obligation
transaction.

The rating actions follow the redemption of the notes.  The
downgrade of the class B notes reflects a principal loss incurred
on the tranche.  The rating withdrawal of the class A notes
reflects the full redemption of the notes, which had not incurred
any principal loss.

                         Rating Lowered

                        Dunloe 2005-I Ltd.

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

                         Rating Withdrawn

                        Dunloe 2005-I Ltd.

                                  Rating
                                  ------
                 Class         To        From
                 -----         --        ----
                 A             NR        CCC- (sf)

                          NR - Not rated.


EAST LANE: S&P Assigns 'BB+' Rating to Series 2011-1 Notes
----------------------------------------------------------
Standard & Poor's Ratings Services said that it has assigned the
Series 2011-1 Class A and Class B notes to be issued by East Lane
Re IV Ltd. preliminary ratings of 'BB+(sf)' and 'BB(sf)',
respectively.  The notes will cover losses from hurricanes,
earthquakes, severe thunderstorms, and winter storms in the
covered areas on a per-occurrence basis.  East Lane IV is a newly
incorporated 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 ceding insurers, Federal Insurance Co. (AA/Stable/--) and
other intercompany pool members, all subsidiaries of Chubb Corp.,
write personal and commercial lines insurance.  The insurer
financial strength ratings on Federal Insurance Co. and its
intercompany pool members are based on the group's very strong
competitive position in the global property/casualty marketplace.
Chubb Corp. benefits from very strong brand-name recognition
globally, excellent underwriting, and very strong consolidated
capital.

                           Ratings List

                   Preliminary Ratings Assigned

                       East Lane Re IV Ltd.

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


FOUNDATION RE: S&P Assigns 'BB+' Rating to Series 2011-1 Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB+(sf)' 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.

                           Ratings List

                       New Rating Assigned

                      Foundation Re III Ltd.

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


FRASER SULLIVAN: Moody's Assigns Ratings on Various Classes
-----------------------------------------------------------
Moody's Investors Service announced that it has assigned these
ratings to the notes issued by Fraser Sullivan CLO V Ltd.:

  -- US$273,000,000 Class A-1 Senior Secured Floating Rate Notes
     due February 23, 2021, Assigned Aaa (sf)

  -- US$13,500,000 Class A-2 Senior Secured Floating Rate Notes
     due February 23, 2021, Assigned Aa2 (sf)

  -- US$30,100,000 Class B Senior Secured Deferrable Floating Rate
     Notes due February 23, 2021, Assigned A2 (sf)

  -- US$15,000,000 Class C Senior Secured Deferrable Floating Rate
     Notes due February 23, 2021, Assigned Baa2 (sf)

  -- US$19,000,000 Class D Senior Secured Deferrable Floating Rate
     Notes due February 23, 2021, Assigned Ba2 (sf).

                        Ratings Rationale

Moody's ratings of the notes address the expected loss posed to
noteholders.  The ratings reflect the risks due to defaults on the
underlying portfolio of loans, the transaction's legal structure,
and the characteristics of the underlying assets.

Fraser Sullivan CLO V Ltd. is a managed cash-flow CLO with a four
and ½ month ramp-up period.  The transaction is
collateralized primarily by broadly syndicated first lien senior
secured corporate loans.  The portfolio may also contain up to 5%
of second lien loans, and unsecured loans, but no less than 95% of
senior secured loans, cash, and eligible investments.

WCAS Fraser Sullivan Investment will manage the selection,
acquisition and disposition of collateral on behalf of the Issuer.
Fraser Sullivan Investment Management was formed in 2005 by John
Fraser and Tighe Sullivan.  In 2007, FSIM was renamed WCAS-FS in
connection with the purchase of a 50% equity interest in FSIM by
certain individual general partners of Welsh, Carson, Anderson and
Stowe.  The Portfolio Manager may engage in trading activity
during the transaction's two year reinvestment period, including
discretionary trading.  Thereafter, sales of defaulted securities,
credit improved, and credit risk securities are allowed; however,
no purchases of additional collateral debt securities are
permitted.

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

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

                          Diversity of 50

* WARF (reflecting 30% default probability stress) of 3468
* Weighted Average Spread of 3.5%
* Weighted Average Recovery Rate of 43.75%
* Weighted Average Life of 5.5 years.

Together with the refined set of modeling assumptions above,
Moody's conducted additional sensitivity analysis which was an
important component in determining the ratings assigned to the
notes.  This sensitivity analysis includes various default
probabilities to capture potential defaults in the underlying
portfolio.

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% (2774)

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

Moody's Adjusted WARF + 20% (4162)

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

The V Score for this transaction is Medium/High.

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

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


FREEDOM CERTIFICATES: Moody's Upgrades Ratings on Two Certs.
------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these certificates issued by FREEDOM CERTIFICATES
USAutos Series 2004-1 Trust:

  -- US$4,000,000 5.10% Freedom Certificates, USAutos, Series
     2004-1 Class A Certificates, Upgraded to B1; previously on
     February 19, 2010 Upgraded to B3

  -- US$4,000,000 Notional Principal Balance Freedom Certificates,
     USAutos, Series 2004-1 Class X Certificates, Upgraded to B1;
     previously on February 19, 2010 Upgraded to B3

                         Ratings Rationale

The transaction is a structured note whose rating is based on the
underlying securities and the legal structure of the transaction.
The underlying securities consist of $2,000,000 of cash from an
underlying security that matured, the 7.375% Debentures due
February 1, 2011, issued by Ford Motor Credit Company and
$2,000,000 aggregate principal amount of 7.25% Debentures due
March 2, 2011, issued by General Motors Acceptance Corporation.
The rating actions are a result of the change of the rating of the
Debentures issued by General Motors Acceptance Corporation, which
were upgraded to B1 by Moody's February 7, 2011.


GALAXY V: 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-1, and D-2 notes from Galaxy V CLO Ltd., a
collateralized loan obligation transaction managed by PineBridge
Investments LLC.  At the same time, S&P removed the class A-1, A-
2, and B 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 S&P's Nov. 25,
2009 rating action, when S&P downgraded all of the rated
notes following the application of its September 2009 corporate
collateralized debt obligation criteria.  As of the Jan. 7, 2011
trustee report, the balance of defaulted assets had fallen to
$0.5 million from $23.29 million.  The senior vercollateralization
ratio increased to 121.6% from 117.51% during the same period.

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

                  Rating And Creditwatch Actions

                         Galaxy V CLO Ltd.

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

  Transaction Information
  -----------------------
Issuer:             Galaxy V CLO Ltd.
Co-issuer:          Galaxy V CLO Inc.
Collateral manager: PineBridge Investments LLC
Underwriter:        Morgan Stanley
Trustee:            Bank of New York Mellon (The)
Transaction type:   Cash flow CLO


GE CAPITAL: S&P Affirms Ratings on 14 2002-2 Securities
-------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on 14
classes of commercial mortgage-backed securities from GE Capital
Commercial Mortgage Corp.'s series 2002-2.

The affirmations reflect S&P's analysis of the collateral in the
pool, the deal structure, and the liquidity available to the
trust.  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 1.38x and a loan-to-value ratio of 74.9%.  S&P
further stressed the loans' cash flows under its 'AAA' scenario to
yield a weighted average DSC of 1.14x and an LTV ratio of 93.8%.
The implied defaults and loss severity under the 'AAA' scenario
were 27.8% and 17.0%, respectively.  The DSC and LTV calculations
S&P noted above exclude one ($9.0 million; 1.2%) specially
serviced asset and 32 defeased loans ($265.7 million; 35.9%).  S&P
separately estimated losses for the specially serviced asset, and
included it in S&P's 'AAA' scenario implied default and loss
severity figures.

S&P's analysis also considered the volume of nondefeased,
nonspecially serviced loans that are scheduled to mature through
August 2012 (66 loans, $475.3 million, 95.6% of the trust
balance).  While these loans have a weighted average DSC of 1.50x,
S&P believes that some of these loans could face refinancing
challenges given current market conditions and the underlying
property performance.  If these loans are not able to be
refinanced at maturity, they could potentially be transferred to
the special servicer, resulting in additional trust fund expenses.

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 February 2011 remittance report, one asset ($9.0
million, 1.2%) was with the special servicer, LNR Partners Inc.
The CLK - Spring Creek Apartments asset transferred to LNR on
May 6, 2010, due to payment default and is currently more than 90
days delinquent.  The loan is secured by a 288-unit multifamily
complex in Columbus, Ohio.  As of the nine months ended Sept. 30,
2009, the property had a DSC of 1.01x.  The special servicer is
currently engaged in workout discussions with the borrower.  If
the special servicer and borrower are unable to agree on a
modification, S&P would anticipate a moderate loss upon the
eventual resolution of this asset.

                       Transaction Summary

As of the February 2011 trustee remittance report, the transaction
had an aggregate trust balance of $741.0 million (100 loans),
compared with $971.8 million (111 loans) at issuance.  The master
servicer, Wells Fargo Bank N.A. provided financial information for
97.2% of the nondefeased trust balance, 99.7% of which was
partial-year 2009, full-year 2009 data, or partial-year 2010 data.

S&P calculated a weighted average DSC of 1.37x for the nondefeased
loans in the pool based on the reported figures.  S&P's adjusted
DSC and LTV were 1.38x and 74.9%, respectively, and exclude the
specially serviced asset and 32 defeased loans.  S&P separately
estimated losses for the one specially serviced asset and included
it in its 'AAA' scenario implied default and loss severity
figures.  Twenty loans ($151.6 million, 20.5%) are on the master
servicer's watchlist.  Twelve ($98.3 million, 13.3%) loans have a
reported DSC below 1.1x, and eight ($60.6 million, 8.2%) of these
loans have a reported DSC below 1.0x.  To date, the pool has
experienced principal losses totaling $5.8 million in connection
with three loans.

               Summary of Top 10 Real Estate Loans

The top 10 loans secured by real estate have an aggregate
outstanding balance of $214.1 million (28.9%).  Using servicer-
reported information, S&P calculated a weighted average DSC of
1.26x the top 10 loans.  S&P's adjusted DSC and LTV figures for
the top 10 loans were 1.28x and 82.5%, respectively.  These
adjusted figures include cash flow adjustments that reflect
changes in property performance since the last reporting period.
Five of the top 10 real estate loans are on the master servicer's
watchlist, and the three largest are discussed below.

The Town & Country Village - Sacramento loan ($30.6 million, 4.1%)
is the third-largest loan in the pool and is secured by a 234,999-
sq.-ft. anchored retail center in Sacramento, Calif.  The loan
appears on the master servicer's watchlist due to low DSC.  As of
the six months ended June 30, 2010, the reported DSC was 0.72x.
As of Nov. 15, 2010, the property was 81.3% occupied.  The master
servicer anticipates that DSC will increase as leases signed
during late 2010 begin to affect the property's performance.

The Santa Rosa Town Center loan ($19.1 million, 2.6%) is the
fifth-largest loan in the pool and is secured by a 167,191-sq.-ft.
anchored retail center in Santa Rosa, Calif.  The loan appears on
the master servicer's watchlist due to low DSC.  As of the nine
months ended Sept. 30, 2010, the property had a DSC of 0.98x and
was 98.8% occupied.  At the time, a seasonal tenant occupied 16.3%
of the gross leasable area and, according to the master servicer,
has since vacated, lowering occupancy to 82.4%.

The 1500 Rosecrans Avenue loan ($14.0 million, 1.9%) is the
seventh-largest loan in the pool and is secured by a 124,912-sq.-
ft. office building in Manhattan Beach, Calif.  The loan appears
on the master servicer's watchlist due to a decline in occupancy.
As of Sept. 15, 2010, the property was 71.2% occupied; however,
increased leasing activity brought property occupancy up to 90.8%
as of Dec. 13, 2010.  As of the 12 months ended Oct. 31, 2009, the
property had a DSC of 1.30x.

The remaining two top 10 loans each constitute less than 1.9%
of the overall pool balance.  The Watauga Towne Crossing
Shopping Center loan ($13.8 million, 1.9%) appears on the master
servicer's watchlist due to upcoming tenant lease expirations
comprising 46.3% of the GLA.  The Sterling University Gables loan
($13.7 million, 1.9%) appears on the master servicer's watchlist
due to low DSC.  The reported DSC was 0.82x as of nine months
ended Sept. 30, 2010.

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

               GE Capital Commercial Mortgage Corp.
   Commercial mortgage pass-through certificates series 2002-2

            Class    Rating    Credit enhancement (%)
            -----    ------    ----------------------
            A-2      AAA (sf)                  29.21
            A-3      AAA (sf)                  29.21
            B        AAA (sf)                  24.46
            C        AAA (sf)                  22.82
            D        AAA (sf)                  18.56
            E        AA+ (sf)                  15.77
            F        AA (sf)                   14.46
            G        AA- (sf)                  12.99
            H        A+ (sf)                   11.18
            J        A- (sf)                   8.56
            K        BBB (sf)                  6.10
            L        BBB- (sf)                 5.12
            M        BB+ (sf)                  4.46
            X-1      AAA (sf)                  N/A

                      N/A -- not applicable.


GMAC COMMERCIAL: Fitch Upgrades Ratings on 1998-C1 Certificates
---------------------------------------------------------------
Fitch Ratings has upgraded and downgraded one class of GMAC
Commercial Mortgage Securities, Inc.'s commercial mortgage pass-
through certificates, series 1998-C1.

The upgrade reflects increasing credit enhancement due to paydown,
which is sufficient to offset Fitch expected losses and adverse
selection due to increasing loan concentration.  Fitch modeled
losses of 29% of the remaining pool; expected losses of the
original pool are at 4.7%, including losses already incurred to
date.  Two loans (56%) are in special servicing, including the
largest remaining loan Senior Living Properties.  Fitch expects
classes K through N to be fully depleted from losses associated
with the specially serviced assets.

As of the January 2011 distribution date, the pool's aggregate
principal balance has been paid down by approximately 86% to
$206.1 million from $1.4 billion at issuance.  Three loans (7.42%)
are defeased.  Interest shortfalls are affecting classes F through
N.

The largest contributor to loss (55% of pool balance) is the SLP
loan which is secured by 44 healthcare properties in Texas.
Eastdil Secured has been engaged to market the properties for sale
and the special servicer expects to dispose of the loan via a
discounted payoff.

The next largest contributor to losses (1.56%) is a 52,826 square
feet office property located in Rocky Mount, NC.  The borrower
continues to perform under a forbearance agreement.  The special
servicer continues to pursue foreclosure of the property whose
most recent occupancy was 75% as of November 2010.

Fitch downgrades this class and revises the Recovery Rating as
indicated:

  -- $14.4 million class J to 'C/RR1' from 'CC/RR4'.

Fitch upgrades this class and assigns an Outlook and Loss Severity
rating as indicated:

  -- $25.2 million class H to 'B/LS5' from 'CCC/RR1'; Outlook
     Stable.

In addition, Fitch affirms and revises the Outlooks and Loss
Severity ratings as indicated:

  -- $34.8 million class E at 'AAA/LS4'; Outlook Stable;

  -- $43.1 million class F at 'A-/LS4'; Outlook Stable;

  -- $32.4 million class G at 'BB/LS4' from 'BB/LS5'; Outlook to
     Stable from Negative.

Classes K, L, and M remain 'C'/RR6.

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

Fitch does not rate class N.


GOLDEN KNIGHT: Moody's Upgrades Ratings on Various Classes
----------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Golden Knight II CLO, Ltd.:

  -- US$292,500,000 Class A First Priority Senior Floating Rate
     Notes due 2019 (current balance of $284,445,113), Upgraded to
     Aa2 (sf); previously on July 15, 2009 Downgraded to Aa3 (sf);

  -- US$40,000,000 Class B Second Priority Senior Floating Rate
     Notes due 2019, Upgraded to A3 (sf); previously on July 15,
     2009 Downgraded to Baa2 (sf);

  -- US$18,250,000 Class C Third Priority Senior Subordinate
     Deferrable Interest Floating Rate Notes due 2019; Upgraded to
     Ba1 (sf); previously on July 15, 2009 Downgraded to Ba3 (sf);

  -- US$14,000,000 Class D Fourth Priority Subordinate Deferrable
     Interest Floating Rate Notes due 2019; Upgraded to B1 (sf);
     previously on November 23, 2010 Caa2 (sf) Placed Under Review
     for Possible Upgrade;

  -- US$13,000,000 Class E Fifth Priority Junior Subordinate
     Deferrable Interest Floating Rate Notes due 2019, Upgraded to
     Caa2 (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 13, 2011, the
weighted average rating factor is currently 2719 compared to 2891
in the June 2009 report, and securities rated Caa1/CCC or lower
make up approximately 4.19% of the underlying portfolio versus
7.06% in June 2009.  Additionally, the deal has experienced a
decrease in defaults, with the dollar amount of defaulted
securities reported at about $3 million versus approximately
$16 million in June 2009.

The overcollateralization ratios of the rated notes have also
improved since the rating action in July 2009.  The Class A/B,
Class C, Class D and Class E overcollateralization ratios are
reported at 118.54%, 112.23%, 107.82% and 104.03% respectively,
versus June 2009 levels of 113.92%, 107.9%, 103.69% and 100.05%,
respectively, and all related overcollateralization tests are
currently in compliance.  Since the rating action in July 2009,
the Class A notes have been paid down by approximately $4 million
due to previous overcollateralization test failures.  Moody's also
notes that the Class C Notes, Class D Notes and 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 $387 million, defaulted par of $3 million, a
weighted average default probability of 29.85% (implying a WARF of
3793), a weighted average recovery rate upon default of 43.05%,
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.

Golden Knight II CLO, 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.

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% (3034)

  -- Class A: +2
  -- Class B: +2
  -- Class C: +3
  -- Class D: +2
  -- Class E: +4

Moody's Adjusted WARF + 20% (4552)

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

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.  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.


GREENWICH CAPITAL: Moody's Upgrades Ratings on Two 2004-GG1 Certs.
------------------------------------------------------------------
Moody's Investors Service upgraded the rating of two classes,
downgraded two classes and affirmed seven classes of Greenwich
Capital Commercial Funding Corp., Commercial Mortgage Pass-Through
Certificates, Series 2004-GG1:

  -- Cl. D, Upgraded to Aa2 (sf); previously on July 9, 2009
     Upgraded to Aa3 (sf)

  -- Cl. E, Upgraded to A1 (sf); previously on July 9, 2009
     Upgraded to A2 (sf)

  -- Cl. F, Affirmed at Baa1 (sf); previously on June 24, 2004
     Definitive Rating Assigned Baa1 (sf)

  -- Cl. G, Affirmed at Baa2 (sf); previously on June 24, 2004
     Definitive Rating Assigned Baa2 (sf)

  -- Cl. H, Affirmed at Baa3 (sf); previously on June 24, 2004
     Definitive Rating Assigned Baa3 (sf)

  -- Cl. J, Affirmed at Ba1 (sf); previously on June 24, 2004
     Definitive Rating Assigned Ba1 (sf)

  -- Cl. K, Affirmed at Ba2 (sf); previously on June 24, 2004
     Definitive Rating Assigned Ba2 (sf)

  -- Cl. L, Affirmed at Ba3 (sf); previously on June 24, 2004
     Definitive Rating Assigned Ba3 (sf)

  -- Cl. M, Affirmed at B1 (sf); previously on June 24, 2004
     Definitive Rating Assigned B1 (sf)

  -- Cl. N, Downgraded to Caa1 (sf); previously on June 24, 2004
     Definitive Rating Assigned B2 (sf)

  -- Cl. O, Downgraded to Caa2 (sf); previously on June 24, 2004
     Definitive Rating Assigned B3 (sf)

                        Ratings Rationale

Moody's rating action did not address the ratings of Classes A-5,
A-6, A-7, B, C, XP and XC, 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 primary 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.

The upgrades are due to the significant increase in subordination
due to loan payoffs and amortization.  The pool has paid down by
approximately 24% since Moody's last review and 36% since
securitization.

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

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

Moody's rating action reflects a cumulative base expected loss of
2.8% of the current balance.  At last review, Moody's cumulative
base expected loss was 1.4%.  Moody's stressed scenario loss is
7.9% 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 30 compared to 35 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 July 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 February 11, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 36% to
$1.69 billion from $2.63 billion at securitization.  The
Certificates are collateralized by 108 mortgage loans ranging in
size from less than 1% to 6% of the pool, with the top ten loans
representing 31% of the pool.  The pool contains three loans with
investment grade credit estimates that represent 9% of the pool.
At last review, there were five loans with credit estimates.
These loans have been defeased or paid off since the last review.
Fourteen loans, representing 33% of the pool, have defeased and
are collateralized with U.S. Government securities.  Defeasance at
last review represented 8% of the pool.

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

Two loans have been liquidated from the pool since securitization,
resulting in an aggregate $8.34 million loss (55% loss severity on
average).  The pool had not experienced any losses at last review.
Currently, there are six loans, representing 2% of the pool, in
special servicing.  The master servicer has recognized an
aggregate $11.9 million loss for the three of the specially
serviced loans.  Moody's has estimated an aggregate $20.9 million
loss (59% expected loss on average) for all of the specially
serviced loans.

Moody's has assumed a high probability of default for eight poorly
performing loans, representing 3% of the pool, and has estimated a
$7.8 million loss (15% expected loss based on a 50% probability of
default) from these troubled loans.

Moody's was provided with full year 2009 and partial year 2010
operating results for 95% and 96%, respectively, of the non-
defeased loans in the pool.  Excluding specially serviced and
troubled loans, Moody's weighted average LTV is 96% compared to
95% at Moody's prior review.  Moody's net cash flow reflects a
weighted average haircut of 13% to the most recently available net
operating income.  Moody's value reflects a weighted average
capitalization rate of 9.6%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.34X and 1.15X, respectively, compared to
1.39X and 1.14X 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 Southland Mall Loan
($77.5 million -- 4.6% of the pool), which is secured by the
borrower's interest in a 1.3 million square foot (SF) regional
mall located in Hayward, California.  The GGP-sponsored loan,
which matured in February 2009, was transferred to special
servicing in March 2009 due to maturity default and was included
in GGP's bankruptcy filing.  Upon the finalization of a loan
modification and the extension of the maturity date to January
2014, the loan was returned to the Master Servicer in March 2010.
Anchors include Macy's, J.C. Penney and Kohl's.  As of September
2010, the in-line space was 90% leased; essentially the same as at
last review.  Excluding the space leased on a month-to-month basis
to temporary tenants, in-line is 84% leased compared to 71% at
last review.  Although performance has declined since last review,
Moody's prior analysis reflected a stressed cash flow due to
Moody's concerns about potential negative impact of the GGP
bankruptcy and performance is in line with Moody's expectations.
The trailing 12-month October 2010 comparable in-line sales were
$291 per SF compared to $306 at last review.  Moody's current
credit estimate and stressed DSCR are Baa2 and 1.44X,
respectively, essentially the same as at last review.

The second loan with a credit estimate is the Deerbrook Mall Loan
($68.8 million -- 4% of the pool), which is secured by the
borrower's interest in a 1.2 million SF regional mall located in
the suburban Houston suburb of Humble, Texas.  The GGP sponsored
loan was transferred to special servicing in March 2009 due to
maturity default and was included in GGP's bankruptcy filing.
Upon the finalization of a loan modification and the extension of
the maturity date to January 2014, the loan was returned to the
Master Servicer in March 2010.  The property's anchors include
Dillard's, Macy's, Sears and J.C. Penney, none of which are part
of the collateral.  As of September 2010, the in-line space was
99% leased compared to 93% at last review.  Excluding space leased
on a month-to-month basis to temporary tenants, in-line occupancy
is 95% compared 87% at last review.  Performance has improved due
to higher base revenues.  Actual 2009 NOI was 9% higher than in
2008.  The loan is structured with a 25-year amortization schedule
and has amortized by approximately 6% since last review.  Moody's
current credit estimate and stressed DSCR are A3 and 1.87X,
respectively, compared to Baa1 and 1.66X at last review.

The third loan with a credit estimate is the 222 East 41st Street
Loan ($10.0 million -- 0.6% of the pool), which is secured by the
borrower's interest in a leased fee land parcel in the Grand
Central submarket in New York City.  The loan is interest only for
10 years.  The land is improved with a 371,000 square foot office
building constructed in 1999 and leased to the Jones Day Law firm.
The ground lease expires in February 2052.  Moody's current credit
estimate and stressed DSCR are Aa2 and 1.20X, respectively, the
same at last review.

The top three performing conduit loans represent 12% of the pool
balance.  The largest loan is the Aegon Center Loan ($106.4
million -- 6.4% of the pool), which is secured by a 634,000 SF
Class A office building located in downtown Louisville, Kentucky.
It is the tallest building in the entire state and is attached to
a 5-level, 791-space garage.  As of November 2010, the property
was 95% leased compared to 94% at last review.  Major tenants
include Aegon N.V. (Moody's senior unsecured rating A3 - negative
outlook; 33% of the NRA; lease expiration in 2012), Frost Brown
Todd (15% of the NRA; lease expiration in 2020) and Stites and
Harbison (12% of the NRA; lease expiration in 2014).  The loan was
recently put on the watch list due to Aegon publicly announcing
that it plans to downsize it's operation by approximately 60,000
SF.  The loan's initial 60-month interest-only period has expired
and the loan has amortized approximately 2% since last review.
Moody's LTV and stressed DSCR are 106% and 0.99X, respectively,
compared to 99% and 1.03X at last review.

The second largest loan is the New Roc City Loan ($41.9 million --
3.6% of the pool), which is secured by a 446,000 SF lifestyle
retail center located in New Rochelle, New York.  As of November
2010, the property was 85% leased compared 91% at last review.
Actual 2009 NOI was 8% lower than in 2008; however, this is
partially offset by a 3% increase in amortization.  Moody's LTV
and stressed DSCR are 88% and 1.20X, respectively, essentially the
same as at last review.

The third largest conduit loan is the Severance Town Center Loan
($41.9 million -- 2.5% of the pool), which is secured by a 615,000
SF enclosed shopping center located in the Cleveland Heights
section of Cleveland, Ohio.  The property is anchored by Wal-mart,
Home Depot and Dave's Market.  As of November 2010, the property
was 92% leased compared to 96% in 2009.  Actual 2009 NOI was 15%
higher than in 2008.  The loan has amortized by 2% since last
review.  Moody's current LTV and stressed DSCR are 99% and 0.99X,
respectively, compared to 119% and 0.82X at last review.


GSMSC PASS-THROUGH: Moody's Downgrades Ratings on Five Tranches
---------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of five
tranches issued by two RMBS resecuritization deals issued by GSMSC
in 2008.

Issuer: GSMSC Pass-Through Trust 2008-1R

  -- Cl. A1, Downgraded to Caa3 (sf); previously on Jan. 29, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

Issuer: GSMSC Pass-Through Trust 2008-2R

  -- Cl. 1A-1, Downgraded to Caa1 (sf); previously on Jan. 13,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1A-2, Downgraded to C (sf); previously on March 12, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-1, Downgraded to Caa1 (sf); previously on Jan. 13,
     2010 B3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2A-2, Downgraded to C (sf); previously on March 12, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

                        Ratings Rationale

The actions are as a result of the bonds not having sufficient
credit enhancement to maintain the current ratings compared to the
revised loss expectation on the pools of mortgages backing the
underlying certificates.

The resecuritization GSMSC 2008-1R is backed by the class A-1 (the
"Underlying Certificate") issued by IndyMac INDX Mortgage Loan
Trust 2007-AR17.  The underlying certificate is backed primarily
by first-lien, Alt-A residential mortgage loans.  The Class A-1
issued by GSMSC 2008-1R is a senior class, supported by a
subordinated bond Class A-2, which receives principal payments
after Class A-1 but absorbs losses before Class A-1.

The Group1 bonds of the resecuritization GSMSC 2008-2R are backed
by the classes 5A-1 and 5A-2 (the "Underlying Certificates")
issued by GSR Mortgage Loan Trust 2006-8F.  The Group2 bonds of
the resecuritization GSMSC 2008-2R are backed by the classes 6A-1
and 6A-2 (the "Underlying Certificates") issued by GSR Mortgage
Loan Trust 2006-9F.  Both sets of underlying certificates are
backed primarily by first-lien, Prime Jumbo residential mortgage
loans.  The Class 1A-1 issued by GSMSC 2008-2R is a senior class,
supported by a subordinated bond Class 1A-2, which receives
principal payments after Class 1A-1 but absorbs losses before
Class 1A-1.  The Class 2A-1 issued by GSMSC 2008-2R is a senior
class, supported by a subordinated bond Class 2A-2, which receives
principal payments after Class 2A-1 but absorbs losses before
Class 2A-1.

Moody's ratings on the resecuritization certificates are based on:

    (i) The updated expected loss on the pools of loans backing
        the underlying certificates and the updated ratings on the
        underlying certificates.

   (ii) The credit enhancement available to the underlying
        certificates, and

  (iii) The structure of the resecuritization transaction.

Moody's first updated its loss assumption on the underlying pools
of mortgage loans (backing the underlying certificates) and then
arrived at updated ratings on the underlying certificates.  The
ratings on the underlying certificates are based on expected
recoveries on the bonds under ninety-six different combinations of
six loss levels, four loss timing curves and four prepayment
curves.  The volatility in losses experienced by a tranche due to
small increments in losses on the underlying mortgage pool is
taken into consideration when assigning ratings.

In order to determine the ratings of the resecuritized bonds, the
loss on the underlying certificates was ascribed to the
resecuritized classes, according to the structure of the
resecuritized transaction.  The losses on the resecuritized
certificates are allocated "bottom up" with the subordinate class
taking losses ahead of the senior class.  Principal payments to
the certificates are allocated sequentially, with the senior class
being paid ahead of the subordinate class.

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.

As part of the sensitivity analysis, Moody's stressed the updated
expected loss on the pool of loans backing the underlying
certificates by an additional 10% and found that the implied
ratings of the bonds do not change.

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


HEWETT'S ISLAND: 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-1, B-2, and C notes from Hewett's Island CLO III Ltd.,
a collateralized loan obligation transaction managed by Commercial
Industrial Finance Corp.  At the same time, S&P removed the
ratings on the class A-1 and B-1 notes from CreditWatch, where S&P
placed them with positive implications on Oct. 14, 2010.  S&P also
affirmed its rating on the class D notes.

The upgrades reflect improved performance S&P has observed in the
deal's underlying asset portfolio since S&P's Jan. 26, 2010,
rating actions, when S&P downgraded the notes following the
application of its September 2009 corporate CDO criteria.  As of
the Feb. 1, 2011, trustee report, the transaction had $8.5 million
of defaulted assets and approximately $19.67 million in assets
from obligors with ratings in the 'CCC' range.  This was down from
$33.67 million in defaults and approximately $43.52 million in
assets from obligors with ratings in the 'CCC' range noted in the
Nov. 30, 2009 trustee report, which S&P referenced for its January
2010 rating actions.  The principal was paid down on the class A-1
notes from $307.63 million in November 2009 to $285.60 million in
February 2011.  In addition, principal was paid down on the class
B-1 notes from $6.35 million to $4.23 million over the same time
period due to a clause in the waterfall that pays down the
principal of the notes on each payment date with interest
proceeds.

The affirmations of the class D notes reflect 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 Feb. 1, 2011, monthly
report:

* The senior notes O/C ratio was 117.82%, compared with a reported
  ratio of 111.17% in November 2009;

* The class B-2 O/C ratio was 112.29%, compared with a reported
  ratio of 106.26% in November 2009;

* The class C O/C ratio was 107.25%, compared with a reported
  ratio of 101.7% in November 2009; and

* The class D O/C ratio was 103.05%, compared with a reported
  ratio of 97.77% in November 2009.

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

                   Hewett's Island CLO III Ltd.

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

                         Rating Affirmed

                   Hewett's Island CLO III Ltd.

                      Class     Rating
                      -----     ------
                      D         CCC- (sf)


ING INVESTMENT: 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, C, and D notes from ING Investment
Management CLO III Ltd., a collateralized loan obligation
transaction managed by ING Alternative Asset Management.  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. 17, 2009 rating
actions, when S&P downgraded all of the rated notes following the
application of S&P's September 2009 corporate collateralized debt
obligation criteria.

As of the Jan. 5, 2011 trustee report, the balance of defaulted
assets had fallen to $3.13 million from $19.96 million as of the
Sept.4, 2009, trustee report.  The class A overcollateralization
ratio increased to 118.69% from 117.51% during the same period.

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

                  Rating And Creditwatch Actions

              ING Investment Management CLO III Ltd.

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

  Transaction Information
  -----------------------
Issuer:             ING Investment Management CLO III Ltd.
Collateral manager: ING Alternative Asset Management
Underwriter:        Credit Suisse First Boston Corp.
Trustee:            U.S. Bank N.A.
Transaction type:   Cash flow CLO


INTEGRAL FUNDING: Moody's Upgrades Ratings on Various Classes
-------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Integral Funding Ltd.:

  -- US$232,000,000 Class A-2 Floating Rate Notes Due 2017,
     Upgraded to Aaa (sf); previously on September 1, 2010,
     Upgraded to Aa2 (sf);

  -- US$56,000,000 Class A-3 Floating Rate Notes Due 2017,
     Upgraded to Aa3 (sf); previously on September 1, 2010,
     Upgraded to A2 (sf);

  -- US$72,000,000 Class B Deferrable Floating Rate Notes Due
     2017, Upgraded to Baa2 (sf); previously on August 7, 2009,
     Confirmed at Ba1 (sf);

  -- US$42,000,000 Class C Deferrable Floating Rate Notes Due
     2017, Upgraded to B1 (sf); previously on August 7, 2009,
     Downgraded to B3 (sf);

  -- US$46,000,000 Class D Deferrable Floating Rate Notes Due
     2017, 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 delevering of the Class A-1 Notes, which have
been paid down by approximately 39% or $212 million since the
rating action in September 2010.  As a result of the delevering,
the overcollateralization ratios have increased since the rating
action in August 2010.  As of the latest trustee report dated
February 4, 2011, the Class A, Class B and Class C
overcollateralization ratios are reported at 130.89%, 117.39% and
110.72%, respectively, versus August 2010 levels of 123.33%,
113.58% and 108.57%, respectively.

Moody's also notes that the credit profile of the underlying
portfolio has been relatively stable since the last rating action.
Based on the February 2011 trustee report, the weighted average
rating factor is currently 2850 compared to 2882 in the August
2010 report.  Additionally, defaulted securities total about
$25.7 million of the underlying portfolio compared to
$38.8 million in August 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 $805 million, defaulted par of 32 million, a
weighted average default probability of 24.30% (implying a WARF of
3756), a weighted average recovery rate upon default of 44.4%, and
a diversity score of 71.  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.

Integral Funding Ltd., issued in September 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% (3005)

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

Moody's Adjusted WARF + 20% (4507)

  -- Class A-1: -1
  -- Class A-2: -1
  -- Class A-3: -2
  -- Class B: -2
  -- Class C: -2
  -- 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.  Delevering: The main source of uncertainty in this transaction
    is whether delevering from unscheduled principal proceeds will
    continue and at what pace.  Delevering may accelerate due to
    high prepayment levels in the loan market and/or collateral
    sales by the manager, which may have significant impact on the
    notes' ratings.

2.  Recovery of defaulted assets: Market value fluctuations in
    defaulted assets reported by the trustee and those assumed to
    be defaulted by Moody's may create volatility in the 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.


JP MORGAN: Fitch Downgrades Ratings on 2006-CIBC17 Certificates
---------------------------------------------------------------
Fitch Ratings has downgraded and removed from Rating Watch
Negative 14 classes of J.P. Morgan Chase Commercial Mortgage
Securities Corp., series 2006-CIBC17, commercial mortgage pass-
through certificates due to further deterioration in performance,
most of which involves increased losses on the specially serviced
loans.

The downgrades reflect an increase in the Fitch expected losses
across the pool.  Fitch modeled losses of 10.49% of the remaining
pool; expected losses of the original pool are 10.34%, including
losses incurred to date.  Fitch has designated 46 loans (36.8%) as
Fitch Loans of Concern which includes 17 specially serviced loans
(19.4%).  Fitch expects classes H thru NR may be fully depleted
from losses associated with the specially serviced assets and
class G will also be impacted.

The largest contributor's to loss are three of the top 15 loans
(14.8%) which are all currently specially serviced.

Bank of America Plaza loan (10.6%) is collateralized by a
1.25 million square foot (sf) office property located in downtown
Atlanta, GA.  The property is 79% occupied as of Sept. 30, 2010.
Major tenants include Bank of America (30% of net rentable area)
and Troutman Sanders (23% NRA).  The loan was transferred to
special servicing in February 2011 due to imminent default based
on expected revenue decline which will be insufficient to meet
debt service.  Bank of America has recently restructured its lease
resulting in decreased rents and occupancy effective October 2011.
The sponsors are GFW Trust, GFW Trust II and Bentley Forbes
Holdings, LLC.

The Citi View portfolio (2.3%) is collateralized by seven
multifamily properties consisting of 2,226 units located in the
Greenspoint section of Houston, TX.  The loan was transferred to
special servicing in February 2010 due to imminent default.  The
portfolio continues to suffer from declining occupancy and
increased expenses since 2008.  The most recent servicer reported
occupancy for the portfolio as of Feb. 1, 2011 is 83%.  The
special servicer is in the process of pursuing foreclosure and
receivership.

The Towers loan (1.9%) is collateralized by a 160,000 sf office
tower located in Great Neck, NY.  Major tenants include Garfunkel
Wild & Travis (22% NRA), Sterling Equities (17% NRA) and Flextrade
Systems Inc. (8% NRA).  The loan was transferred to special
servicing in November 2009 due to monetary default.  Per the
special servicer, the borrower has been uncooperative in
establishing a lockbox and paying operating expenses.  A receiver
was appointed in February 2010 and a new property management firm
has been hired.  The most recent servicer reported occupancy is
80% and leases representing 24% of the NRA expire in 2012.  The
special servicer has filed for foreclosure.

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

  -- $202.9 million class A-J to 'BB/LS4' from 'A/LS3'; Outlook
     Stable;

  -- $44.4 million class B to 'B/LS5' from 'BBB/LS5'; Outlook
     Stable;

  -- $19 million class C to 'B-/LS5' from 'BBB-/LS5'; Outlook
     Stable;

  -- $34.9 million class D to 'B-/LS5' from 'BB/LS5'; Outlook
     Stable;

  -- $31.7 million class E to 'CCC/RR1' from 'BB/LS5';

  -- $34.9 million class F to 'CCC/RR1' from 'B/LS5';

  -- $31.7 million class G to 'CC/RR1' from B-/LS5';

  -- $31.7 million class H to 'C/RR6' from 'B-/LS5';

  -- $9.5 million class J to 'C/RR6' from 'B-/LS5';

  -- $9.5 million class K to 'C/RR6' from 'B-/LS5';

  -- $9.5 million class L to 'C/RR6' from 'B-/LS5';

  -- $3.2 million class M to 'C/RR6' from 'B-/LS5';

  -- $6.3 million class N to 'C/RR6' from 'B-/LS5';

  -- $6.3 million class P to 'C/RR6' from 'B-/LS5'.

Additionally, Fitch affirmed these classes and revised the LS
ratings:

  -- $26.1 million class A-1 at 'AAA/LS2'; Outlook Stable;
  -- $105.8 million class A-3 at 'AAA/LS2'; Outlook Stable;
  -- $1.2 billion class A-4 at 'AAA/LS2'; Outlook Stable;
  -- $89.1 million class A-SB 'AAA/LS2'; Outlook Stable;
  -- $283.4 million class A-1A at 'AAA/LS2'; Outlook Stable;
  -- $253.7 million class A-M at 'AAA/LS4'; Outlook Stable.

Fitch does not rate the $30.4 million class NR.

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


JP MORGAN: Fitch Issues Presale Report on 2011-C3 Certificates
--------------------------------------------------------------
Fitch Ratings has issued a presale report on J.P. Morgan Chase
Commercial Mortgage Securities Corp. 2011-C3 commercial mortgage
pass-through certificates.

Fitch expects to rate the transaction and assign Loss Severity
ratings and Outlooks:

  -- $400,065,000 class A-1 'AAAsf/LS1'; Outlook Stable;
  -- $203,561,000 class A-2 'AAAsf/LS1'; Outlook Stable;
  -- $150,000,000# class A-2FL 'AAAsf/LS1'; Outlook Stable;
  -- $485,440,000 class A-3 'AAAsf/LS1'; Outlook Stable;
  -- $1,239,066,000 class X-A* 'AAAsf'; Outlook Stable;
  -- $41,054,000 class B 'AAsf/LS3'; Outlook Stable;
  -- $52,250,000 class C 'Asf/LS3'; Outlook Stable;
  -- $35,455,000 class D 'BBB+sf/LS3'; Outlook Stable;
  -- $41,053,000 class E 'BBB-sf/LS3'; Outlook Stable;
  -- $9,330,000 class G 'BBsf/LS4'; Outlook Stable;
  -- $16,794,000 class H 'Bsf/LS4'; Outlook Stable;
  -- $3,733,000 class J 'B-sf/LS5'; Outlook Stable.

  * Notional amount and interest only.
  # Floating Rate

The expected ratings are based on information provided by the
issuer as of Feb. 16, 2011.  Fitch does not expect to rate the
$9,331,000 class F, $44,785,610 class NR or the $253,785,610
interest-only class X-B.

The certificates represent the beneficial ownership in the trust,
primary assets of which are 45 loans secured by 109 commercial
properties having an aggregate principal balance of approximately
$1.493 billion as of the cutoff date.  The loans were originated
by J.P. Morgan Chase Bank, N.A.

Fitch reviewed a comprehensive sample of the transaction's
collateral, including site inspections on 72.1% of the properties
by balance, cash flow analysis of 90.8% of the pool and asset
summary reviews on 90.8% of the pool.

The transaction has a Fitch stressed debt service coverage ratio
of 1.30x, a Fitch stressed loan-to value of 86.4%, and a Fitch
debt yield of 10.7%.  Fitch's aggregate net cash flow represents a
variance of 5.47% to issuer cash flows and 11.6% below full-year
2009 performance.

The transaction is concentrated by loan and sponsor.  The largest
10 loans account for 65.2% of the pool, and the largest 15 account
for 74.9%.  The largest sponsor is The Pyramid Companies, with
loans accounting for 18.9% of the pool.

The Master Servicer and Special Servicer will be Midland Loan
Services, Inc., rated 'CMS1' and 'CSS1', respectively, by Fitch.


JP MORGAN: Fitch Takes Various Rating Actions on 2007-CIBC20 Notes
------------------------------------------------------------------
Fitch Ratings has taken various rating actions on 13 classes of
J.P. Morgan Chase Commercial Mortgage Securities Corp., commercial
mortgage pass-through certificates, series 2007-CIBC20, due to an
increase in expected losses on the specially serviced loans and
further deterioration of collateral performance.

The downgrades reflect an increase in Fitch modeled losses across
the pool, which includes assumed losses on loans in special
servicing and on performing loans with declines in performance
indicative of a higher probability of default.  Fitch modeled
losses of 9.3% of the current pool balance based on expected
losses on the specially serviced loans and loans that could not
refinance at maturity; expected losses of the original pool are
10.1%.

As of the February 2011 distribution date, the pool's aggregate
principal balance has decreased 2.5% to $2.48 billion from
$2.54 billion at issuance.  As of February 2011, there are
cumulative interest shortfalls in the amount of $2.63 million,
affecting classes P through NR.

The largest contributor to expected loss of the loans in special
servicing is the STF Portfolio (2% of the pool balance), which is
the largest specially serviced asset in the pool.  The portfolio
consists of 1.2 million square feet over 19 properties, 15 of
which are located in McAllen, TX; two in El Paso, TX; and two in
Santa Theresa, NM.  All of the properties in this portfolio are
located within 10 miles of the U.S.-Mexico border.  The loan
transferred to special servicing in August 2010 for payment
default.

The second largest contributor to expected loss of the loans in
specially servicing is Baldwin Park Retail (1.7%).  The 182,463 sf
retail plaza is located in Orlando, FL and anchored by Publix and
CVS.  The June 2010 rent roll indicated 19% vacancy, compared to
87.8% occupancy at issuance, with a servicer reported April 2010
debt service coverage ratio (DSCR) of 0.71 times.  The asset
transferred to special servicing in June 2010 for payment default.

The largest contributor to expected loss of the loans not in
special servicing is North Hills Mall (5.7% of the pool), which is
secured by a 585,798 sf retail property located in Raleigh, NC.
Overall occupancy has remained high compared to issuance, though
the servicer reported a YE 2009 DSCR of 1.02x.  Major tenants
include: Target (not part of the collateral); JCPenney; Regal
Cinemas; and REI.

In total, there are 13 loans (8.5%) in special servicing including
three loans (1.2%) that are real estate owned.  At Fitch's last
review there were 11 loans (3.8%) in special servicing.

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

  -- $152.6 million class A-J to 'BBBsf/LS4' from 'AAsf/LS4';
     Outlook to Stable from Negative;

  -- $31.8 million class B to 'BBB-sf/LS5' from 'Asf/LS5'; Outlook
     Negative;

  -- $25.4 million class C to 'BBsf/LS5' from 'Asf/LS5'; Outlook
     Negative;

  -- $26.6 million class D to 'Bsf/LS5' from 'BBBsf/LS5'; Outlook
     Negative;

  -- $22.3 million class E to 'B-sf/LS5' from 'BBB-sf/LS5';
     Outlook Negative;

  -- $22.3 million class F to 'B-sf/LS5' from 'BBsf/LS5'; Outlook
     Negative;

  -- $25.4 million class G to 'CCCsf/RR1' from 'BBsf/LS5';

  -- $35.0 million class H to 'CCCsf/RR1' from 'Bsf/LS5';

  -- $31.8 million class J to 'CCCsf/RR1' from 'B-sf/LS5';

  -- $28.6 million class K to 'CCsf/RR1' from 'B-sf/LS5';

  -- $31.8 million class L to 'Csf/RR6' from 'B-sf/LS5';

  -- $9.5 million class M to 'Csf/RR6' from 'B-sf/LS5';

  -- $6.4 million class N to 'Csf/RR6' from 'B-sf/LS5'.

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

  -- $101.2 million class A-2 at 'AAAsf/LS2'; Outlook Stable;
  -- $208.6 million class A-3 at 'AAAsf/LS2'; Outlook Stable;
  -- $991.7 million class A-4 at 'AAAsf/LS2'; Outlook Stable;
  -- $84.4 million class A-SB at 'AAAsf/LS2'; Outlook Stable;
  -- $358.1 million class A-1A at 'AAAsf/LS2'; Outlook Stable;
  -- $219.3 million class A-M at 'AAAsf/LS3'; Outlook Stable;
  -- $35 million class A-MFX at 'AAAsf/LS3'; Outlook Stable.

Fitch does not rate these classes:

  -- $19.1 million class P;
  -- $3.2 million class Q;
  -- $8 million class T.

The non-rated class NR is fully depleted.  Class A-1 is paid in
full.

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


JP MORGAN: Moody's Reviews Ratings on 13 2005-CIBC11 Certs.
-----------------------------------------------------------
Moody's Investors Service placed 13 classes of J.P. Morgan Chase
Commercial Mortgage Trust, Commercial Mortgage Pass-Through
Certificates, Series 2005-CIBC11:

  -- Cl. B, Aa2 (sf) Placed Under Review for Possible Downgrade;
     previously on May 25, 2005 Definitive Rating Assigned Aa2
     (sf)

  -- Cl. C, Aa3 (sf) Placed Under Review for Possible Downgrade;
     previously on May 25, 2005 Definitive Rating Assigned Aa3
     (sf)

  -- Cl. D, A2 (sf) Placed Under Review for Possible Downgrade;
     previously on May 25, 2005 Definitive Rating Assigned A2 (sf)

  -- Cl. E, A3 (sf) Placed Under Review for Possible Downgrade;
     previously on May 25, 2005 Definitive Rating Assigned A3 (sf)

  -- Cl. F, Baa3 (sf) Placed Under Review for Possible Downgrade;
     previously on June 17, 2009 Downgraded to Baa3 (sf)

  -- Cl. G, Ba1 (sf) Placed Under Review for Possible Downgrade;
     previously on June 17, 2009 Downgraded to Ba1 (sf)

  -- Cl. H, B1 (sf) Placed Under Review for Possible Downgrade;
     previously on June 17, 2009 Downgraded to B1 (sf)

  -- Cl. J, B2 (sf) Placed Under Review for Possible Downgrade;
     previously on June 17, 2009 Downgraded to B2 (sf)

  -- Cl. K, B3 (sf) Placed Under Review for Possible Downgrade;
     previously on June 17, 2009 Downgraded to B3 (sf)

  -- Cl. L, Caa1 (sf) Placed Under Review for Possible Downgrade;
     previously on June 17, 2009 Downgraded to Caa1 (sf)

  -- Cl. M, Caa2 (sf) Placed Under Review for Possible Downgrade;
     previously on June 17, 2009 Downgraded to Caa2 (sf)

  -- Cl. N, Caa3 (sf) Placed Under Review for Possible Downgrade;
     previously on June 17, 2009 Downgraded to Caa3 (sf)

  -- Cl. P, Caa3 (sf) Placed Under Review for Possible Downgrade;
     previously on June 17, 2009 Downgraded to Caa3 (sf)

                        Ratings Rationale

The classes were placed on review due to higher expected losses
for the pool resulting from realized and anticipated losses from
specially serviced loans 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 July 17, 2009.

                   Deal And Performance Summary

As of the January 14, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 17% to
$1.49 billion from $1.8 billion at securitization.  The
Certificates are collateralized by 135 mortgage loans ranging in
size from less than 1% to 8% of the pool, with the top ten loans
representing 60% of the pool.  Seven loans, representing 4% of the
pool, have defeased and are collateralized with U.S. Government
securities.

Thirty-one 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.

Nine loans have been liquidated from the pool since
securitization, resulting in an aggregate $15.5 million loss (43%
loss severity on average).  At last review the pool had only
realized at $1.1 million loss.  Currently, there are 14 loans,
representing 7% of the pool in special servicing.  The master
servicer has recognized appraisal reductions totaling
$16.2 million for nine of the the specially serviced loans.

Based on the most recent remittance statement, Classes H through
NR have experienced cumulative interest shortfalls totaling
$1.84 million.  Moody's anticipates that the pool will continue to
experience interest shortfalls because of the high exposure to the
specially serviced loans.  Interest shortfalls are caused by
special servicing fees, including workout and liquidation fees,
appraisal subordinate entitlements reductions and extraordinary
trust expenses.

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


JP MORGAN: Moody's Downgrades Ratings on Two 2005-LDP3 Certs.
-------------------------------------------------------------
Moody's Investors Service downgraded the ratings of two classes
and affirmed 16 classes of J.P. Morgan Chase Commercial Mortgage
Securities Corp Commercial Mortgage Pass-Through Certificates,
Series 2005-LDP3:

  -- Cl. A-3, Affirmed at Aaa (sf); previously on Sept. 6, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-4A, Affirmed at Aaa (sf); previously on Sept. 6, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-4B, Affirmed at Aaa (sf); previously on Sept. 6, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-SB, Affirmed at Aaa (sf); previously on Sept. 6, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-1A, Affirmed at Aaa (sf); previously on Sept. 6, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-1, Affirmed at Aaa (sf); previously on Sept. 6, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-2, Affirmed at Aaa (sf); previously on Sept. 6, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-J, Affirmed at A2 (sf); previously on March 18, 2010
     Downgraded to A2 (sf)

  -- Cl. B, Affirmed at Baa1 (sf); previously on March 18, 2010
     Downgraded to Baa1 (sf)

  -- Cl. C, Affirmed at Baa2 (sf); previously on March 18, 2010
     Downgraded to Baa2 (sf)

  -- Cl. D, Affirmed at Baa3 (sf); previously on March 18, 2010
     Downgraded to Baa3 (sf)

  -- Cl. E, Affirmed at B1 (sf); previously on March 18, 2010
     Downgraded to B1 (sf)

  -- Cl. F, Affirmed at Caa1 (sf); previously on March 18, 2010
     Downgraded to Caa1 (sf)

  -- Cl. G, Downgraded to Ca (sf); previously on March 18, 2010
     Downgraded to Caa3 (sf)

  -- Cl. H, Downgraded to C (sf); previously on March 18, 2010
     Downgraded to Ca (sf)

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

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

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

                        Ratings Rationale

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

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

Moody's rating action reflects a cumulative base expected loss of
5.1% of the current balance.  At last review, Moody's cumulative
base expected loss was 4.5%.  Moody's stressed scenario loss is
15.1% 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 underlying rating of the
loan which corresponds to a range of credit enhancement levels.
Actual fusion credit enhancement levels are selected based on loan
level diversity, pool leverage and other concentrations and
correlations within the pool.  Negative pooling, or adding credit
enhancement at the underlying rating level, is incorporated for
loans with similar credit estimates in the same transaction.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities transactions.  Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review.  Moody's prior full review
is summarized in a press release dated March 17, 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 31, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 19% to $1.6 billion
from $2 billion at securitization.  The Certificates are
collateralized by 208 mortgage loans ranging in size from less
than 1% to 10% of the pool, with the top ten loans representing
39% of the pool.  Two loans, representing 1% of the pool, have
defeased and are collateralized with U.S. Government securities.

Fifty-nine loans, representing 19% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council monthly reporting package.  As part of Moody's
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Nine loans have been liquidated from the pool, resulting in an
aggregate realized loss of $41.3 million (48% loss severity
overall).  The pool had experienced an aggregate $30.5 million
loss at last review.  Nineteen loans, representing 6% of the pool,
are currently in special servicing.  Moody's has estimated an
aggregate $44.4 million loss (43% expected loss on average) for
the specially serviced loans.

Moody's has assumed a high default probability for 13 poorly
performing loans representing 5% of the pool and has estimated a
$10.5 million aggregate loss (12% 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 105% 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 9.2%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.42X and 1.01X, respectively, compared to
1.42X 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.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity.  Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances.  The credit neutral Herf score is 40.  The
pool has a Herf of 38 compared to 44 at Moody's prior review.

The top three performing conduit loans represent 21% of the pool
balance.  The largest loan is the Shoppes at Buckland Hills Loan
($159.6 million -- 10%), which is secured by the borrower's
interest in a 985,000 square foot regional mall located in
Manchester, Connecticut, just east of Hartford.  The property was
90% leased as of March 2010, essentially the same at last review.
Moody's LTV and stressed DSCR are 100% and 0.89X, respectively,
compared to 99% and .09X from last review.

The second largest loan is the Universal Hotel Portfolio Loan
($100 million - 6%), which is secured by three full service hotels
located within the Universal Theme Park in Orlando, Florida.  This
loan is interest only for its entire term and matures in July
2015.  The portfolio's performance has imporved since last review.
Moody's LTV and stressed DSCR are 99% and 1.17X, respectively,
compared to 111% and 1.05X at last review.

The third largest loan is the Four Seasons Boston Loan
($79.3 million - 5%), which is secured by a 273 room luxury hotel
in Boston, Massachusetts.  At last review Moody's analysis
reflected a stressed cash flow due to Moody's concerns about the
hotel sector.  Property preformance has been stable since last
review and Moody's current NCF is higher than at last review.
Based on STAR reports, luxury hotels in Boston are expected to
improve over the near term, with RevPar anticipated to be up 10-
13% in the coming year.  Moody's LTV and stressed DSCR are 117%
and 0.92X, respectively, compared to 147% and 0.74X at last
review.


JP MORGAN: Moody's Downgrades Ratings 10 2007-LDP10 Certificates
----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of 10 classes and
affirmed 25 classes of J.P. Morgan Commercial Mortgage Trust,
Commercial Mortgage Pass-Through Certificates, Series 2007-LDP10:

  -- Cl. A-1, Affirmed at Aaa (sf); previously on April 10, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-1S, Affirmed at Aaa (sf); previously on April 10, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-2, Affirmed at Aaa (sf); previously on April 10, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-2S, Affirmed at Aaa (sf); previously on April 10, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-2SFL, Affirmed at Aaa (sf); previously on April 10,
     2007 Definitive Rating Assigned Aaa (sf)

  -- Cl. A-2SFX, Affirmed at Aaa (sf); previously on Aug. 3, 2010
     Assigned Aaa (sf)

  -- Cl. A-3, Affirmed at Aaa (sf); previously on April 10, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-3S, Affirmed at Aaa (sf); previously on April 10, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-1A, Affirmed at Aaa (sf); previously on April 10, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X, Affirmed at Aaa (sf); previously on April 10, 2007
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-M, Affirmed at A1 (sf); previously on Feb. 25, 2010
     Downgraded to A1 (sf)

  -- Cl. A-MS, Affirmed at A1 (sf); previously on Feb. 25, 2010
     Downgraded to A1 (sf)

  -- Cl. A-J, Affirmed at Ba2 (sf); previously on Feb. 25, 2010
     Downgraded to Ba2 (sf)

  -- Cl. A-JFL, Affirmed at Ba2 (sf); previously on Feb. 25, 2010
     Downgraded to Ba2 (sf)

  -- Cl. A-JS, Affirmed at Ba2 (sf); previously on Feb. 25, 2010
     Downgraded to Ba2 (sf)

  -- Cl. B, Downgraded to B3 (sf); previously on Feb. 25, 2010
     Downgraded to B1 (sf)

  -- Cl. B-S, Downgraded to B3 (sf); previously on Feb. 25, 2010
     Downgraded to B1 (sf)

  -- Cl. C, Downgraded to Caa2 (sf); previously on Feb. 25, 2010
     Downgraded to B3 (sf)

  -- Cl. C-S, Downgraded to Caa2 (sf); previously on Feb. 25, 2010
     Downgraded to B3 (sf)

  -- Cl. D, Downgraded to Caa3 (sf); previously on Feb. 25, 2010
     Downgraded to Caa2 (sf)

  -- Cl. D-S, Downgraded to Caa3 (sf); previously on Feb. 25, 2010
     Downgraded to Caa2 (sf)

  -- Cl. E, Downgraded to Ca (sf); previously on Feb. 25, 2010
     Downgraded to Caa3 (sf)

  -- Cl. E-S, Downgraded to Ca (sf); previously on Feb. 25, 2010
     Downgraded to Caa3 (sf)

  -- Cl. F, Downgraded to C (sf); previously on Feb. 25, 2010
     Downgraded to Ca (sf)

  -- Cl. F-S, Downgraded to C (sf); previously on Feb. 25, 2010
     Downgraded to Ca (sf)

  -- Cl. G, Affirmed at C (sf); previously on Feb. 25, 2010
     Downgraded to C (sf)

  -- Cl. G-S, Affirmed at C (sf); previously on Feb. 25, 2010
     Downgraded to C (sf)

  -- Cl. H, Affirmed at C (sf); previously on Feb. 25, 2010
     Downgraded to C (sf)

  -- Cl. H-S, Affirmed at C (sf); previously on Feb. 25, 2010
     Downgraded to C (sf)

  -- Cl. J, Affirmed at C (sf); previously on Feb. 25, 2010
     Downgraded to C (sf)

  -- Cl. K, Affirmed at C (sf); previously on Feb. 25, 2010
     Downgraded to C (sf)

  -- Cl. L, Affirmed at C (sf); previously on Feb. 25, 2010
     Downgraded to C (sf)

  -- Cl. M, Affirmed at C (sf); previously on Feb. 25, 2010
     Downgraded to C (sf)

  -- Cl. N, Affirmed at C (sf); previously on Feb. 25, 2010
     Downgraded to C (sf)

  -- Cl. P, Affirmed at C (sf); previously on Feb. 25, 2010
     Downgraded to C (sf)

                        Ratings Rationale

The downgrades are due to higher expected losses resulting from
anticipated losses from specially serviced and troubled loans and
refinancing risk associated with loans approaching maturity in an
adverse environment.  Thirty-three loans, representing 17% of the
pool, mature within the next 24 months.  Twenty-four of these
loans, representing 13% of the pool, have a Moody's stressed debt
service coverage ratio less than 1.0X.

The affirmations are due to key rating 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
9.9% of the current balance.  At last review, Moody's cumulative
base expected loss was 8.2%.  Moody's stressed scenario loss is
27.3% of the current balance.

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

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

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
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 57 compared to 58 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 2% to $5.26 billion
from $5.34 billion at securitization.  The Certificates are
collateralized by 217 mortgage loans ranging in size from less
than 1% to 5% of the pool, with the top ten loans representing 32%
of the pool.  The pool includes one loan with an investment-grade
credit estimate, representing 2% of the pool.

Sixty-four 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.

Five loans have been liquidated from the pool, resulting in an
aggregate $25.7 million realized loss (50% loss severity on
average).  Thirty-two loans, representing 13% of the pool, are
currently in special servicing.  The largest specially serviced
loan is the Solana Loan ($140.0 million - 2.7% of the pool), which
is a pari passu interest in a $360.0 million loan.  The loan is
secured by a 1.9 million square foot mixed use complex consisting
of office, retail and a 198-room full service hotel located in
Westlake, Texas.  The loan was transferred to special servicing in
March 2009 for imminent default but has remained current.  The
loan had been modified but the borrower was not able to fund
required leasing costs.  A new loan modification is being
discussed.  The property's performance has been impacted by
declines in both the office and hotel components.  As of September
2010 NOI DSCR was 1.04X.  The most recent appraisal (May 2010)
valued the property at $227.3 million.

The other specially serviced loans are secured by a mix of
properties types.  The master servicer has recognized appraisal
reductions totaling $139.2 million for twenty of the specially
serviced loans.  Moody's has estimated an aggregate $273.7 million
loss (36% expected loss on average) for the specially serviced
loans.

Moody's has assumed a high default probability for 21 poorly
performing loans representing 13% of the pool and has estimated an
aggregate $96.5 million loss (15% expected loss based on a 36%
probability default) from these troubled loans.

Based on the most recent remittance statement, Classes E-S
through NR have experienced cumulative interest shortfalls
totaling $20.4 million.  Moody's anticipates that the pool will
continue to experience interest shortfalls because of the high
exposure to specially serviced loans.  Interest shortfalls are
caused by special servicing fees, including workout and
liquidation fees, appraisal subordinate entitlement reductions
and extraordinary trust expenses.

Moody's was provided with full year 2009 and partial year 2010
operating results for 88% and 68% of the pool, respectively.
Excluding specially serviced and troubled loans, Moody's weighted
average LTV is 125% compared to 124% 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 9.3%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.3X and 0.84X, respectively, compared to
1.39X and 0.9X 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 Center West Loan
($90.0 million -- 1.7% of the pool), which is secured by a 345,000
square foot office property located in Los Angeles, California.
The property was 71% leased as of September 2010 compared to 73%
at last review.  Performance has been stable.  Moody's current
credit estimate and stressed DSCR are Baa3 and 1.28X,
respectively, the same as at last review.

The top three performing conduit loans represent 12% of the pool
balance.  The largest loan is the Coconut Point Loan
($230.0 million -- 4.4% of the pool), which is secured by a
835,000 square foot retail center located near Fort Meyers in
Estero, Florida.  The property was 96% leased as of September 2010
compared to 99% at last review.  Performance has been stable.
Moody's LTV and stressed DSCR are 135% and 0.72X, respectively,
essentially the same as at last review.

The second largest loan is the 599 Lexington Loan ($225.0 million
-- 4.3% of the pool), which is secured by a 1.0 million square
foot office building located in Midtown Manhattan in New York
City.  The loan represents a 30% pari-passu interest in a
$750 million loan.  The property was 96% leased as of June 2010
compared to 95% at last review.  The largest tenant is Shearman
& Sterling LLP, which leases 46% of the NRA through 2022.
Performance has improved since last review due to higher revenues.
Moody's LTV and stressed DSCR are 129% and 0.71X, respectively,
compared to 136% and 0.68X at last review.

The third largest loan is the Skyline Loan ($203.4 million -- 3.9%
of the pool), which is secured by eight office properties located
in Falls Church, Virginia.  The loan represents a 30% pari-passu
interest in a $678 million loan.  The properties were 94% leased
as of June 2010 compared to 95% at last review and 97% at
securitization.  Performance has improved since last review due to
higher revenues.  The loan sponsor is Vornado Realty Trust.
Moody's LTV and stressed DSCR are 124% and 0.79X, respectively,
compared to 132% and 0.76X at last review.


JP MORGAN: S&P Assigns Ratings to $1.49 Bil. 2011-C3 Certs.
-----------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to J.P. Morgan Chase Commercial Mortgage Securities Trust
2011-C3's $1.49 billion commercial mortgage pass-through
certificates.

The preliminary ratings are based on information as of Feb. 17,
2011.  Subsequent information may result in the assignment of
final ratings that differ from the preliminary ratings.

The preliminary ratings reflect the credit support provided by the
subordinate classes of certificates; the liquidity provided by the
trustee; and the underlying loans' economics, geographic
diversity, and property type diversity.  In its analysis, S&P
determined that, on a weighted average basis, the pool has a debt
service coverage of 1.31x based on a weighted average Standard &
Poor's loan constant of 8.34%, a beginning loan-to-value ratio of
82.6%, and an ending LTV ratio of 72.3%.

To calculate the number of loans, S&P considered each group of
cross-collateralized and cross-defaulted loans as one loan.

                   Preliminary Ratings Assigned

  J.P. Morgan Chase Commercial Mortgage Securities Trust 2011-C3

            Class      Rating            Amount ($)
            -----      ------            ----------
            A-1        AAA (sf)          400,065,000
            A-2        AAA (sf)          203,561,000
            A-2FL      AAA (sf)          150,000,000
            A-3        AAA (sf)          485,440,000
            X-A*       AAA (sf)      1,239,066,000**
            X-B*       NR              253,785,610**
            B          AA (sf)            41,054,000
            C          A+ (sf)            52,250,000
            D          A- (sf)            35,455,000
            E          BBB+ (sf)          41,053,000
            F          BBB (sf)            9,331,000
            G          BBB- (sf)           9,330,000
            H          BB+ (sf)           16,794,000
            J          BB (sf)             3,733,000
            NR         NR                 44,785,610

                      * Interest-only class.
                        ** Notional amount.
                          NR -- Not rated.


JPMORGAN CHASE: S&P Downgrades Ratings on Three 2007-CIBC20 Certs.
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on three
classes of commercial mortgage-backed securities pass-through
certificates from JPMorgan Chase Commercial Mortgage Securities
Trust 2007-CIBC20, a U.S. commercial mortgage-backed transaction,
to 'D (sf)' from 'CCC- (sf).

The downgrade of the class T certificate follows a principal loss
as reflected on the Feb. 14, 2011 remittance report.  The class T
certificate experienced a loss totaling 16.6% of its $9.54 million
opening balance.  According to the Feb. 14, 2011 remittance
report, the $11.0 million total principal loss to the trust
resulted from the liquidation of two assets that were with the
special servicer ($15.3 million, 0.60%).  The two assets were
full-service lodging properties totaling 178 rooms located in
Florida that were transferred to the special servicer due to
imminent default.

The downgrades of the class P and Q certificates reflect
accumulated interest shortfalls on each class that have been
outstanding for 10 months.  Although the class P certificate
received a positive interest adjustments of $331,755 to its
$651,868 outstanding interest shortfall balance due to the
liquidation of the two loans noted above, an accumulated interest
shortfall totaling $320,113 remained.  S&P expects the interest
shortfalls on both classes to remain outstanding for the
foreseeable future

As of the February 2011 remittance report, the collateral pool
consisted of 130 assets with an aggregate trust balance of
$2.5 billion.  There are 13 assets totaling $210.3 million (8.4%)
with the special servicer.  To date, the trust has experienced
losses on eight loans totaling $27.0 million, with an approximate
average loss severity of 65.7%.

                          Ratings Lowered

      JPMorgan Chase Commercial Securities Trust 2007-CIBC20
          Commercial mortgage pass-through certificates

                   Ratings
                   -------
    Class       To          From         Credit enhancement
    -----       --          ----         ------------------
    P           D (sf)      CCC-(sf)                   0.45
    Q           D (sf)      CCC-(sf)                   0.32
    T           D (sf)      CCC-(sf)                   0.00


KENMORE STREET: Moody's Takes Rating Actions on Class 7A-1 Notes
----------------------------------------------------------------
Moody's Investors Service announced this rating action on Kenmore
Street Synthetic CDO 2006-2, a collateralized debt obligation
transaction.

The CSO, issued in 2006, references a portfolio of corporate
synthetic senior unsecured bonds.

Issuer: Kenmore Street Synthetic CDO 2006-2

  -- US$30M US$30,000,000 Class 7A-1 Floating Rate Notes Due 2014
     Notes, Downgraded to Ca; previously on May 7, 2010 Downgraded
     to Caa3

                         Rating Rationale

Moody's rating action is the result of the loss in subordination
along with the decreasing credit quality of the reference
portfolio.  The 2006-2 classes 10C-1, 10C-2, 7B-1, 7EB-1 and 7C-1
have incurred a 100 percent loss.  The 7B note has incurred more
than 97 percent loss.  The class 7A-1 note has incurred no
principal loss, but has minimal subordination remaining.

The portfolio has experienced eight credit events resulting in
aggregate losses equivalent to 6.7 percent of the portfolio based
of the portfolio original notional.  The loss in subordination is
to be compared to the original subordination of 7 percent.  Since
the last review there has been one additional credit event.  The
trust was exposed to the Ambac Financial Group credit even in
November 2010.  In addition, although iStar Financial Inc. and
Clear Channel Communications, Inc. are rated C and Ca,
respectively, and thus modeled as defaulted, they have not
experienced a credit event.  There are 3.1 years remaining until
the CSO's final maturity.

Since the last rating review in May 2010, the 10-year weighted
average rating factor of the portfolio excluding settled credit
events, deteriorated from 646.1 to 706.97.

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

* Moody's reviews a scenario consisting of reducing the maturity
  of the CSO by 6 months, keeping all other parameters constant.
  The result of this run is comparable to that of the base case.

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

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

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

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


LANDMARK VIII: S&P Raises Ratings on Two Classes of Notes
---------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
C and E notes from Landmark VIII CLO Ltd., a collateralized loan
obligation transaction managed by Aladdin Capital Management LLC.
At the same time, S&P removed its ratings on the C 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-1, A-
2, B, D, and composite securities notes.  Also, S&P removed its
rating on class B notes from CreditWatch, where S&P placed it with
positive implications on Nov. 8, 2010.

The upgrades reflect an improvement in the credit quality
available to support the notes since its Dec. 16, 2009, rating
action, when S&P downgraded most of the notes, following the
application of its September 2009 corporate CDO criteria.  As of
the Nov. 30, 2010, trustee report, the transaction had about $44.9
million of assets rated in the 'CCC' range and $8.2 million in
defaulted assets.  This was down from $86.2 million of 'CCC' rated
assets and $40.4 million in defaulted assets noted in the Oct. 30,
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 Nov. 30, 2010 monthly
report:

* The class A/B O/C ratio was 125.51%, compared with a reported
  ratio of 121.96% in October 2009;

* The class C O/C ratio was 115.18%, compared with a reported
  ratio of 111.92% in October 2009;

* The class D O/C ratio was 108.36%, compared with a reported
  ratio of 105.29% in October 2009; and

* The class E O/C ratio was 103.64%, compared with a reported
  ratio of 100.70% 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

                      Landmark VIII CLO Ltd.

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

                        Ratings Affirmed

                      Landmark VIII CLO Ltd.

                          Rating
                          ------
            Class     To          From
            -----     --          ----
            A-1         AAA (sf)    AAA (sf)
            A-2         AA+ (sf)    AA+ (sf)
            D           BBB- (sf)   BBB- (sf)
            Comp Sec    BBB- (sf)   BBB- (sf)


LASALLE COMMERCIAL: Fitch Downgrades Ratings on Four Classes
------------------------------------------------------------
Fitch Ratings downgrades and revises Recovery Ratings on four
LaSalle Commercial Mortgage Securities, Inc. transactions.

Each of the four deals has higher than average delinquencies and
realized losses for CMBS transactions.  Fitch's current loan
delinquency index is tracking at 8.59%.  Current delinquencies and
realized losses to date for the four transactions are:

  -- LASL 2006-MF2: 18.94% delinquent, 10.54% realized losses
  -- LASL 2006-MF3: 17.15% delinquent, 11.06% realized losses
  -- LASL 2006-MF4: 17.15% delinquent, 10.45% realized losses
  -- LASL 2007-MF5: 14.19% delinquent.  7.89% realized losses

Fitch assumed a 60% loss for those loans already delinquent; in
this scenario all rated classes are expected to suffer a loss.
Due to the significant losses expected, Fitch did not model any
additional losses.

Fitch has taken these rating actions:

LASL 2006-MF2:

  -- $284.1 million class A downgraded to 'D/RR3' from 'CCC/RR1'.

Classes B, C, and D remain at 'D/RR6' due to total losses incurred
to these classes.  Interest-only class X is withdrawn.

In addition, Fitch has previously withdrawn the ratings of classes
E through M due to realized losses incurred to date.  Class N was
not rated by Fitch.

LASL 2006-MF3:

  -- $287.9 million class A downgraded to 'C/RR3' from 'CCC/RR1'

Classes B, C, and D remain at 'D/RR6' due to losses.  Interest-
only class X is withdrawn.

In addition, Fitch has previously withdrawn the ratings of classes
E through M.  Class N was not rated by Fitch.

LASL 2006-MF4:

  -- $304.9 million class A downgraded to 'C/RR3' from 'CCC/RR1';
  -- $7.9 million class B affirmed at 'C/RR6'.

Classes C, D, E and F remain at 'D/RR6' due to losses.  Interest-
only class X is withdrawn.

In addition, Fitch has previously withdrawn the ratings of classes
G through M.  Class N was not rated by Fitch.

LASL 2007-MF5

  -- $350.4 million class A downgraded to 'C/RR2' from 'CCC/RR1';
  -- $9.1 million class B affirmed at 'C/RR6'.

Classes C, D, E, F and G remain at 'D/RR6' due to losses.
Interest-only class X is withdrawn.

In addition, Fitch has previously withdrawn the ratings of classes
H through M.  Class N was not rated by Fitch.


LATITUDE 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 Latitude CLO III, Ltd.:

  -- US$22,500,000 Class B Second Senior Floating Rate Notes Due
     2021, Upgraded to Aa3 (sf); previously on September 22, 2009
     Downgraded to A1 (sf);

  -- US$16,000,000 Class C Mezzanine Floating Rate Notes Due 2021;
     Upgraded to A3 (sf); previously on September 22, 2009
     Downgraded to Baa1 (sf);

  -- US$15,000,000 Class D Deferrable Mezzanine Floating Rate
     Notes Due 2021, Upgraded to Baa3 (sf); previously on
     September 22, 2009 Downgraded to Ba2 (sf);

  -- US$14,000,000 Class E Deferrable Mezzanine Floating Rate
     Notes Due 2021, Upgraded to Ba3 (sf); previously on
     September 22, 2009 Downgraded to B2 (sf);

  -- US$8,000,000 Class F Deferrable Mezzanine Floating Rate Notes
     Due 2021, Upgraded to Caa2 (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 improvement in the credit
quality of the underlying portfolio since the rating action in
September 2009.

The overcollateralization ratios of the rated notes have improved
primarily due to decrease in the proportion of securities rated
Caa1 and below, since the rating action in September 2009.  As per
the January 2011 trustee report, the Class A/B, Class C, Class D,
Class E, and Class F overcollateralization ratios are reported at
134.0%, 124.7%, 117.1%, 110.8%, and 107.5% respectively, versus
August 2009 levels of 123.8%, 115.4%, 108.6%, 102.8%, and 99.8%,
respectively.  All overcollateralization tests are currently in
compliance.  In addition, the Class F Notes are no longer
deferring interest, and all deferred interest has been repaid.

Improvement in the credit quality is observed through an
improvement in the average credit rating (as measured by the
weighted average rating factor) and a decrease in the proportion
of securities from issuers rated Caa1 and below.  Based on the
January 2011 trustee report, the weighted average rating factor is
2764 compared to 2838 in August 2009, and securities rated Caa1
and below make up approximately 9.7% of the underlying portfolio
versus 18.5% in August 2009.  Moody's adjusted WARF has also
declined since the rating action in September 2009 due to a
decrease in the percentage of securities with ratings on "Review
for Possible Downgrade" or with a "Negative Outlook."The deal also
experienced a decrease in defaults.  In particular, the dollar
amount of defaulted securities has decreased to approximately
$10.8 million from $17.6 million in August 2009.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" and "Annual Sector Review (2009): Global CLOs," key
model inputs used by Moody's in its analysis, such as par,
weighted average rating factor, diversity score, and weighted
average recovery rate, may be different from the trustee's
reported numbers.  In its base case, Moody's analyzed the
underlying collateral pool to have a performing par and principal
proceeds balance of $282 million, defaulted par of $18.6 million,
weighted average default probability of 28.6% (implying a WARF of
3767), a weighted average recovery rate upon default of 42.2%, and
a diversity score of 71.  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 III, Ltd., issued on April 11, 2007, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.

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

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

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

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% (3014)

  -- Class A: 0
  -- Class B: +2
  -- Class C: +2
  -- Class D: +3
  -- Class E: +2
  -- Class F: +4

Moody's Adjusted WARF + 20% (4520)

  -- Class A: -2
  -- Class B: -2
  -- Class C: -3
  -- Class D: -1
  -- Class E: -1
  -- Class F: -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 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 MULTIFAMILY: Moody's Affirms Ratings on Two 1991-4 Notes
-----------------------------------------------------------
Moody's Investors Service affirmed the ratings of LB Multifamily
Mortgage Trust, Series 1991-4:

  -- Cl. A-1 Senior Secured Pass-Through April 25, 2021, Affirmed
     at Caa1 (sf); previously on Sept. 11, 2008 Affirmed at Caa1
     (sf)

  -- Cl. A-2 Senior Secured Pass-Through April 25, 2021, Affirmed
     at B1 (sf); previously on Sept. 11, 2008 Upgraded to B1 (sf)

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.

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

This transaction is classified as a small balance CMBS
transaction.  Small balance transactions, which represent
approximately 1% of the Moody's rated conduit/fusion universe,
have generally experienced higher defaults and losses than
traditional conduit and fusion transaction.

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.

Borrowers are not required to provide financial information for
loans included in this transaction.  Due to the lack of updated
financial statements, Moody's did not utilize its standard
methodology for this type of transaction.  Moody's evaluated the
loan-level performance matrices contained in remittance statements
provided by the Trustee, including delinquency status, specially
serviced loans and realized losses as well as the structural,
legal and tax aspects associated with Certificates when assigning
the ratings.

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 prior
full review is summarized in a press release dated September 11,
2008.  Please see the ratings tab on the issuer / entity page on
moodys.com for the last rating action and the Ratings History.

                         Deal Performance

As of the January 25, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 99% to $546,563
from $105.8 million at securitization.  The Certificates are
collateralized by two mortgage loans ranging in size from 31% to
68% of the pool.  The loans secured by multifamily properties
located in California.  Both loans mature in 2019.  Currently
there are no specially serviced loans and both loans are current.

The pool has experienced aggregate realized losses totaling
$34.1 million which have eliminated non-rated Classes B, C and D
and resulted in a $9.2 million loss for Class A-1.  Class A-2 has
not experienced any loss.  Realized losses allocated to the Class
A-2 certificates are offset by a reserve fund held by the Trustee.
It is anticipated that there are sufficient funds available in the
reserve fund to offset any potential losses to Class A-2.


LB-UBS COMMERCIAL: Moody's Downgrades Ratings on 2003-C3 Certs.
---------------------------------------------------------------
Moody's Investors Service downgraded the ratings of four classes
and affirmed 20 classes of LB-UBS Commercial Mortgage Trust 2003-
C3, Commercial Mortgage Pass-Through Certificates, Series 2003-C3:

  -- Cl. A-3, Affirmed at Aaa (sf); previously on June 30, 2003
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-4, Affirmed at Aaa (sf); previously on June 30, 2003
     Definitive Rating Assigned Aaa (sf)

  -- Cl. B, Affirmed at Aaa (sf); previously on April 20, 2006
     Upgraded to Aaa (sf)

  -- Cl. C, Affirmed at Aaa (sf); previously on April 20, 2006
     Upgraded to Aaa (sf)

  -- Cl. D, Affirmed at Aaa (sf); previously on June 17, 2009
     Upgraded to Aaa (sf)

  -- Cl. E, Affirmed at Aa1 (sf); previously on June 17, 2009
     Upgraded to Aa1 (sf)

  -- Cl. F, Affirmed at Aa2 (sf); previously on June 17, 2009
     Upgraded to Aa2 (sf)

  -- Cl. G, Affirmed at A1 (sf); previously on June 17, 2009
     Upgraded to A1 (sf)

  -- Cl. H, Affirmed at A3 (sf); previously on June 17, 2009
     Upgraded to A3 (sf)

  -- Cl. J, Affirmed at Baa1 (sf); previously on June 17, 2009
     Upgraded to Baa1 (sf)

  -- Cl. K, Affirmed at Baa3 (sf); previously on June 30, 2003
     Definitive Rating Assigned Baa3 (sf)

  -- Cl. L, Affirmed at Ba1 (sf); previously on June 30, 2003
     Definitive Rating Assigned Ba1 (sf)

  -- Cl. M, Affirmed at Ba2 (sf); previously on June 30, 2003
     Definitive Rating Assigned Ba2 (sf)

  -- Cl. N, Affirmed at Ba3 (sf); previously on June 30, 2003
     Definitive Rating Assigned Ba3 (sf)

  -- Cl. P, Affirmed at B1 (sf); previously on June 30, 2003
     Definitive Rating Assigned B1 (sf)

  -- Cl. Q, Affirmed at B2 (sf); previously on June 30, 2003
     Definitive Rating Assigned B2 (sf)

  -- Cl. S, Downgraded to Caa1 (sf); previously on June 30, 2003
     Definitive Rating Assigned B3 (sf)

  -- Cl. X-CL, Affirmed at Aaa (sf); previously on June 30, 2003
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-WC, Affirmed at Aaa (sf); previously on June 30, 2003
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-MM1, Affirmed at Aaa (sf); previously on June 30, 2003
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-MM2, Affirmed at Aaa (sf); previously on June 30, 2003
     Definitive Rating Assigned Aaa (sf)

  -- Cl. MM-1, Downgraded to Caa1 (sf); previously on June 17,
     2009 Downgraded to B1 (sf)

  -- Cl. MM-2, Downgraded to Caa2 (sf); previously on June 17,
     2009 Downgraded to B2 (sf)

  -- Cl. MM-3, Downgraded to Caa3 (sf); previously on June 17,
     2009 Downgraded to B3 (sf)

                        Ratings Rationale

The downgrade of one pooled class is due to higher expected losses
for the pool resulting from realized and anticipated losses from
troubled loans.  The downgrades of three non-pooled, or rake
classes, are due to the decline in performance of the Monroeville
Mall, which is the collateral for the B note supporting the rake
classes.  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 current
ratings.

Moody's rating action reflects a cumulative base expected loss of
1.7% of the current balance.  At last review, Moody's cumulative
base expected loss was 1.5%.  Moody's stressed scenario loss is
4.6% 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.  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.

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 12 compared to 25 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 June 17, 2009.

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

                         Deal Performance

As of the January 15, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 38% to
$846.0 million from $1.35 billion at securitization.  The
Certificates are collateralized by 82 mortgage loans ranging in
size from less than 1% to 14% of the pool, with the top ten loans
representing 67% of the pool.  The pool includes three loans,
representing 40% of the pool, with investment grade credits
estimates.  Eleven loans, representing 10% of the pool, have
defeased and are collateralized with U.S. Government securities.

Sixteen 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.

Three loan have been liquidated from the pool since
securitization, resulting in a $3.17 million loss (59% loss
severity).  The majority of the loss to pool was generated from
the liquidation of the Stonehedge Apartment Loan in June 2010.
Currently, there are two loans in special servicing, representing
0.4% of the pool.  Moody's has estimated an aggregate $2.0 million
loss for the specially serviced loans (56% overall expected loss).

Moody's has assumed a high default probability for four poorly
performing loans representing 1.5% of the pool and has estimated
an aggregate $2.4 million loss (20% expected loss based on a 50%
probability default) for the troubled loans.

Moody's was provided with full year 2009 and partial 2010
operating results for 88% and 87%, respectively, for the non-
defeased pool.  Excluding specially serviced and troubled loans,
Moody's weighted average conduit LTV is 86% compared to 91% at
last review.  Moody's net cash flow reflects a weighted average
haircut of 15% 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 1.33X and 1.23X, respectively, compared to
1.51X and 1.39X 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 Westfield
Shoppingtown West County Loan ($128.9 million -- 16% of the pool),
which is secured by the borrower's interest in a 1.3 million
square foot regional mall located in Des Peres, Missouri.  The
center is also encumbered by a $19.8 million B-Note that is held
outside the trust.  The mall is anchored by Macy's, J.C. Penney
and Nordstrom.  As of September 2010, the center was 96% leased
compared 99% at last review.  Annualized September 2010 net
operating income was 8% lower than in 2008.  This was partially
offset by a 4% increase in amortization since last review.  The
sponsor is CBL & Associates.  Moody's current credit estimate and
stressed DSCR are A1 and 1.45X, respectively, essentially the same
as at last review.

The second largest loan with a credit estimate is the Polaris
Fashion Place Loan ($106.5 million -- 14% of the pool), which is
secured by the borrower's interest in a 1.6 million square foot
regional mall located in Columbus, Ohio.  The property is also
encumbered by a $24.8 million B-Note that is held outside the
trust The mall is anchored by Sears, Macy's, J.C. Penney, Saks
Fifth Avenue, Van Maur and The Great Indoors.  As of October 2010,
the in-line mall was 98% leased compared to 99% at last review.
Between 2008 and 2009, the property's performance declined due to
a 5% decrease in base revenues and a 7% increase in operating
expenses.  This was partially offset by a 4% increase in
amortization since last review.  The sponsor is Glimcher Realty.
Moody's current credit estimate and stressed DSCR are A2 and
1.53X, essentially the same as at last review.

The third largest loan with a credit estimate is the Pembroke
Lakes Mall Loan ($97.4 million -- 12% of the pool), which is
secured by the borrower's interest in a 1.1 million square foot
regional mall located in Pembroke Pines, Florida.  The property is
also encumbered by a $30.0 million B-Note that is held outside the
trust.  The sponsor is General Growth Properties.  This loan was
not included in GGP's Chapter 11 bankruptcy filing in April 2009.
The mall is anchored by Macy's, J.C. Penney, Dillard's, Sears,
Dillard's Men, and Macy's Home Store.  As of September 2010, the
in-line space was 91% leased compared to 99% at last review.  At
last review, Moody's analysis reflected a stressed cash flow due
to concerns about the retail environment and the GGP bankruptcy
filing.  However, performance has been stable.  Moody's current
credit estimate and stressed DSCR are Aaa and 2.10X, respectively,
compared to Aa1 and 2.00X at last review.

The top three non-defeased conduit loans represent 21% of the
pool.  The largest conduit loan is the Monroeville Mall Loan
($96.8 million -- 12% of pool), which is secured by the borrower's
interest in a 1.3 million square foot regional mall located in
Monroeville, Pennsylvania.  The property is also encumbered by a
$16.7 million B Note that is held within the trust and serves as
security for non-pooled Classes MM-1, MM-2, MM-3, M-MM1 and X-MM2.
The mall is anchored by Macy's and J.C. Penney.  Since Moody's
last review, the former Boscov's anchor space, which is not part
of the collateral, has remained vacant.  As of November 2011, the
in-line occupancy was 94% compared to 90% at last review.
Property performance has declined since 2008 due to a 28% decrease
in base revenues, percentage rents and recoveries.  The sponsor is
CBL & Associates.  Moody's LTV and stressed DSCR for the A note
are 92% and 1.10X, respectively, compared to 83% and 1.24X at last
review.

The second largest conduit loan is the Broadcasting Square Loan
($44.8 million -- 5.4% of the pool), which is secured by a 467,000
square foot power center located in Reading, Pennsylvania.  The
largest tenants are Weis Market, Dick's Clothing & Sports, and Bed
Bath & Beyond.  As of September 2009, the center was 99% leased
compared to 100% at last review.  Moody's LTV and stressed DSCR
are 77% and 1.41X, respectively, compared to 83% and 1.3X at last
review.

The third largest conduit loan is the LIRA Apartments Loan
($28.4 million -- 3.4% of the pool), which is secured by a 152-
unit apartment building located in New York City.  The property
has maintained near 100% occupancy since securitization.  The loan
benefits from the property's location in the strong NYC multi-
family market and amortization.  Moody's LTV and stressed DSCR are
62% and 1.40X, respectively, compared to 64% and 1.35X at last
review.


LB-UBS COMMERCIAL: Moody's Cuts Ratings on Four 2003-C8 Certs.
--------------------------------------------------------------
Moody's Investors Service downgraded the ratings of four classes
and affirmed eleven classes of LB-UBS Commercial Mortgage Trust
2003-C8, Commercial Mortgage Pass-Through Certificates, Series
2003-C8:

  -- Cl. A-3, Affirmed at Aaa (sf); previously on Dec. 4, 2003
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-4, Affirmed at Aaa (sf); previously on Dec. 4, 2003
     Definitive Rating Assigned Aaa (sf)

  -- Cl. X-CL, Affirmed at Aaa (sf); previously on Dec. 4, 2003
     Definitive Rating Assigned Aaa (sf)

  -- Cl. B, Affirmed at Aaa (sf); previously on Dec. 21, 2006
     Upgraded to Aaa (sf)

  -- Cl. C, Affirmed at Aaa (sf); previously on Dec. 21, 2006
     Upgraded to Aaa (sf)

  -- Cl. D, Affirmed at Aa1 (sf); previously on March 26, 2008
     Upgraded to Aa1 (sf)

  -- Cl. E, Affirmed at Aa3 (sf); previously on March 26, 2008
     Upgraded to Aa3 (sf)

  -- Cl. F, Affirmed at A1 (sf); previously on March 26, 2008
     Upgraded to A1 (sf)

  -- Cl. G, Affirmed at A3 (sf); previously on Dec. 4, 2003
     Definitive Rating Assigned A3 (sf)

  -- Cl. H, Affirmed at Baa1 (sf); previously on Dec. 4, 2003
     Definitive Rating Assigned Baa1 (sf)

  -- Cl. J, Affirmed at Baa2 (sf); previously on Dec. 4, 2003
     Definitive Rating Assigned Baa2 (sf)

  -- Cl. K, Downgraded to Ba1 (sf); previously on Dec. 4, 2003
     Definitive Rating Assigned Baa3 (sf)

  -- Cl. L, Downgraded to Ba3 (sf); previously on Dec. 4, 2003
     Definitive Rating Assigned Ba1 (sf)

  -- Cl. M, Downgraded to B2 (sf); previously on Dec. 4, 2003
     Definitive Rating Assigned Ba2 (sf)

  -- Cl. N, Downgraded to Caa1 (sf); previously on Dec. 4, 2003
     Definitive Rating Assigned Ba3 (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
4.1% of the current balance.  At last review, Moody's cumulative
base expected loss was 1.3%.  Moody's stressed scenario loss is
8.5% 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.  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.

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 19 compared to 28 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 March 26, 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 18, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 38% to
$868.3 million from $1.40 billion at securitization.  The
Certificates are collateralized by 74 mortgage loans ranging in
size from less than 1% to 18% of the pool, with the top ten loans
representing 60% of the pool.  The pool includes four loans,
representing 46% of the pool, with investment grade credits
estimates.  Thirteen loans representing 13% of the pool have
defeased and are collateralized with U.S. Government securities.

Fourteen loans, representing 7% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council monthly reporting package.  As part of Moody's
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Six loans have been liquidated from the pool since securitization,
resulting in a $4.7 million loss (15% loss severity).  Eight
loans, representing 7% of the pool, are currently in special
servicing.  The largest specially serviced loan is the Milestone
Hotel Portfolio Loan (3% of the pool).  The loan is secured by
four hotel properties located in three states.  The loan
transferred into special servicing in September 2010 due to
maturity default.  Moody's has estimated an aggregate
$20.0 million loss for the specially serviced loans (32% expected
loss on average).

Moody's has assumed a high default probability for eight poorly
performing loans representing 3% of the pool and has estimated an
aggregate $5.8 million loss (20% expected loss based on a 66%
probability default) for the troubled loans.

Moody's was provided with full year 2009 operating results for 96%
of the pool.  Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 88% compared to 90% at last
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
9.2%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.36X and 1.16X, respectively, compared to
1.50X and 1.18X 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 The Grove Loan
($156.7 million -- 18.0%), which is secured by a 583,000 square
foot open-air retail center located in Los Angeles.  Major tenants
include Nordstroms and Pacific Theaters.  The property was 99%
leased as of September 2010 compared with 100% at last review.
Moody's credit estimate and stressed DSCR are Aa2 and 1.81X,
respectively, compared to Aa2 and 1.55X at last review.

The second largest loan with a credit estimate is the 114 West
47th Street Loan ($102.5 million -- 11.8%), which is secured by a
597,000 square foot office building located in the Times Square
submarket of New York City.  The largest tenant is the U.S. Trust
Company (82% of the NRA; lease expiration November 2014).  U.S.
Trust Company is currently a part of Bank of America.  The
property was 98% leased as of June 2010, the same as at last
review.  Moody's current credit estimate and stressed DSCR are Aa2
and 1.81X, respectively, compared to Aa2 and 1.55X at last review.

The third largest loan with a credit estimate is the Westfield
Shoppingtown South County Loan ($75.7 million -- 8.7%), which is
secured by the borrower's interest in a 1 million square foot
retail center located in St. Louis, Missouri.  The property was
98% leased as of September 2010 compared with 97% at last review.
The center is anchored by Macy's, Sears, J.C. Penney and
Dillard's.  Moody's current credit estimate and stressed DSCR are
Baa1 and 1.43X, respectively, compared to Baa1 and 1.39X at last
review.

The fourth largest loan with a credit estimate is the Liberty Tree
Mall Loan ($35.0 million -- 4.0%), which is secured the borrower's
interest in a 857,000 square foot retail center located in
Danvers, Massachusetts.  The property is 92% leased compared with
95% at last review.  Moody's current credit estimate and stressed
DSCR are Aa2 and 2.03X, respectively, compared to Aa1 and 2.13X at
last review.

The top three performing conduit loans represent 11% of the
pool balance.  The largest loan is the Dartmouth Mall Loan
($61.1 million -- 7.0% of the pool), which represents the
borrower's interest in the 672,000 square foot regional mall
located in Dartmouth, Massachusetts.  The mall is anchored by
Filene's, Sears and J.C. Penney.  The in-line shops were 94%
leased as of September 2010 compared to 93% at last review.  The
property's net operating income has declined since last review.
Moody's LTV and stressed DSCR are 97% and 0.98X, respectively,
compared to 85% and 1.12X at last review.

The second largest conduit loan is the Centre at Westbank Loan
($19.1 million -- 2.2%), which is secured by a 182,000 square foot
retail center located in Harvey, Louisiana.  The property was 93%
leased as of September 2010 compared to 100% at last review.
Moody's LTV and stressed DSCR are 92% and 1.05X, respectively,
compared to 87% and 1.11X at last review.

The third largest conduit loan is the Oceanview Village Shopping
Center Loan ($18.1 million -- 2.1%), which is secured by a 99,000
square foot retail center located in San Francisco, California.
The property in anchored by Oceanview Market, which is subleasing
from Albertson's.  The property is 93% leased as of September 2010
compared with 94% at last review.  Moody's LTV and stressed DSCR
are 95% and 1.01X, respectively, compared to 94% and 1.02X at last
Review.


LB-UBS COMMERCIAL: S&P Affirms Ratings on 18 2003-C3 Securities
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on 18
classes of commercial mortgage-backed securities from LB-UBS
Commercial Mortgage Trust 2003-C3, a U.S. commercial mortgage-
backed securities transaction.

The affirmations reflect S&P's analysis of the remaining
collateral in the transaction and the deal structure.  S&P's
analysis included a review of the credit characteristics of all
the loans in the pool.  Using servicer-provided financial
information, S&P calculated an adjusted debt service coverage of
1.62x and a loan-to-value ratio of 73.8%.  S&P further stressed
the loans' cash flows under S&P's 'AAA' scenario to yield a
weighted average DSC of 1.34x and an LTV ratio of 93.9%.  The
implied defaults and loss severity under the 'AAA' scenario were
25.4% and 30.2%, respectively.  The DSC and LTV calculations S&P
noted above exclude 11 ($85.9 million, 10.2%) defeased loans and
one ($2.4 million, 0.3%) specially serviced asset.  These
calculations also exclude the AmSouth Bank Building loan
($4.6 million, 0.6%) as the master servicer is reporting negative
net cash flow for this asset.  S&P separately estimated losses for
the specially serviced asset noted above and included it in S&P's
'AAA' scenario implied default and loss figures.

S&P affirmed its rating on the class X-CL interest-only
certificates based on its current criteria.

                       Transaction Summary

As of the Jan. 18, 2011 trustee remittance report, the collateral
balance was $846.0 million, which is 63.3% of the balance at
issuance.  The collateral includes 79 loans, down from 110 loans
at issuance.  Eleven ($85.9 million, 10.2%) of the loans are
defeased.  As of the Jan. 18, 2011 trustee remittance report, the
master servicer, Wachovia Bank N.A., provided financial
information for 97.9% of the nondefeased loans in the pool, all of
which were reporting financials as of full-year 2009 or interim-
2010 data.

S&P calculated a weighted average DSC of 1.76x for the pool based
on the reported figures.  S&P's adjusted DSC and LTV, which
excludes 11 defeased loans ($85.9 million, 10.2%), one specially
serviced asset ($2.4 million, 0.3%), and the AmSouth Bank Building
loan ($4.6 million, 0.6%), were 1.62x and 73.8%, respectively.
S&P separately estimated losses for the above noted specially
serviced asset and included it in its 'AAA' scenario implied
default and loss figures.

Fifteen loans ($240.1 million, 28.4%) are on the master
servicer's watchlist, which includes the second-, fourth-, and
10th-largest loans in the pool as detailed below; the Monroeville
Mall loan ($113.5 million, 13.4%), the Pembroke Lakes Mall loan
($97.4 million, 11.5%), and the Alexandria Commons loan
($10.9 million, 1.29%).  Eleven loans ($149.9 million, 17.7%),
including the Monroeville Mall loan and the Alexandria Commons
loan, have a reported DSC of less than 1.00x.  To date, the pool
has experienced principal losses totalling $3.2 million on three
loans.

                      Credit Considerations

As of the Jan. 18, 2011 trustee remittance report, two assets
($3.5 million, 0.4%) were with the special servicer, Berkadia
Commercial Mortgage: one ($2.4 million, 0.3%) is real estate owned
and one ($1.1 million, 0.1%) is a non-performing matured balloon
loan.

The President's Corner loan ($2.4 million, 0.3%), is secured by a
100-unit multifamily property located in Arlington, Tx.  The loan
was transferred to Berkadia on Oct. 1, 2010, due to imminent
monetary default due to low occupancy at the property.  The
property is REO.  An appraisal reduction amount of $1.3 million is
currently in effect against this asset.  As of June 30, 2010, the
property had a DSC of 0.36x and occupancy of 61.0%.  S&P
anticipates a significant loss upon the eventual resolution of
this asset.

The Hot Springs Marketplace loan ($1.1 million, 0.1%), is secured
by a 16,588 sq.-ft. retail property located in Murrieta, Ca.  The
loan was transferred to Berkadia on Feb. 2, 2010, due to maturity
default.  The loan matured on Feb. 11, 2010.  According to
Berkadia, the borrower has proposed a loan extension and Berkadia
is evaluating the proposal.  The most recent financial information
available for this loan is as of the first six months ended
June 30, 2009, at which time the reported DSC was 0.56x.

The affirmations also considered the asset concentration of retail
properties (44 loans, 76.4%) in the transaction, which includes
the five largest loans ($491.0 million, 58.0%) in the pool.  The
reported DSC for retail properties in the pool was 1.80x with
99.0% reporting a payment status of current.  For retail
properties, S&P calculated an adjusted DSC of 1.64x and a LTV
ratio of 73.8%.  The DSC and LTV calculations noted above exclude
six ($66.2 million, 7.8%) loans that are defeased.

                     Summary of Top 10 Loans

The top 10 real estate exposures have an aggregate outstanding
balance of $579.2 million (68.5%) and include three loans on the
master servicer's watchlist ($221.8 million, 26.2%).  Using
servicer-reported numbers, S&P calculated a weighted average DSC
of 1.84x for the top 10 loans.  S&P's adjusted DSC and LTV for the
top 10 loans were 1.65x and 73.0%, respectively.

The Monroeville Mall loan ($113.5 million, 13.41%) is the second-
largest loan in the pool and the largest loan on the master
servicer's watchlist.  It is secured by 897,095 square feet of a
1.4 million-sq.-ft. regional mall located in Monroeville, Pa.  The
loan appears on the master servicer's watchlist due to low DSC.
As of the nine months ended Sep.  30, 2010, the reported DSC was
0.78x, a decline from 0.83x as of Dec. 31, 2009, and 1.30x as of
Dec. 31, 2008.  According to Wachovia, the reported decline in DSC
is due to decreased rental income at the property to maintain
occupancy.  As of Sept. 30, 2010, the reported occupancy was
96.4%.

The Pembroke Lakes Mall loan ($97.4 million, 11.5%) is the fourth-
largest loan in the pool and the second-largest loan on the
watchlist.  It is secured by 669,889 square feet of a 1.1 million-
sq.-ft. regional mall located in Pembroke Pines, Fl.  The loan
appears on the master servicer's watchlist in connection with the
April 16, 2009, bankruptcy filing of one of the two sponsors of
the Pembroke Lakes Mall borrower, General Growth Properties Inc.
(GGP).  The Pembroke Lakes Mall borrower was not included in the
GGP bankruptcy filing; hence, this loan was not transferred to the
special servicer.  GGP emerged from Chapter 11 bankruptcy
protection on Nov. 9, 2010.  As of March 31, 2010, the reported
DSC and occupancy were 3.09x and 98.1%, respectively.

The Alexandria Commons loan ($10.9 million, 1.3%) is the 10th-
largest loan in the pool and the third-largest loan on the master
servicer's watchlist.  It is secured by a 166,513 sq.-ft. retail
property located in Alexandria, La.  The loan is on the master
servicer's watchlist due to low DSC and a decline in occupancy.
As of June 30, 2010, the reported DSC was 0.83x, down from 1.47x
as of Dec. 31, 2008.  Occupancy was 100% as of June 30, 2010.
According to Wachovia, one tenant that recently leased 18% of
gross leasable area in June 2010 will commence rent payments after
the expiration of the rent abatement period ending June 30, 2011.

Standard & Poor's analyzed the transaction according to its U.S.
conduit/fusion criteria.  The resultant credit enhancement levels
support the affirmed ratings.

                         Ratings Affirmed

             LB-UBS Commercial Mortgage Trust 2003-C3
           Commercial mortgage pass-through certificates

          Class  Rating            Credit enhancement (%)
          -----  ------            ----------------------
          A3     AAA (sf)                           23.79
          A4     AAA (sf)                           23.79
          B      AAA (sf)                           21.37
          C      AAA (sf)                           18.95
          D      AA+ (sf)                           17.34
          E      AA (sf)                            15.73
          F      AA- (sf)                           12.91
          G      A+ (sf)                            11.70
          H      A (sf)                              9.29
          J      A- (sf)                             8.08
          K      BBB (sf)                            6.47
          L      BB+ (sf)                            5.06
          M      BB (sf)                             4.25
          N      BB- (sf)                            3.44
          P      B+ (sf)                             3.24
          Q      B (sf)                              2.24
          S      B- (sf)                             1.83
          X-CL   AAA (sf)                             N/A

                      N/A -- Not applicable.


LEHMAN STRUCTURED: Moody's Reviews Ratings on Three Classes
-----------------------------------------------------------
Moody's Investors Service has placed the ratings of Class A-1,
Class A-2 and Class IO bonds issued by Lehman Structured
Securities Corp. Series 2005-1 on review for possible downgrade.

Issuer: Lehman Structured Securities Corp. Series 2005-1

  -- Cl. A-1, Aa3 (sf) Placed Under Review for Possible Downgrade;
     previously on June 2, 2009 Downgraded to Aa3 (sf)

  -- Cl. A-2, B2 (sf) Placed Under Review for Possible Downgrade;
     previously on June 2, 2009 Downgraded to B2 (sf)

  -- Cl. IO, Aa3 (sf) Placed Under Review for Possible Downgrade;
     previously on June 2, 2009 Downgraded to Aa3 (sf)

                        Ratings Rationale

The actions are as a result of the rating downgrades announced in
August 23, 2010, of the underlying certificates backing the
resecuritized deal.

The resecuritization is backed by Class IIA1 and IIA2 issued by
American Home Mortgage Investment Trust 2005-2.  Both underlying
certificates are backed primarily by first-lien, Alt-A residential
mortgage loans.

The Class A-1 issued in the resecuritization transaction is a
senior class supported by a subordinated bond Class A-2, which
receives principal payments pro-rata with Class A-1 but absorbs
losses before Class A-1.  Class IO is an interest only bond with
notional amount linked to Class A-1.

Moody's ratings on certificates in a resecuritization are based
on:

    (i) The updated expected losses of the pools of loans backing
        the underlying certificates and the updated ratings on the
        underlying certificates.

   (ii) The credit enhancement available to the underlying
        certificates, and

  (iii) The structure of the resecuritization transaction.

Moody's first updated its loss assumptions on the underlying pools
of mortgage loans (backing the underlying certificates) and then
arrived at updated ratings on the underlying certificates.  The
ratings on the underlying certificates are based on expected
recoveries on the bonds under ninety-six different combinations of
six loss levels, four loss timing curves and four prepayment
curves.  The volatility in losses experienced by a tranche due to
small increments in losses on the underlying mortgage pools is
taken into consideration when assigning ratings.

The resecurtized bonds were placed on review as a result of the
rating downgrades on the underlying certificates.


LENOX STREET: Moody's Takes Rating Actions on Various Classes
-------------------------------------------------------------
Moody's has downgraded one and affirmed eight classes of Notes
issued by Lenox Street CDO 2007-1, Ltd. due to the deterioration
in the credit quality of the underlying portfolio as evidenced by
an increase in the weighted average rating factor, increase in
collateral interest shortfalls, and increase in Defaulted
Securites.  The rating action is the result of Moody's on-going
surveillance of commercial real estate collateralized debt
obligation transactions.

Moody's rating action is:

  -- Cl. A, Downgraded to C (sf); previously on March 5, 2010
     Downgraded to Ca (sf)

  -- Cl. B, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. C, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. D, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. E, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. F, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. G, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. H, Affirmed at C (sf); previously on March 5, 2010
     Downgraded to C (sf)

  -- Cl. J, Affirmed at C (sf); previously on Nov. 13, 2009
     Downgraded to C (sf)

                        Ratings Rationale

Lenox Street CDO 2007-1, Ltd. is a revolving hybrid CRE CDO
transaction backed by a portfolio commercial mortgage backed
securities collateral (20% of the pool balance) and synthetic
reference obligations on CMBS collateral (80% of the pool
balance).  However, due to an Event of Default caused by a failure
in the Default Par Value Coverage Ratio test as reported by the
Trustee report dated October 26, 2009, the Trustee halted the
reinvestment feature of transaction.  As of the January 26, 2011
Trustee report, the aggregate Notes balance of the transaction,
including the Subordinate Notes, has decreased to $349.4 million
from $350.0 million at issuance, due to approximately $0.6 million
in pay-downs to the Class G, H and J Notes given a provision that
20% of excess interest of the deal goes to pay the Class G, H and
J Notes pro rata in each payment period.

Per the January 26, 2011 Trustee report, the transaction failed
the Super Senior Par Value Coverage test, Default Par Value
Coverage test as well as the Class A/B, the Class C/D and the
Class E/F Overcollateralization Tests.  There are 91 assets with
par balance of $861.9 million (86.2% of the current pool balance)
that are considered Defaulted Securities, compared to only 15
Defaulted Securities with 11.0% of the pool balance at last
review.  According to Indenture, a Defaulted Security is defined
as any security that experiences a payment default, or rating
downgrade, or a realized loss.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's have completed updated credit estimates for the non-
Moody's rated collateral and reference obligations.  The bottom-
dollar WARF is a measure of the default probability within a
collateral pool.  Moody's modeled a bottom-dollar WARF of 9,416
compared to 5,027 at last review.  The distribution of current
ratings and credit estimates is: Baa1-Baa3 (0.0% compared to 3.1%
at last review), Ba1 --Ba3 (0.0% compared to 12.6% at last
review), B1-B3 (2.0% compared to 47.7% at last review), and Caa1-
Caa3 (98.0% compared to 36.6% at last review).

WAL acts to adjust the probability of default of the collateral
assets in the pool for time.  Moody's modeled to a WAL of 5.1
years compared to 6.0 years at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool.  Due to the majority of the
collateral currently within the Caa and below categories, Moody's
modeled a WARR of 0.2% compared to 3.9% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e.  the measure of diversity).
Moody's modeled a MAC of 0.0% compared to 50.2% at last review.
The low MAC is due to high default probability collateral
concentrated within a small number of collateral names.

Moody's review incorporated CDOROM(R) v2.8, one of Moody's CDO
rating models, which was released on January 24, 2011.

The cash flow model, CDOEdge(R) v3.2.1.0, was used to analyze the
cash flow waterfall and its effect on the capital structure of the
deal.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes.  However,
in many instances, a change in key parameter assumptions in
certain stress scenarios may be offset by a change in one or more
of the other key parameters.  Rated notes are particularly
sensitive to changes in recovery rate assumptions.  Holding all
other key parameters static, changing the recovery rate assumption
up from 0% to 5% would not result in any rating movement on the
rated tranches.

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 sluggish macroeconomic environment and
varying performance in the commercial real estate property
markets.  However, Moody's expects to see increasing or
stabilizing property values, higher transaction volumes, a slowing
in the pace of loan delinquencies and greater liquidity for
commercial real estate in 2011 The hotel and multifamily sectors
are continuing to show signs of recovery, while recovery in the
office and retail sectors will be tied to recovery of the broader
economy.  The availability of debt capital continues to improve
with terms returning toward market norms.  Moody's central global
macroeconomic scenario reflects an overall sluggish recovery
through 2012, amidst ongoing individual, corporate and
governmental deleveraging, persistent unemployment, and government
budget considerations.

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.


MADISON PARK: S&P Raises Ratings on Four Classes of Notes
---------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
B, C, D, and E notes from Madison Park Funding IV Ltd., a
collateralized loan obligation transaction managed by CSFB
Alternative Capital Inc. At the same time, S&P removed the C, D,
and E notes from CreditWatch, where S&P placed them with positive
implications on Oct. 14, 2010.  S&P also affirmed its ratings on
the class A-1a, A-1b, and A-2 notes.

The upgrades reflect an improvement in the credit quality
available to support the notes since S&P's Dec. 8, 2009 rating
action, when S&P downgraded most of the notes, following the
application of its September 2009 corporate CDO criteria.  As
of the Jan. 10, 2011 trustee report, the transaction had about
$23.6 million in assets with ratings in the 'CCC' range and
$3.3 million in defaulted assets.  This was down from
$39.7 million in 'CCC' rated assets and $51.0 million in
defaulted assets noted in the Oct. 13, 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 Jan. 10, 2011 monthly
report:

* The class A/B O/C ratio was 128.03%, compared with a reported
  ratio of 122.73% in October 2009;

* The class C O/C ratio was 118.91%, compared with a reported
  ratio of 113.99% in October 2009;

* The class D O/C ratio was 113.52%, compared with a reported
  ratio of 108.82% in October 2009; and

* The class E O/C ratio was 109.08%, compared with a reported
  ratio of 104.57% 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

                   Madison Park Funding IV Ltd.

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

                        Ratings Affirmed

                      Class       Rating
                      -----       ------
                      A-1a        AAA (sf)
                      A-1b        AA+ (sf)
                      A-2         AA+ (sf)


MARATHON CLO: Moody's Upgrades Ratings on Four Classes Notes
------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Marathon CLO I LTD:

  -- US$8,100,000 CLASS B FLOATING RATE SENIOR SECURED NOTES DUE
     2019, Upgraded to Aaa (sf); previously on September 24, 2010
     Upgraded to Aa1 (sf);

  -- US$19,200,000 CLASS C FLOATING RATE DEFERRABLE INTEREST
     NOTES DUE 2019, Upgraded to A1 (sf); previously on September
     24, 2010 Upgraded to A2 (sf);

  -- US$19,000,000 CLASS D FLOATING RATE DEFERRABLE INTEREST
     NOTES DUE 2019, Upgraded to B1 (sf); previously on November
     25, 2009 Downgraded to B2 (sf);

  -- US$8,000,000 CLASS E FLOATING RATE DEFERRABLE INTEREST NOTES
     DUE 2019 (Current Balance of $1,390,589), 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 structured
finance assets in the underlying portfolio and an increase in the
transaction's overcollateralization ratios since the rating action
in September 2010.

In particular, the ratings of two CLO tranches, currently 9.5% of
the performing assets, were recently upgraded or placed on review
for upgrade.  One of these CLO tranches was rated Ca by Moody's at
the time of the rating action in September 2010.  The
overcollateralization ratios of the rated notes have also improved
since the rating action in September 2010.  The Class AB, Class C,
Class D and Class E overcollateralization ratios are reported at
201.69%, 141.53%, 109.28% and 107.01%, respectively, versus
September 2010 levels of 200.50%, 140.70%, 108.63% and 105.96%,
respectively, and all related overcollateralization tests are
currently in compliance.  Additionally, the Class E notes continue
to benefit from the excess spread in the deal.  Since September
2010, the Class E notes have paid down by approximately 34%.

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 $101.0 million, defaulted par of $4.6 million,
a weighted average default probability of 36.97% (implying a WARF
of 5506), a weighted average recovery rate upon default of 41.45%,
and a diversity score of 32.  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.

Marathon CLO I LTD., issued in April 2005, 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 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 1.1% of the collateral balance.  In addition,
Moody's applied a 1.5 notch-equivalent assumed downgrade for CEs
last updated between 12-15 months ago, and a 0.5 notch-equivalent
assumed downgrade for CEs last updated between 6-12 months ago.
For each CE where the related exposure constitutes more than 3% of
the collateral pool, Moody's applied a 2-notch equivalent assumed
downgrade (but only on the CEs representing in aggregate the
largest 30% of the pool) in lieu of the aforementioned stresses.
Notwithstanding the foregoing, in all cases the lowest assumed
rating equivalent is Caa3.

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% (4405)

  -- Class A1: 0
  -- Class A2F: 0
  -- Class B: 0
  -- Class C: +1
  -- Class D: +1
  -- Class E: +3

Moody's Adjusted WARF +20% (6607)

  -- Class A1: 0
  -- Class A2F: 0
  -- Class B: 0
  -- Class C: -2
  -- Class D: -2
  -- 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) 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) 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) 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.


MARATHON CLO: S&P Raises Ratings on Various Classes of Notes
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1A, A-1B, A-2, B, C, and D notes from Marathon CLO II Ltd., a
collateralized loan obligation transaction managed by Marathon
Asset Management LLC.  At the same time, S&P removed its ratings
on the class A-1A and A-1B notes from CreditWatch, where S&P had
placed them with positive implications on Oct. 14, 2010.

The upgrades reflect an improvement in the credit quality
available to support the notes since its Nov. 9, 2009 rating
action, when S&P downgraded all of the notes following the
application of its September 2009 corporate collateralized debt
obligation criteria.  As of the Jan. 11, 2011 trustee report, the
transaction had about $2.6 million in defaulted assets.  This was
down from $34.8 million noted in the Sept. 11, 2009 trustee
report, which S&P referenced for its November 2009 rating actions.

The transaction has also benefited from an increase in
overcollateralization (O/C) available to support the rated notes.
The trustee reported these O/C ratios in the Jan. 11, 2011 monthly
report:

* The class A O/C ratio was 124.12%, compared with a reported
  ratio of 114.30% in September 2009;

* The class B O/C ratio was 115.85%, compared with a reported
  ratio of 106.83% in September 2009;

* The class C O/C ratio was 108.45%, compared with a reported
  ratio of 100.13% in September 2009; and

* The class D O/C ratio was 104.79%, compared with a reported
  ratio of 96.69% 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

                       Marathon CLO II Ltd.

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


MERRILL LYNCH: DBRS Confirms Class F Rating at 'BB'
---------------------------------------------------
DBRS has confirmed the ratings of all 16 classes of Merrill Lynch
Financial Assets Inc., Series 2006-Canada 20 as follows:

  -- Class A-1 at AAA
  -- Class A-2 at AAA
  -- Class A-3 at AAA
  -- Class B at AA
  -- Class C at A
  -- Class D at BBB
  -- Class E at BBB (low)
  -- Class F at BB (high)
  -- Class G at BB
  -- Class H at BB (low)
  -- Class J at B (high)
  -- Class K at B
  -- Class L at B (low)
  -- Class XP-1 at AAA
  -- Class XP-2 at AAA
  -- Class XC at AAA

All classes were confirmed with a Stable trend.

The ratings reflect the increased credit enhancement to the
bonds from a collateral reduction of approximately 10.44% since
issuance, the healthy weighted-average debt service coverage ratio
(DSCR) of 1.54x for the pool and the strong loan-to-value (LTV)
weighted average of 67.2% for the pool, based on the original
values determined at issuance.

There are nine loans on the servicer's watchlist, representing a
combined 11.42% of the pool.  Two of those loans are in the Top
Ten: Prospectus ID#6, Holiday Inn-Midtown Montreal (4.93% of the
pool balance) and Prospectus ID#10, Le Carrefour Office (3.14% of
the pool balance).

Holiday Inn-Midtown Montreal is a full-service hotel located in
Midtown Montreal at 420 Sherbrooke West.  This loan is on the
servicer's watchlist for a decline in the DSCR from the
underwritten coverage of 2.20x.  There are 488 units, with a
current loan per key of $53.9 thousand.  At the time of the loan's
closing, the asset was underperforming its competitive set, but it
was believed that the borrower's investment of approximately $4
million in a property improvement plan (PIP) would boost the
property's market share and improve revenues at the property.
However, the market deteriorated significantly over the next few
years, limiting the opportunities for improvement in occupancy and
room rates.  The property performance has improved in 2010, with
the trailing-twelve-month (TTM) DSCR, as of June 30, 2010, of
1.24x and an occupancy of 64% at the time of the October 2010
servicer's site inspection.  These numbers compare favourably to
the YE2009 DSCR of 1.09x and the occupancy of 60%.

Le Carrefour Office is a Class A office property located in Laval,
Quebec near the interchange of Highways 440 and 15.  This loan is
on the servicer's watchlist for a low DSCR at YE2009 of 1.05x and
an occupancy of 86%.  At closing, the property was fully occupied
and the DSCR was 1.25x.  Although the property has experienced
significant occupancy declines since 2006, there has been some
recent success in maintaining the larger tenants at the property
upon their expiry.  In 2010, a tenant occupying 8.4% of the NRA
was signed to a renewal term of five years.  Between Q3 2010 and
YE2011, 10.14% of the properties NRA is set to expire; DBRS will
closely monitor those expiries for developments.  The loan is full
recourse to the borrower.

There are two loans in special servicing in this transaction as of
the January 2011 remittance, representing a combined 6.26% of the
pool: Prospectus ID#8, Marriott Pooled Senior Loan (4.77% of the
pool) and Prospectus ID#23, Summit Properties (1.49% of the pool).

The Marriott Pooled Senior Loan is collateralized by five limited-
service Marriott hotel properties located in the Greater Toronto
Area (GTA).  Three of the properties are flagged by the Courtyard
division of Marriott; the other two are flagged as Residence Inns.
The combined unit count for the portfolio is 632 rooms.  The
whole-loan balance of $73.5 million is comprised of two pari-passu
A-notes each in the original principal amount of $25.4 million
and an unsecuritized B-note in the original principal amount of
$22.6 million.  The loan transferred to the special servicer in
August 2009 when the borrower advised the servicer that it could
no longer fund the full debt service for the loan and fund the
scheduled property improvement plans (PIPs) scheduled for the
three Courtyard properties.  Since that time, the servicer has
negotiated forbearance agreement, directing all cash flows from
the property to fund the debt service on the A-notes (which have
been current since the loan's transfer to the special servicer)
and to fully fund the PIPs, prior to any payment of the B-note.
The forbearance period has two one-year extension options.  The
servicer is currently processing the borrower's request to
exercise the first one-year extension option.  The YE2010
performance for the portfolio is quite strong, with the DSCR at
2.00x for the A-notes and 1.20x for the whole-loan balance.
Additionally, the updated appraised value of $69.4 million, as of
April 2010, is a 23% decline from the issuance value, though it is
still favourable on an A-note basis, with the current A-note
balance at approximately $51 million.  Occupancy for the
properties during that period ranged from 69% to 82%; these
figures are representative of a year-over-year improvement for
each property on an individual basis from 2009.  The first phase
of the PIPs for the Courtyard properties is scheduled for
completion in the summer of 2011, with renovations to the lobbies
and common areas.  The second phase, which will include
renovations to the guest rooms, is scheduled to commence in the
second half of 2011.  The loan will remain with the special
servicer through full repayment of the A-notes.  DBRS will
continue to monitor these loans closely.

The Summit Properties loan is collateralized by a 122-unit
multifamily property located in the small community of Leduc,
Alberta approximately 35 km south of Edmonton.  The loan
transferred to the special servicer in August 2010 for imminent
default and is due for the December 1, 2010 payment.  The borrower
advised the special servicer that the property cash flows were not
sufficient to support the debt service payments in the face of
increasing property taxes and the need for significant capital
improvements to the property's mechanical systems.  The property
has historically performed in-line with the underwritten DSCR of
1.16x; at Q1 2010, the DSCR was 1.18x and the property was 98%
occupied. Since the loan's transfer to special servicing, a second
lien in the amount of $2.25 million was found in a title search by
the servicer.  In late 2010, the borrower requested permission to
sell the property and pay off the loan with a partial waiver of
the yield maintenance, as required by the loan documents.  The
servicer reported in February 2011 that the request was approved,
with a full payment of the outstanding principal and interest
received along with 44% of the yield maintenance requirement.  The
borrower also reimbursed the special servicer for all outstanding
fees associated with the workout on this loan.  As such, DBRS
anticipates any shortfall associated with this loan to be
contained to the interest-only classes.  That loan will pay out of
the pool at the February 2011 remittance.

There are two shadow-rated loans in the transaction: Prospectus
ID#4, Westview Village MHC (5.17% of the pool) and Prospectus
ID#21, CLSC Sherbrooke (1.65% of the pool).  The Westview Village
MHC loan is collateralized by a 1,060-pad mobile home community in
Edmonton.  The loan was shadow-rated BBB at issuance because of
the strong historical performance of the asset and the strong LTV
of 62%.  The loan continues to perform well, with a Q2 2010 DSCR
of 2.47x and an occupancy of 99.8%.  The current LTV is 58%, based
on the original appraised value of $47.25 million.  As such, the
BBB shadow rating for that loan has been confirmed.

The CLSC Sherbrooke loan is secured by a 51,000 sf office property
located in Montreal.  The property's single tenant is the Province
of Quebec, on a lease that runs nine years past the loan's
maturity to August 2025.  The loan was shadow-rated at A (high) at
issuance to give credit to the strength of the single tenant, who
is rated A (high) by DBRS (as confirmed in August 2010).  The
loan's shadow-rating of A (high) was confirmed as part of this
review.

There is significant exposure to the Calgary office market in the
Top Ten: Prospectus ID#2, Heritage Square (6.95% of the pool) and
Prospectus ID#9, MacFarlane Tower (4.36% of the pool).  Heritage
Square is a 320,000 sf suburban office property located in south
central Calgary near the interchange of Highways 8 and Highway 2.
At YE2009, the property was 97% occupied with a DSCR of 2.72x.
The increase in DSCR since issuance can be attributed to the
expansion of the property's largest tenant into an additional 10%
of the NRA (for a total of approximately 60% of the NRA) at a rate
per square foot that would represent a 25% increase since
issuance.  That tenant's lease expires in August 2013.  The
property's second largest tenant, with 28% of the NRA, recently
signed a ten-year extension on their lease that was scheduled for
expiry in December 2011.

MacFarlane Tower is a Class B office property located in downtown
Calgary's west core submarket; the whole loan is a pari-passu
structure, split equally across two A-notes with a current balance
of $23.2 million.  The total loan per square foot is $203.  At
issuance, the property was 99% occupied.  Since that time,
occupancy has fallen slightly (as of June 30, 2010, the property
was 92% occupied), but the DSCR remains quite healthy at 1.61x for
YE2009.  There are 13 tenants, comprising a combined 21.5% of the
NRA, scheduled to expire between Q3 2010 and YE2011; DBRS has
requested a leasing update for the property and has modeled this
loan to reflect the risk associated with the upcoming rollover
coupled with market difficulties in this submarket.

In the next two years, Calgary office supply is projected to
increase while the demand is projected to remain unstable.  DBRS
will monitor these two loans closely as market conditions
fluctuate.

Excluding the Marriott Pooled Senior Loan, there are eight loans,
comprising 11.45% of the pool balance, scheduled for maturity in
2011.  The average DSCR, for the seven loans in that group for
which we have reported financials, is 1.67x, with an average exit
debt yield of 13.9%.  These numbers compare favourably with loans
that successfully paid out of similarly seasoned transactions in
Q4 2010 and thus far in 2011; as such, DBRS anticipates the
majority of these loans will successfully refinance.

DBRS continues to monitor this transaction on a monthly basis in
the CMBS Monthly Surveillance report, which can provide more
detailed information on the individual loans in the pool.


MERRILL LYNCH: DBRS Confirms Class G at 'BB'
--------------------------------------------
DBRS has confirmed the ratings of the Merrill Lynch Financial
Assets Inc., Series 2006-Canada 19 transaction as follows:

  -- Class A-1 at AAA
  -- Class A-2 at AAA
  -- Class A-3 at AAA
  -- Class XP-1 at AAA
  -- Class XP-2 at AAA
  -- Class XC at AAA
  -- Class B at AA
  -- Class C at A
  -- Class D at BBB
  -- Class E at BBB (low)
  -- Class F at BB (high)
  -- Class G at BB
  -- Class H at BB (low)
  -- Class J at B (high)
  -- Class K at B
  -- Class L at B (low)

Classes A-1 though H have been confirmed with Stable trends.
Classes J through L have been confirmed with a Negative trend.
DBRS has assigned negative trends to Classes J and L because of
the concern associated with the performance deterioration of the
large loans on the servicer's watchlist.

The Marriott Pooled Senior Loan is collateralized by five limited-
service Marriott hotel properties located in the Greater Toronto
Area (GTA).  Three of the properties are flagged by the Courtyard
division of Marriott; the other two are flagged as Residence Inns.
The combined unit count for the portfolio is 632 rooms.  The
whole-loan balance of $73.5 million is comprised of two pari-passu
A-notes each in the original principal amount of $25.4 million and
an unsecuritized B-note in the original principal amount of $22.6
million.  The loan transferred to the special servicer in August
2009 when the borrower advised the servicer that it could no
longer fund the full debt service for the loan and fund the
scheduled property improvement plans (PIPs) scheduled for the
three Courtyard properties.  Since that time, the servicer has
negotiated a forbearance agreement, directing all cash flows from
the property to fund the debt service on the A-notes (which have
been current since the loan's transfer to the special servicer)
and to fully fund the PIPs, prior to any payment of the B-note.
The forbearance period has two one-year extension options.  The
servicer is currently processing the borrower's request to
exercise the first one-year extension option.  The YE2010
performance for the portfolio is quite strong, with the DSCR at
2.00x for the A-notes and 1.20x for the whole-loan balance.
Additionally, the updated appraised value of $69.4 million, as of
April 2010, is a 23% decline from the issuance value, though it is
still favourable on an A-note basis, with the current A-note
balance at approximately $51 million.  Occupancy for the
properties during that period ranged from 69% to 82%; these
figures are representative of a year-over-year improvement for
each property on an individual basis from 2009.  The first phase
of the PIPs for the Courtyard properties is scheduled for
completion in the summer of 2011, with renovations to the lobbies
and common areas.  The second phase, which will include
renovations to the guest rooms, is scheduled to commence in the
second half of 2011.  The loan will remain with the special
servicer through full repayment of the A-notes.  DBRS will
continue to monitor these loans closely.

The Sunpark Plaza loan (Prospectus ID#16, 1.94% of the current
pool balance) is secured by a 55,000 sf office property located in
Calgary.  The current loan per square foot is approximately $185
and the debt yield, based on the YE2009 NCF, is approximately 9%.
The loan transferred to the special servicer in May 2010 because
of delinquent payments and association dues; however, the borrower
has since brought the loan current.  The property was 65% occupied
when the loan transferred to the special servicer and since then,
occupancy has improved to 74%, according to the December 2010 rent
roll.  The loan matures in June 2013 and based on the recent
improvement in occupancy, in addition to the borrower bringing the
payments current, DBRS, at this time, does not anticipate a
significant loss to the trust associated with this loan.  DBRS
will continue to monitor the loan carefully.

The Castel Royale loan (Prospectus ID#3, 5.34% of the current pool
balance) is secured by a 250-unit Independent Living facility in
Montreal.  The current loan per unit is approximately $113,000
with a debt yield of 6.9%, based on the YE2009 NCF.  This loan is
current but has been on the servicer's watchlist since November
2008 for occupancy issues, and as of YE2009, occupancy has
remained in the 83% range.  Despite the occupancy issues, the loan
has remained current since it was placed on the servicer's
watchlist.  In addition, the property benefits from the
substantial renovations competed in 2005 and the loan has full
recourse to Chartwell Seniors Housing REIT, one of the largest
owners and operators of this property type across Canada.  This
loan does not mature until Dec. 1, 2015.

The 8100 Granville loan (Prospectus ID#10, 2.74% of the current
pool balance) is secured by a 95,000 sf office property located in
Richmond, British Columbia.  The current loan per square foot is
approximately $163 and the debt yield, based on the YE2009 NCF, is
approximately 4%.  This loan is current but has been on the
servicer's watchlist since July 2008 because of low occupancy.
The YE2009 occupancy rate was reported at 57%, which caused cash
flow to decline approximately 60% from the issuance levels, and is
indicative of the 0.51x DSCR for YE2009.  The property has
suffered from occupancy issues since 2007 when the Worker's
Compensation Board (formerly 56% of the NRA) vacated.  According
to Altus Insite, the property is currently 68% occupied.  DBRS is
currently awaiting an updated rent roll, however, the improvement
in occupancy is considered a stabilizing factor.

DBRS has confirmed the shadow rating of AA (sf) for the Wal-Mart
Collingwood loan (Prospectus ID#8, 3.04% of the current pool
balance) based on the long term lease to an investment-grade
tenant.

At issuance, DBRS shadow rated the Winnipeg Health loan A (high)
(sf) (Prospectus ID#61, 0.33% of the current pool balance) based
on the rating of the underlying tenant.  DBRS no longer views this
loan as shadow rated.


MERRILL LYNCH: Fitch Downgrades Ratings on Class F to 'C/RR3'
-------------------------------------------------------------
Fitch Ratings has downgraded and revised the Recovery Rating on
Merrill Lynch Mortgage Investors, Inc.'s mortgage pass-through
certificates, series 1996-C1:

  -- $26.1 million class F to 'C/RR3' from 'CCC/RR1'.

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

Classes A-1, A-2, A-3, A-PO, B, C, D and E have been paid in full
and class G was not rated by Fitch.

The downgrade is the result of Fitch expected losses that are
expected to impact class F.  Of the 13 remaining loans in the
transaction, none are defeased and one loan (6.37%) is in special
servicing.

The specially serviced loan is secured by a 192-unit multifamily
property located in Dallas, TX.  The loan transferred to special
servicing in May 2010 due to monetary default.  The property is
being operated by a receiver and has been listed for sale.  The
most recent servicer reported occupancy is 27% and there are 15
down units.


MERRILL LYNCH: Moody's Downgrades Ratings on Five Tranches
----------------------------------------------------------
Moody's Investors Service has downgraded the ratings of five
tranches issued by the Merrill Lynch Mortgage Synthetic Credit-
Linked Notes Series 2005-ACR1 transaction due to higher expected
losses in relation to remaining tranche-specific credit
protection.

The Merrill Lynch 2005-ACR1 transaction is a synthetic
securitization backed by a reference portfolio of approximately
$219 million of subprime mortgage loans.  The reference portfolio
was securitized as FBR Securitization Trust 2005-1.  The riskiness
of the Merrill Lynch 2005-ACR1 credit-linked notes is a function
of the credit performance of the underlying reference portfolio of
mortgage loans.  Credit enhancement for the Merrill Lynch 2005-
ACR1 notes is provided through subordination and excess spread.
The actions do not affect the ratings of the two tranches of
securities issued by FBR Securitization Trust 2005-1.

                        Ratings Rationale

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.  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 5-8% decline in home prices with
stabilization in early 2011, accompanied by continued stress in
national employment levels through that timeframe.

Other methodologies and factors that may have been considered in
the process of rating this issue can also be found at
www.moodys.com in the Credit Policy & Methodologies directory.

Loss estimates are subject to variability and, as a result,
realized losses could ultimately turn out higher or lower than
Moody's current expectations.  Moody's will continue to evaluate
performance data as it becomes available and will assess the
pattern of potential future defaults and adjust loss expectations
accordingly if necessary.

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.

Complete rating actions are:

Issuer: Merrill Lynch Mortgage Synthetic Credit Linked Notes
Series 2005-ACR1

  -- Cl. M-2, Downgraded to Ba1 (sf); previously on July 29, 2009
     Downgraded to A2 (sf)

  -- Cl. M-3, Downgraded to B2 (sf); previously on July 29, 2009
     Downgraded to Baa1 (sf)

  -- Cl. M-4, Downgraded to C (sf); previously on July 29, 2009
     Downgraded to Ba3 (sf)

  -- Cl. M-5, Downgraded to C (sf); previously on July 29, 2009
     Downgraded to B2 (sf)

  -- Cl. M-6, Downgraded to C (sf); previously on July 29, 2009
     Downgraded to Ca (sf)


MERRILL LYNCH: Moody's Lifts Ratings on Four 2005-Canada 15 Certs.
------------------------------------------------------------------
Moody's Investors Service upgraded the ratings of four classes and
affirmed fourteen classes of Merrill Lynch Financial Assets Inc.,
Commercial Mortgage Pass-Through Certificates, Series 2005-Canada
15:

  -- A-1, Affirmed at Aaa (sf); previously on April 11, 2005
     Definitive Rating Assigned Aaa (sf)

  -- A-2, Affirmed at Aaa (sf); previously on April 11, 2005
     Definitive Rating Assigned Aaa (sf)

  -- XC-1, Affirmed at Aaa (sf); previously on April 11, 2005
     Definitive Rating Assigned Aaa (sf)

  -- XC-2, Affirmed at Aaa (sf); previously on April 11, 2005
     Definitive Rating Assigned Aaa (sf)

  -- XP-1, Affirmed at Aaa (sf); previously on April 11, 2005
     Definitive Rating Assigned Aaa (sf)

  -- XP-2, Affirmed at Aaa (sf); previously on April 11, 2005
     Definitive Rating Assigned Aaa (sf)

  -- B, Upgraded to Aaa (sf); previously on Oct. 16, 2007 Upgraded
     to Aa1 (sf)

  -- C, Upgraded to Aa3 (sf); previously on April 11, 2005
     Definitive Rating Assigned A2 (sf)

  -- D-1, Upgraded to Baa1 (sf); previously on April 11, 2005
     Definitive Rating Assigned Baa2 (sf)

  -- D-2, Upgraded to Baa1 (sf); previously on April 11, 2005
     Definitive Rating Assigned Baa2 (sf)

  -- E-1, Affirmed at Baa3 (sf); previously on April 11, 2005
     Definitive Rating Assigned Baa3 (sf)

  -- E-2, Affirmed at Baa3 (sf); previously on April 11, 2005
     Definitive Rating Assigned Baa3 (sf)

  -- F, Affirmed at Ba1 (sf); previously on April 11, 2005
     Definitive Rating Assigned Ba1 (sf)

  -- G, Affirmed at Ba2 (sf); previously on April 11, 2005
     Definitive Rating Assigned Ba2 (sf)

  -- H, Affirmed at Ba3 (sf); previously on April 11, 2005
     Definitive Rating Assigned Ba3 (sf)

  -- J, Affirmed at B2 (sf); previously on Dec. 3, 2009 Downgraded
     to B2 (sf)

  -- K, Affirmed at Caa1 (sf); previously on Dec. 3, 2009
     Downgraded to Caa1 (sf)

  -- L, Affirmed at Caa2 (sf); previously on Dec. 3, 2009
     Downgraded to Caa2 (sf)

                        Ratings Rationale

The upgrades are due to increased subordination from loan payoffs
and amortization and the pool's overall improved performance.  The
pool has paid down 33% since securitization and 18% since last
review.  Defeasance currently accounts for 10% of the pool
compared to 9% at last review.

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 cumulative base expected and
stressed scenario loss estimates of 1.8% and 3.8% of the current
pooled balance, respectively.  At last review, Moody's cumulative
base expected loss estimate was 1.9%.

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 23 compared to 27 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 December 3, 2009.

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

                         Deal Performance

As of the February 12, 2011 distribution date, the transaction's
aggregate certificate balance decreased by 33% to $298.9 million
from $444.0 million at securitization.  The Certificates are
collateralized by 43 mortgage loans ranging in size from less than
1% to 12.9% of the pool, with the top ten loans representing 48%
of the pool.  Two loans, representing 10% of the pool, have
defeased and are collateralized by Canadian Government securities.
One loan, representing 12.9% of the pool, has an investment grade
credit estimate.

Five loans, representing 6% 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 resulting in a $630,000 loss (41%
loss severity) to the trust.  Currently there are no specially
serviced or delinquent loans.

Moody's has assumed a high default probability for one of the
loans on the watchlist.  The troubled loan represents 3% of the
pool.  Moody's has estimated a $1.5 million loss (based on a 50%
probability of default and 40% loss given default on average) from
the troubled loan.

Moody's was provided with full year 2009 operating results for 94%
of the pool.  Excluding the troubled loan and loan with a credit
estimate, Moody's weighted average LTV is 76% compared to 77% at
last full review.  Moody's net cash flow reflects a weighted
average haircut of 13% to the most recently available net
operating income.  Moody's value reflects a weighted average
capitalization rate of 9.1%.

Excluding the troubled loans and loan with a credit estimate,
Moody's actual and stressed DSCRs are 1.50X and 1.32X,
respectively, compared to 1.51X and 1.30X 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 EPR Pooled Senior Interest
Loan ($38.5 million -- 12.9%), which is a 50% pari passu interest
in a $77.4 million first mortgage.  The loan is secured by four
separate multiplex anchored retail plazas totaling 985,000 square
feet (SF).  All four multiplexes are operated by AMC Cinemas.  The
portfolio's weighted average occupancy on December 31, 2009 was
98% as compared to 99% at last review.  The sponsor, Entertainment
Properties Trust (Moody's senior unsecured rating Baa3, stable
outlook), reports $2.9 billion of assets including 96 multiplex
theatres as of September 30, 2010.  The loan benefits from a 20
year amortization schedule and has amortized 19% since
securitization and 5% since last review.  Moody's credit estimate
and stressed DSCR are Aaa and 3.21X, respectively, compared to Aaa
and 2.91X at last review.

The top three conduit loans represent 16.6% of the pool.
The largest conduit loan is the Calloway Saint John Loan
($20.9 million - 7%), which is secured by a 271,000 SF Wal-Mart
anchored retail center located in St. John, New Brunswick.  The
retail center is also shadow anchored by a Canadian Tire Store and
Kent Home Improvement Centre.  Wal-Mart leases 47% of the net
rentable area (NRA) through November 2019.  The center is 100%
leased as of October 2010, which is the same as last review.  Only
12% of the leases expire in 2011-12.  The loan is full recourse to
Calloway REIT.  Moody's LTV and stressed DSCR are 69% and 1.34X,
respectively, as compared to 70% and 1.31X at last review.

The second largest conduit loan is the 276-288 St Jacques Loan
($15.3 million -- 5.1%), which is secured by a 236,000 SF office
property located in Old Montreal, Quebec.  The property was 99%
leased on December 31, 2010, the same as last review.  The
Government of Quebec leases approximately 55% of the NRA with
lease expirations ranging from 2015-17.  Moody's LTV and stressed
DSCR are 74% and 1.35X, respectively, compared to 77% and 1.29X at
last review.

The third largest conduit loan is the Macleod Plaza Loan
($13.5 million -- 4.5%), which is secured by a 124,000 SF Office
Depot anchored shopping center located in south Calgary, Alberta.
The property was 98% leased on December 31, 2009, the same as at
last review.  Moody's LTV and stressed DSCR are 70% and 1.44X,
respectively, compared to 74% and 1.36X at last review.


MERRILL LYNCH: Moody's Affirms Ratings on 2005-Canada 16 Certs.
---------------------------------------------------------------
Moody's Investors Service affirmed the ratings of seventeen
classes of Merrill Lynch Financial Assets Inc., Commercial
Mortgage Pass-Through Certificates, Series 2005-Canada 16:

  -- Cl. A-1, Affirmed at Aaa (sf); previously on July 26, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-2, Affirmed at Aaa (sf); previously on July 26, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. XP-1, Affirmed at Aaa (sf); previously on July 26, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. XP-2, Affirmed at Aaa (sf); previously on July 26, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. XC, Affirmed at Aaa (sf); previously on July 26, 2005
     Definitive Rating Assigned Aaa (sf)

  -- Cl. B, Affirmed at Aa2 (sf); previously on July 26, 2005
     Definitive Rating Assigned Aa2 (sf)

  -- Cl. C, Affirmed at A2 (sf); previously on July 26, 2005
     Definitive Rating Assigned A2 (sf)

  -- Cl. D-1, Affirmed at Baa2 (sf); previously on July 26, 2005
     Definitive Rating Assigned Baa2 (sf)

  -- Cl. D-2, Affirmed at Baa2 (sf); previously on July 26, 2005
     Definitive Rating Assigned Baa2 (sf)

  -- Cl. E-1, Affirmed at Baa3 (sf); previously on July 26, 2005
     Definitive Rating Assigned Baa3 (sf)

  -- Cl. E-2, Affirmed at Baa3 (sf); previously on July 26, 2005
     Definitive Rating Assigned Baa3 (sf)

  -- Cl. F, Affirmed at Ba1 (sf); previously on July 26, 2005
     Definitive Rating Assigned Ba1 (sf)

  -- Cl. G, Affirmed at Ba2 (sf); previously on July 26, 2005
     Definitive Rating Assigned Ba2 (sf)

  -- Cl. H, Affirmed at B1 (sf); previously on Oct. 1, 2009
     Downgraded to B1 (sf)

  -- Cl. J, Affirmed at B2 (sf); previously on Oct. 1, 2009
     Downgraded to B2 (sf)

  -- Cl. K, Affirmed at Caa1 (sf); previously on Oct. 1, 2009
     Downgraded to Caa1 (sf)

  -- Cl. L, Affirmed at Caa2 (sf); previously on Oct. 1, 2009
     Downgraded to Caa2 (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 cumulative base expected and
stressed scenario loss estimates of 1.7% and 3.8% of the current
pooled balance, respectively.  At last review, Moody's cumulative
base expected loss estimate was 2.2%.

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 13 compared to 19 at Moody's prior full 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 October 1, 2009.

                         Deal Performance

As of the February 12, 2011 distribution date, the transaction's
aggregate certificate balance decreased by 27% to $333.8 million
from $458.7 million at securitization.  The Certificates are
collateralized by 38 mortgage loans ranging in size from less than
1% to 11.5% of the pool, with the top ten loans representing 70%
of the pool.  The pool does not contain any defeased loans.  Four
loans, representing 32% of the pool, have investment grade credit
estimates.

Three loans, representing 8% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council monthly reporting package.  As part of Moody's
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

The pool has not experienced any realized losses to date and there
are no special serviced or delinquent loans.

Moody's has assumed a high default probability for two of the
loans on the watchlist representing 7% of the pool.  Moody's has
estimated a $2.1 million loss (based on a 41% probability of
default and 21% loss given default on average) from the troubled
loans.

Moody's was provided with full year 2009 operating results for 98%
of the pool.  Excluding troubled loans and loans with credit
estimates, Moody's weighted average LTV is 71% compared to 83% at
last full 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 8.8%.

Excluding troubled loans and loans with credit estimates, Moody's
actual and stressed DSCRs are 1.61X and 1.38X, respectively,
compared to 1.48X and 1.23X 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 EPR Pooled Senior
Interest Loan ($38.5 million -- 11.5%), which is a 50% pari passu
interest in a $77.4 million first mortgage.  The loan is secured
by four separate multiplex anchored retail plazas totaling 985,000
square feet (SF).  All four multiplexes are operated by AMC
Cinemas.  The portfolio's weighted average occupancy on December
2009 was 98% as compared to 99% at last review.  The sponsor,
Entertainment Properties Trust (Baa3, stable outlook), reports
$2.9 billion of assets including 96 multiplex theatres as of
September 2010.  The loan benefits from a 20 year amortization
schedule and has amortized 19% since securitization and 5% since
last review.  Moody's credit estimate and stressed DSCR are Aaa
and 3.21X, respectively, compared to Aaa and 3.0X at last review.

The second loan with a credit estimate is the RioCan Mega Centre
Notre Dame Loan ($31.6 million -- 9.5%), which is secured by a
182,000 SF portion of a 495,000 SF shadow anchored retail center
located in Montreal, Quebec.  The loan is full recourse to RioCan
REIT, Canada's largest REIT.  The collateral was 100% leased as on
February 2010, which is the same as at securitization.  Only 15%
of the leases expire in 2011 through 2012.  Moody's credit
estimate is Baa3, the same as at last review.

The third loan with a credit estimate is the Calloway St.
Catharines Loan ($27.6 million -- 8.3%), which is secured by a
Wal-Mart anchored power center located southwest of Toronto near
the U.S. border.  The property was 100% leased as of July 27, 2010
compared to 96% at last review.  Wal-Mart's lease runs through
August 2019 and only 10% of the property's leases expire in 2011
through 2012.  The loan is full recourse to Calloway REIT, which
has an ownership interest in 117 Canadian retail properties
totaling 24 million SF.  Moody's credit estimate and stressed DSCR
are A2 and 1.46X, respectively, compared to A2 and 1.42X at last
review.

The fourth loan with a credit estimate is the U-Haul Canada
Portfolio ($10.0 million -- 3%), which consists of five cross-
collateralized loans each secured by a separate self storage
facility.  The portfolio's weighted average occupancy as of March
2010 was 91%, compared to 88% at securitization.  Moody's credit
estimate and stressed DSCR are Aa2 and 2.29X, respectively,
compared to Baa1 and 1.60X at last review.

The top three conduit loans represent 23.4% of the pool.  The
largest conduit loan is the Grant Park Shopping Centre Loan
($30.1 million -- 9%), which is secured by a 392,000 SF anchored
community shopping center located in Winnipeg, Manitoba.  The
property was 100% leased on November 30, 2010 as compared to 98%
at last review.  Major tenants include Zellers (30% of the NRA;
lease expiration 2016), Safeway (15% of the NRA; lease expiration
2014) and Empire Theatres Limited (8% of the NRA; lease expiration
2013).  Moody's LTV and stressed DSCR are 74% and 1.35X,
respectively, as compared to 74% and 1.36X at last review.

The second largest conduit loan is Kitchener Food Basics Loan
($26.3 million -- 7.9%), which is secured by a 169,000 SF retail
center located in Kitchener, Ontario.  The center was 100% leased
on April 9, 2010, compared to 98% at last review.  The loan is
partial recourse to First Capital Realty (Moody's senior unsecured
rating Baa3, stable outlook).  Moody's LTV and stressed DSCR are
98% and .94X, respectively, as compared to 97% and .95X at last
review.

The third largest conduit loan is the Rona Distribution Centre
Loan ($21.8 million -- 6.5%), which is secured by a 790,000 square
foot industrial building located in suburban Montreal, Quebec.
The property is 100% leased to Rona Inc. through August 2019.
Rona is the largest Canadian distributor and retailer of hardware,
renovation and gardening products.  Moody's LTV and stressed DSCR
are 75% and 1.23X, respectively, compared to 78% and 1.24X at last
review.


MERRILL LYNCH: Moody's Downgrades Ratings on 14 2007-AF1 Tranches
-----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 14
tranches and confirmed the ratings of 5 tranches issued by Merrill
Lynch Alternative Note Asset Trust, Series 2007-AF1.  The
collateral backing these deals primarily consists of first-lien,
fixed and adjustable rate Alt-A residential mortgages.

                        Ratings Rationale

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

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

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

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

Complete rating actions are:

Issuer: Merrill Lynch Mortgage Investors Trust 2007-AF1

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

  -- Cl. 1AF-2, Confirmed at Caa1 (sf); previously on Jan. 14,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

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

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

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

  -- Cl. 1AF-6, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1AF-7, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1AF-8, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1AF-9, Downgraded to Ca (sf); previously on Jan. 14, 2010
     Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1AF-10, Downgraded to Ca (sf); previously on Jan. 14,
     2010 Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1AF-11, Downgraded to C (sf); previously on Jan. 14, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. 1AF-12, Downgraded to Ca (sf); previously on Jan. 14,
     2010 Caa3 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 2AF-1, Confirmed at Caa3 (sf); previously on Jan. 14,
     2010 Caa3 (sf) Placed Under Review for Possible Downgrade

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

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

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

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

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

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


MONUMENT PARK: S&P Raises Ratings on Three Classes of Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class A-1, A-2, and B notes from Monument Park CDO Ltd., a
collateralized loan obligation transaction managed by GSO Capital
Partners L.P.  At the same time, S&P removed its ratings on the
class A-1 and A-2 notes from CreditWatch, where S&P placed them
with positive implications on Oct. 14, 2010.

The upgrades reflect improved performance S&P has observed in the
deal's underlying asset portfolio since S&P lowered its ratings on
all of the notes on Dec. 31, 2009, following the application of
its September 2009 corporate CDO criteria.  As of the Jan. 11,
2011 trustee report, the transaction had $8.39 million of
defaulted assets and approximately $45.68 million in assets from
obligors with ratings in the 'CCC' range.  This was down from
$37.02 million in defaults and approximately $67.99 million in
assets from obligors with ratings in the 'CCC' range noted in the
Nov. 2, 2009, trustee report, which S&P referenced for its
December 2009 rating actions.  In addition, the principal balance
of the class A-1 notes was paid down to $424.31 million as of
January 2011 from $822.15 million in November 2009.

The transaction has benefited from an increase in principal
coverage (i.e., overcollateralization) available to support the
rated notes.  The trustee reported these principal coverage ratios
in the Jan. 11, 2011, monthly report:

* The class A principal coverage ratio was 119.23%, compared with
  a reported ratio of 112.96% in November 2009; and

* The class B principal coverage ratio was 108.99%, compared with
  a reported ratio of 106.48% 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

                       Monument Park CDO Ltd.

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


MORGAN STANLEY: S&P Raises Ratings on Three 1999-CAM1 Certs.
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on three
classes of commercial mortgage pass-through certificates from
Morgan Stanley Capital I Inc.'s series 1999-CAM1, a U.S.
commercial mortgage-backed securities transaction.  Concurrently,
S&P affirmed its ratings on three other classes from the same
transaction.

The rating actions initiated on the principal and interest
certificates reflect S&P's analysis of the remaining collateral in
the transaction, the transaction structure, the liquidity
available to the trust, and increased credit enhancement levels
due to significant deleveraging of the pool.  S&P's analysis also
considered the seasoning of the remaining loans in the pool, the
portion of fully amortizing loans in the pool ($24.0 million,
39.6%), and the relatively strong performance of the remaining
loans ($44.4 million, 73.3% with debt service coverage greater
than 1.25x).

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 DSC of 1.40x and
a loan-to-value ratio of 41.9%.  S&P further stressed the loans'
cash flows under its 'AAA' scenario to yield a weighted average
DSC of 1.23x and an LTV ratio of 52.0%.  The implied defaults and
loss severity under the 'AAA' scenario were 3.5% and 4.0%,
respectively.

S&P affirmed its rating on the class X interest-only certificate
based on its current criteria.

                        Transaction Summary

As of the February 2011 trustee remittance report, the collateral
pool balance was $60.6 million, which is 7.5% of the balance at
issuance.  The pool included 28 loans, down from 152 loans at
issuance.  The master servicer, KeyBank Real Estate Capital,
provided full-year 2009 or interim 2010 financial information for
all of the loans in the pool.  S&P calculated a weighted average
DSC of 1.57x for the loans in the pool based on the servicer-
reported figures.

S&P's adjusted DSC and LTV ratio were 1.40x and 41.9%,
respectively.  The transaction has experienced $9.4 million in
principal losses to date.  Two loans ($9.5 million, 15.7%) in the
pool have reported DSC below 1.10x, both of which appear on the
master servicer's watchlist.  One of these loans ($7.4 million,
12.2%) has a reported DSC below 1.00x.

                      Credit Considerations

As of the February 2011 trustee remittance report, none of the
loans in the pool were either currently with, or previously with,
the special servicer.

                     Summary of Top 10 Loans

The top 10 loans have an aggregate outstanding balance of $42.2
million (69.7%).  Using servicer-reported numbers, S&P calculated
a weighted average DSC of 1.65x for the top 10 loans.  S&P's
adjusted DSC and LTV ratio for the top 10 loans are 1.43x and
44.7%, respectively.  Two of the top 10 loans ($9.5 million,
15.7%) are the only loans on the master servicer's watchlist.  The
Mid Rivers Plaza Shopping Center loan ($7.4 million, 12.2%) is the
second-largest loan in the pool and is secured by a 191,017-sq.-
ft. retail property in St. Peters, Ms. The loan is classified as
current in its payments.  The loan appears on the master
servicer's watchlist for low reported DSC and occupancy.  Reported
DSC was 0.78x as of December 2009, and reported occupancy was
81.1% as of September 2010.

The Parklane Centre loan ($2.1 million, 3.5%) is the seventh-
largest loan in the pool and is secured by a 48,678-sq.-ft. office
in Columbia, S.C.  The loan is classified as current in its
payment status.  The loan appears on the master servicer's
watchlist for low reported DSC and occupancy, which, as of
December 2009, were 1.01x and 73.2%, respectively.

Standard & Poor's analyzed the transaction according to its
current criteria.  The upgrades and affirmations are consistent
with S&P's analysis.

                          Ratings Raised

                    Morgan Stanley Capital I Inc.
  Commercial mortgage pass-through certificates series 1999-CAM1

                   Rating
                   ------
Class      To                From          Credit enhancement (%)
-----      --                ----          ----------------------

F           AAA (sf)          AA+ (sf)                      91.06
G           AA+ (sf)          AA- (sf)                      67.79
H           A (sf)            A- (sf)                       44.52

                         Ratings Affirmed

                   Morgan Stanley Capital I Inc.
  Commercial mortgage pass-through certificates series 1999-CAM1

          Class         Rating     Credit enhancement (%)
          -----         ------     ----------------------
          J             BB+ (sf)                    34.55
          K             BB- (sf)                    21.25
          X             AAA (sf)                      N/A

                       N/A - Not applicable.


MORGAN STANLEY: S&P Downgrades Ratings on Two Classes of Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class IIB and IID notes from Morgan Stanley Managed ACES SPC's
series 2007-17, a synthetic collateralized debt obligation (CDO)
transaction.

The downgrades follow credit events in the underlying portfolio
that have caused the notes to incur a principal loss.

                         Ratings Lowered

                 Morgan Stanley Managed ACES SPC
          JPY5 billion Peninsula Funding Series 2007-17

                                 Rating
                                 ------
                Class         To        From
                -----         --        ----
                IIB           D (sf)    CCC- (sf)
                IID           D (sf)    CCC- (sf)


MUNICIPAL IMPROVEMENT: Fitch Confirms Ratings on Various Notes
--------------------------------------------------------------
On the effective date of Feb. 24, 2011, Fitch Ratings will
confirm the 'F1+' rating assigned to the $300,000,000 Municipal
Improvement Corporation of Los Angeles lease revenue commercial
paper notes series A-1, B-1, A-2, B-2, A-3 and B-3.

The confirmation of the 'F1+' rating assigned to series A-1, B-1,
A-3 and B-3 is in connection with: (i) the redesignation of the
$200,000,000 Municipal Improvement Corporation of Los Angeles
lease revenue CP notes series A-1 (Tax-Exempt) and B-1 (Taxable)
as these: series A-1 (Tax-Exempt) and B-1 (Taxable) authorized at
$130,000,000; and series A-3 (Tax-Exempt) and B-3 (Taxable)
authorized at $40,000,000; and (ii) the substitution of the
irrevocable direct-pay letter of credit for series A-1 and B-1
previously provided by Bank of America, N.A (rated 'A+/F1+', both
long- and short-term ratings on Rating Watch Negative), with two
separate substitute LOCs to be provided by Wells Fargo Bank,
National Association (rated 'AA-/F1+', Outlook Stable) for series
A-1 and B-1 and Bank of the West (rated 'A+/F1+', Outlook Stable)
for series A-3 and B-3.  On the effective date, the ratings on the
series A-1, B-1, A-3 and B-3 notes will no longer be on Rating
Watch Negative.

The confirmation of the 'F1+' rating assigned to series A-2 (Tax-
Exempt) and B-2 (Taxable) is in connection with the issuance of a
first amendment to the letter of credit, provided by JPMorgan
Chase Bank, National Association (rated 'AA-/F1+', Outlook
Stable), which extends the expiration date to June 30, 2013 and
increases the available commitment amount of the LOC to reflect
the increase in the authorized amount from $100,000,000 to
$130,000,000.

The rating on the series A-1 and B-1 notes will expire on Feb. 24,
2016; the rating on the series A-2 and B-2 notes will expire on
June 30, 2013; and the rating on the series A-3 and B-3 notes will
expire on Feb. 22, 2013, the expiration dates of the respective
LOCs, unless in each case such date is extended, or the respective
LOC is earlier terminated.  The commercial paper dealers for the
notes are: Backstrom McCarley Berry & Co., LLC; Bank of America
Merrill Lynch; J.P. Morgan Securities, Inc.; and Loop Capital
Markets, LLC.

On Feb. 24, 2011, the effective date of the substitution and
redesignation of series A-1, B-1, A-3 and B-3, the short-term
rating of 'F1+' for those series will be based on the support
provided by the respective substitute LOCs as indicated above.  On
the effective date, the short-term rating of 'F1+' for the series
A-2 and B-2 notes will continue to be based on the rating of JP
Morgan Chase Bank.

Each of the LOCs provides for the payment of the maximum principal
amount of CP notes permitted to be issued under the terms of a
respective LOC, plus interest payable on the notes.  Wells Fargo
Bank, National Association, as the Issuing and Paying Agent for
the notes, is directed to draw on the respective LOCs whenever
proceeds of the sale of rollover notes are insufficient to pay
maturing notes.  The IPA may not allow notes to be issued in an
amount that exceeds the amount available under the LOC.  The tax-
exempt series A-1, A-2, and A-3 notes will be issued at par, with
interest due at maturity.  The taxable series B-1, B-2, and B-3
notes may be issued at par or at a discount.  Following the
occurrence of an event of default under the Reimbursement
Agreement, the affected bank may direct the IPA to immediately
stop the issuance of any additional notes.  The LOCs will remain
available to pay outstanding notes as they mature.


N-45 FIRST: Moody's Affirms Ratings on Seven 2003-1 Certificates
----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of seven classes of
N-45 First CMBS Issuer Corporation, Commercial Mortgage Bonds,
Series 2003-1:

  -- Cl. A-2, Affirmed at Aaa (sf); previously on June 18, 2003
     Definitive Rating Assigned Aaa (sf)

  -- Cl. IO, Affirmed at Aaa (sf); previously on June 18, 2003
     Definitive Rating Assigned Aaa (sf)

  -- Cl. B, Affirmed at Aaa (sf); previously on Dec. 21, 2006
     Upgraded to Aaa (sf)

  -- Cl. C, Affirmed at Aaa (sf); previously on March 4, 2010
     Upgraded to Aaa (sf)

  -- Cl. D, Affirmed at A1 (sf); previously on March 4, 2010
     Upgraded to A1 (sf)

  -- Cl. E, Affirmed at Ba1 (sf); previously on April 11, 2008
     Upgraded to Ba1 (sf)

  -- Cl. F, Affirmed at B2 (sf); previously on June 18, 2003
     Definitive Rating Assigned B2 (sf)

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
2.2% of the current balance.  At last review, Moody's cumulative
base expected loss was 1.6%.  Moody's stressed scenario loss is
8.3% of the current balance.

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

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

Primary sources of assumption uncertainty are the current stressed
macroeconomic environment and continuing weakness in the
commercial real estate and lending markets.  Moody's currently
views the commercial real estate market as stressed with further
performance declines expected in the industrial, office, and
retail sectors.  Hotel performance has begun to rebound, albeit
off a very weak base.  Multifamily has also begun to rebound
reflecting an improved supply / demand relationship.  The
availability of debt capital is improving with terms returning
towards market norms.  Job growth and housing price stability will
be necessary precursors to commercial real estate recovery.
Overall, Moody's central global scenario remains "hook-shaped" for
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 5 compared to 7 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 4, 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 17, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 61% to
$216.2 million from $559.7 million at securitization.  The
Certificates are collateralized by 19 mortgage loans ranging in
size from less than 1% to 26% of the pool, with the top ten loans
representing 83% of the pool.  The pool contains one loan with an
investment grade credit estimate that represents 21% of the pool.
One loan, representing 4% of the pool, has defeased and is
collateralized with Canadian Government securities.

Five loans, representing 13% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council monthly reporting package.  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 realized any losses since securitization.
Currently there are no specially serviced or delinquent loans.

Moody's was provided with full year 2009 operating results for
100% of the pool.  Moody's weighted average LTV is 59% compared to
54% at Moody's prior review.  Moody's net cash flow reflects a
weighted average haircut of 24% to the most recently available net
operating income.  Moody's value reflects a weighted average
capitalization rate of 9.6%.

Moody's actual and stressed DSCRs are 1.38X and 1.82X,
respectively, compared to 2.03X and 2.02X 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 Place Dupuis Loan
($45.8 million -- 21%), which is secured by a 812,830 square foot
office and retail complex located in Montreal, Quebec.  The
property was 90% leased as of September 2010 compared to 98% at
last review.  Hydro Quebec, the property's largest tenant, did not
renew leases on 70,680 square feet which expired in April 2010.
Hydro Quebec still occupies 60% of the net rentable area (NRA)
with leases expiring in 2012 through 2014.  Moody's analysis
reflects a stressed cash flow due to the property's increased
vacancy.  The loan is 100% recourse to the sponsor.  Moody's
current credit estimate and stressed DSCR are Baa2 and 1.73X,
respectively, compared to Baa3 and 1.48X at last review.

The top three conduit loans represent 40% of the pool balance.
The largest loan is the State Street Financial Centre Loan
($56.1 million -- 26%), which is secured by a 413,937 square foot
Class A office building located in Toronto, Ontario.  The property
was 100% leased as of March 2010, similar to last review.  The
property's performance has been stable.  Moody's LTV and stressed
DSCR are 61% and 1.64X, respectively, compared to 64% and 1.57X at
last review.

The second largest loan is the Zellers Centre Loan ($15.3 million
-- 7.1%), which is secured by a 1,092,673 square foot industrial
complex located in Brampton, Ontario.  The property was 100%
leased to the Hudson's Bay Company through February 2013.  Moody's
LTV and stressed DSCR are 54% and 1.99X, respectively, compared to
53% and 2.04X at last review.

The third largest loan is the 180 Duncan Mill Road Loan
($14.9 million -- 6.9%), which is secured by a 146,300 square foot
office building located in Toronto, Ontario.  The property was 85%
leased as of February 2011 compared to 100% at last review.
Property performance has declined since last review due to
decreased rental revenues.  Moody's LTV and stressed DSCR are 72%
and 1.43X, respectively, compared to 67% and 1.54X at last review.


N-STAR CDO: Fitch Junks Ratings on Three Classes of Notes
---------------------------------------------------------
Fitch Ratings has downgraded eight classes of notes issued by N-
Star CDO VII Ltd./Corp. as a result of significant negative credit
migration and increased interest shortfalls on the underlying
collateral.

This transaction was analyzed under the framework described in
Fitch's report 'Global Rating Criteria for Structured Finance
CDOs' using the Portfolio Credit Model for projecting future
default levels for the underlying portfolio.  The default levels
were then compared to the breakeven levels generated by Fitch's
cash flow model of the CDO under the various default timing and
interest rate stress scenarios, as described in the report 'Global
Criteria for Cash Flow Analysis in Corporate CDOs'.  Based on this
analysis, the class A-1 through B notes' breakeven rates are
generally consistent with the ratings assigned below.

N-Star CDO VII is currently overcollateralized by $192.6 million,
primarily as a result of collateral purchases at a discount.
Fitch ran various scenarios to evaluate the rating sensitivity
to the recoveries within the cash flow model for those assets
purchased at a discount greater than 50%, approximately
$45 million in par amount.  Fitch used the sensitivity analysis
to assess credit risk for the class A-1 through B notes.

Since its last rating action in February 2010, Fitch has
downgraded approximately 49.2% of the portfolio and placed 2.3% on
Rating Watch Negative.  Approximately 69.5% has a Fitch-derived
rating below investment grade and 44% has a rating in the 'CCC'
category or lower, compared to 57.1% and 16.8%, respectively, at
last review.  As of the Jan. 19, 2011 trustee report, defaulted
securities, as defined in the transaction's governing documents,
now comprise 15.7% of the portfolio, compared to 5.4% at last
review.  Additionally, 10.1% of non-defaulted collateral are
currently experiencing interest shortfalls.

For classes C through E, Fitch analyzed each class' sensitivity to
the default of the distressed collateral ('CCC' and below) and
assets experiencing interest shortfalls.  Given the high
probability of default of the underlying assets and the expected
limited recovery prospects upon default, the classes have been
assigned a 'CC' rating, indicating that default is probable.  A
lower rating was not assigned given the amount of cushion in the
overcollateralization tests.

The Negative Outlook on the class A-1 and A-2 notes reflects
Fitch's expectation that underlying commercial mortgage backed
security loans will continue to face refinance risk.  The Loss
Severity rating indicates a tranche's potential loss severity
given default, as evidenced by the ratio of tranche size to the
base-case loss expectation for the collateral, as explained in
'Criteria for Structured Finance Loss Severity Ratings'.  The LS
rating should always be considered in conjunction with the
probability of default for tranches.  Fitch does not assign LS
ratings or Outlooks to classes rated 'CCC' and below.

N-Star CDO VII is a revolving collateralized debt obligation which
closed June 22, 2006.  The CDO has a five-year reinvestment
period, which ends June 25, 2011.  The portfolio is composed of
74% commercial mortgage-backed securities; 16.3% of SF CDOs; 6%
real estate investment trust securities; and 3.6% corporate loans.

The amendment described in the press release, 'Fitch: Proposed
Amendment to N-Star VII Indenture Would Not Affect Ratings'
(Sept. 29, 2010) was never executed.

Fitch has downgraded long-term ratings and revised LS ratings for
these classes as indicated:

  -- $338,250,000 class A-1 to 'BBsf/LS4' from 'BBBsf/LS3';
     Outlook Negative;

  -- $54,250,000 class A-2 to 'B/LS5' from 'BBsf/LS5'; Outlook
     Negative;

  -- $50,000,000 class A-3 to 'CCC' from 'BBsf/LS5';

  -- $30,300,000 class B to 'CCCsf' from 'Bsf/LS5';

  -- $22,000,000 class C to 'CCsf' from 'Bsf/LS5';

  -- $14,000,000 class D-FL to 'CCsf' from 'CCCsf';

  -- $2,000,000 class D-FX to 'CCsf' from 'CCCsf';

  -- $16,200,000 class E to 'CCsf' from 'CCC'.


N-STAR REAL: Fitch Junks Ratings on Two Classes of Notes
--------------------------------------------------------
Fitch Ratings has downgraded eight and affirmed one class of notes
issued by N-Star Real Estate CDO II Ltd. as a result of negative
credit migration and increased interest shortfalls on the
underlying collateral.

This transaction was analyzed under the framework described in
Fitch's report 'Global Rating Criteria for Structured Finance
CDOs' using the Portfolio Credit Model for projecting future
default levels for the underlying portfolio.  Fitch analyzed the
portfolio's sensitivity to CMBS collateral with near term
maturities by assuming an extended maturity for these assets.  The
default levels were then compared to the breakeven levels
generated by Fitch's cash flow model of the CDO under the various
default timing and interest rate stress scenarios, as described in
the report 'Global Criteria for Cash Flow Analysis in Corporate
CDOs'.  Based on this analysis, the class A-1 through C-2 notes'
breakeven rates are generally consistent with the ratings assigned
below.

Since its last rating action in March 2010, Fitch has downgraded
approximately 36.4% of the portfolio and placed 4.5% on Rating
Watch Negative.  Currently, 41.9% has a Fitch-derived rating below
investment grade and 17.5% has a rating in the 'CCC' rating
category or lower, compared to 34.3% and 4.5% at last review.  The
class A-1 notes have received $49.3 million in pay downs since the
last review.  In addition, the class D overcollateralization test
is failing its covenant.  As of the Jan. 24, 2011 trustee report,
11.6% of the collateral is experiencing interest shortfalls,
compared to 0.8% at last review.

For the class D notes, Fitch analyzed the class' sensitivity to
the default of the distressed assets ('CCC' and below) and assets
experiencing interest shortfalls.  Given the high probability of
default of the underlying assets and the expected limited recovery
prospects upon default, the class D notes have been downgraded to
'C', indicating that default is inevitable.  Since the Dec. 28,
2010 payment date, the class D notes have been receiving interest
paid in kind (PIK) whereby the principal amount of the notes is
written up by the amount of interest due.

The Negative Outlook on the class A-1 through C-1 notes reflects
Fitch's expectation that underlying CMBS loans will continue to
face refinance risk.  The Loss Severity rating indicates a
tranche's potential loss severity given default, as evidenced by
the ratio of tranche size to the base-case loss expectation for
the collateral, as explained in 'Criteria for Structured Finance
Loss Severity Ratings'.  The LS rating should always be considered
in conjunction with the probability of default for tranches.
Fitch does not assign LS ratings or Outlooks to classes rated
'CCC' and below.

N-Star CDO II is a static arbitrage cash flow collateralized debt
obligation, which closed July 1, 2004.  The collateral is composed
of 74.3% commercial mortgage backed securities, 14.5% real estate
investment trusts, and 11.2% of SF CDOs.  The majority of the CMBS
assets range from the 1997 through 2004 vintages, with 4.0% from
the 2006 vintage and 1.7% from the 2005 vintage.

Fitch taken these actions, including revising LS ratings, for
these classes as indicated:

  -- $84,755,443 class A-1 affirmed at 'AAAsf'; to 'LS3' from
     'LS2'; Outlook Negative;

  -- $42,000,000 class A-2A downgraded to 'BBBsf/LS4' from
     'Asf/LS3'; Outlook Negative;

  -- $15,000,000 class A-2B downgraded to 'BBBsf/LS4' from
     'Asf/LS3'; Outlook Negative;

  -- $12,000,000 class B-1 downgraded to 'BBBsf/LS5' from
     'Asf/LS5'; Outlook Negative;

  -- $14,000,000 class B-2 downgraded to 'BBsf/LS5' from
     'BBBsf/LS4'; Outlook Negative;

  -- $24,000,000 class C-1 downgraded to 'Bsf/LS5' from
     'BBsf/LS4'; Outlook Negative;

  -- $6,000,000 class C-2A downgraded to 'CCCsf' from 'Bsf/LS4';

  -- $16,000,000 class C-2B downgraded to 'CCCsf' from 'Bsf/LS4';

  -- $15,081,043 class D downgraded to 'Csf' from 'CCCsf'.


RBSGC STRUCTURED: Moody's Downgrades Rating to 2008-B Certificates
------------------------------------------------------------------
Moody's Investors Service has downgraded the rating of class A-1
issued by RBSGC Structured Trust Pass-Through Certificates, Series
2008-B from B3 to Caa2.

Issuer: RBSGC Structured Trust Pass-Through Certificates, Series
2008-B

  -- Cl. A-1, Downgraded to Caa2 (sf); previously on Jan. 29, 2010
     B3 (sf) Placed Under Review for Possible Downgrade

                        Ratings Rationale

The action is as a result of the bond not having sufficient credit
enhancement to maintain the current rating compared to the revised
loss expectation on the pool of mortgages backing the underlying
certificates.

The resecuritization is backed by classes 1A-10 and 1A-12 (as the
"Underlying Certificates") issued by CitiMortgage Alternative Loan
Trust 2007-A6.  The underlying certificates are backed primarily
by first-lien, Alt-A residential

mortgage loans.  The Class A-1 issued in the resecuritization
transaction is a senior class, supported by a subordinated bond
Class A-2, which receives principal payments after Class A-1 but
absorbs losses before Class A-1.

Moody's ratings on the resecuritization certificates are based on:

       (i) The updated expected loss on the pool of loans backing
           the underlying certificates and the updated ratings on
           the underlying certificates.  Moody's current loss
           expectation on the pool backing underlying certificates
           is 27% expressed as a percentage of remaining pool
           balance.  The current rating of both the underlying
           certificates is Caa3.

      (ii) The credit enhancement available to the underlying
           certificates, and

     (iii) The structure of the resecuritization transaction.

Moody's first updated its loss assumption on the underlying pool
of mortgage loans (backing the underlying certificates) and then
arrived at updated ratings on the underlying certificates.  The
ratings on the underlying certificates are based on expected
recoveries on the bonds under ninety-six different combinations of
six loss levels, four loss timing curves and four prepayment
curves.  The volatility in losses experienced by a tranche due to
small increments in losses on the underlying mortgage pool is
taken into consideration when assigning ratings.

In order to determine the ratings of the resecuritized bonds,
the loss on the underlying certificates were ascribed to the
resecuritized classes, A-1 and A-2, according to the structure
of the resecuritized transaction.  The losses on the resecuritized
certificates are allocated "bottom up" with Class A-2 taking
losses ahead of Class A-1.  Principal payments to the certificates
are allocated sequentially, with Class A-1 being paid ahead of
Class A-2.

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.

As part of the sensitivity analysis, Moody's stressed the updated
expected loss on the pool of loans backing the underlying
certificates by an additional 10% and found that the implied
rating of A-1 changes to Caa3.

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


REAL ESTATE: Moody's Affirms Ratings on 19 Classes of Certs.
------------------------------------------------------------
Moody's Investors Service affirmed 18 classes of Real Estate Asset
Liquidity Trust, Commercial Mortgage Pass-Through Certificates,
Series 2006-3:

  -- Cl. A-1, Affirmed at Aaa (sf); previously on Nov. 29, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. A-2, Affirmed at Aaa (sf); previously on Nov. 29, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. XP-1, Affirmed at Aaa (sf); previously on Nov. 29, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. XP-2, Affirmed at Aaa (sf); previously on Nov. 29, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. XC-1, Affirmed at Aaa (sf); previously on Nov. 29, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. XC-2, Affirmed at Aaa (sf); previously on Nov. 29, 2006
     Definitive Rating Assigned Aaa (sf)

  -- Cl. B, Affirmed at Aa2 (sf); previously on Nov. 29, 2006
     Definitive Rating Assigned Aa2 (sf)

  -- Cl. C, Affirmed at A2 (sf); previously on Nov. 29, 2006
     Definitive Rating Assigned A2 (sf)

  -- Cl. D-1, Affirmed at Baa2 (sf); previously on Nov. 29, 2006
     Definitive Rating Assigned Baa2 (sf)

  -- Cl. D-2, Affirmed at Baa2 (sf); previously on Nov. 29, 2006
     Definitive Rating Assigned Baa2 (sf)

  -- Cl. E-1, Affirmed at Baa3 (sf); previously on Nov. 29, 2006
     Definitive Rating Assigned Baa3 (sf)

  -- Cl. E-2, Affirmed at Baa3 (sf); previously on Nov. 29, 2006
     Definitive Rating Assigned Baa3 (sf)

  -- Cl. F, Affirmed at Ba1 (sf); previously on Nov. 29, 2006
     Definitive Rating Assigned Ba1 (sf)

  -- Cl. G, Affirmed at Ba2 (sf); previously on Nov. 29, 2006
     Definitive Rating Assigned Ba2 (sf)

  -- Cl. H, Affirmed at Ba3 (sf); previously on Nov. 29, 2006
     Definitive Rating Assigned Ba3 (sf)

  -- Cl. J, Affirmed at B1 (sf); previously on Nov. 29, 2006
     Definitive Rating Assigned B1 (sf)

  -- Cl. K, Affirmed at B2 (sf); previously on Nov. 29, 2006
     Definitive Rating Assigned B2 (sf)

  -- Cl. L, Affirmed at B3 (sf); previously on Nov. 29, 2006
     Definitive Rating Assigned B3 (sf)

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
1.0% of the current balance.  At last review, Moody's cumulative
base expected loss was 0.9%.  Moody's stressed scenario loss is
9.1% 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 29 compared to 30 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 December 16, 2008.

                         Deal Performance

As of the January 12, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 9% to $386 million
from $426 million at securitization.  The Certificates are
collateralized by 58 mortgage loans ranging in size from less than
1% to 8% of the pool, with the top ten loans representing 42% of
the pool.  The pool includes three loans representing 17% of the
pool with investment grade credit estimates.  At last review there
were two additional loans with credit estimates.  However, due to
increased leverage these loans are now analyzed as part of the
conduit pool.

Four loans, representing 11% of the pool, are on the master
servicer's watchlist.  The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council monthly reporting package.  As part of Moody's
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

No loans have been liquidated from the pool and there are
currently no loans in special servicing.

Moody's was provided with full year 2009 operating results for 72%
of the pool.  Moody's weighted average LTV is 83% compared to 85%
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 9.0%.

Moody's actual and stressed DSCRs are 1.39X and 1.27X,
respectively, compared to 1.39X and 1.18X 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 Clearbrook Town
Square Loan ($29.0 million -- 7.5%), which is secured by a 188,000
square foot community shopping center located in Abbotsford,
British Columbia.  The center was 85% leased as of January 2010
compared to 99% at the prior review.  The center is anchored by
Canada Safeway, which leases 30% of the premises through October
2012.  Landmark Cinemas, which leased 14% of the property,
terminated its lease since the last review.  The loss of this
tenant did not significantly impact the performance of the
property as they were paying a minimal rent.  Rent steps of the
remaining tenants offset the loss from Landmark Cinemas.  Overall,
performance has been stable since securitization.  The loan
sponsors are RioCan REIT and Kimco North Trust 1.  The loan is
100% recourse to RioCan REIT.  Moody's current credit estimate is
Baa2, the same as at the last review and securitization.

The second largest loan with a credit estimate is the Suncor
Building Loan ($19.0 million -- 4.9%), which is secured by a
140,000 square foot industrial property located in Fort McMurray,
Alberta.  The anchor tenant is Suncor Energy Inc. (Moody's senior
unsecured debt rating -- Baa2, stable outlook), which leases 88%
of the premises through December 2018.  Moody's current underlying
rating is Baa3, the same as the last review and securitization.

The third largest loan with a credit estimate is the Harry Rosen
Building Loan ($16.3 million -- 4.2%), which is secured by a
34,000 square foot single tenant retail property located in
Toronto, Ontario.  The single tenant is Harry Rosen which leases
all of the premises through September 2017.  Moody's current
credit estimate is Aa1, the same as the last review and
securitization.

The top three performing conduit loans represent 16% of the pool
balance.  The largest loan is the Place 9-6 Senior Interest Loan
($22.3 million -- 5.8%), which is secured by a 151,000 square foot
Class B office building located in downtown Calgary, Alberta.  The
property was 45% leased as of April 2010 compared to 99% at last
review and securitization.  In October 2008, property performance
significantly dropped when the largest tenant, Golder Associates
(59% of the NLA), did not renew its lease.  Since 2008, the
borrower has been actively marketing the vacant space.  Moody's
analysis of this loan is based on a stabilized value.  The loan is
100% recourse to the sponsor and has been current despite the
decline in property cash flow.  Moody's LTV and stressed DSCR are
98% and 0.99X respectively, compared to 79% and 1.24X at the last
review.

The second largest loan is the Beedie Group - Langley Loan
($20.9 million -- 5.4%), which is secured by five industrial
buildings located in Langley, British Columbia totaling 306,000
square feet.  The properties were 100% leased as of February 2010
compared to 96% at the last review.  Moody's LTV and stressed DSCR
are 80% and 1.08X respectively, compared to 89% and 0.97X at the
last review.

The third largest loan is the Park Lane Mall & Terraces Loan
($19.7 million -- 5.1%), which is secured by a 265,000 square foot
enclosed retail mall and a 99,000 square foot office building
located in Halifax, Nova Scotia.  The property was 86% leased as
of March 2010, the same as the last review.  Moody's LTV and
stressed DSCR are 76% and 1.28X respectively, compared to 73% and
1.33X at the last review.


RED RIVER: 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 Red River CLO Ltd., a collateralized loan
obligation transaction managed by Highland Capital Management L.P.
At the same time, S&P removed the ratings on the class A and B
notes from CreditWatch with positive implications.  S&P also
affirmed its ratings on the class C, D, and E notes.

The upgrades reflect the improved performance S&P has observed in
the transaction since S&P's last rating action in November 2009.
According to the Jan. 20, 2011 trustee report, the transaction
held $86.7 million in defaulted assets, down from $133 million
noted in the Aug. 31, 2009 trustee report.  The class A/B
overcollateralization test improved to 115.74% in January 2011
from 107.36% as of August 2009.  The transaction has paid down the
class A notes by $55 million since S&P's last rating action.

The affirmations reflect S&P's view that sufficient credit support
is available to the classes at their 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 will take
rating actions as it deems necessary.

                  Rating And Creditwatch Actions

                        Red River CLO Ltd.

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

                        Ratings Affirmed

                        Red River CLO Ltd.

                 Class                   Rating
                 -----                   ------
                 C                       BB+ (sf)
                 D                       CCC- (sf)
                 E                       CCC- (sf)


RESIDENTIAL ASSET: Moody's Downgrades Ratings on Two Classes
------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of classes A-
1 and A-2 issued by Residential Asset Securitization Trust 2006-R1
from Caa2 to Caa3.

Issuer: Residential Asset Securitization Trust 2006-R1

  -- Cl. A-1, Downgraded to Caa3 (sf); previously on Jan. 29, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. A-2, Downgraded to Caa3 (sf); previously on Jan. 29, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

                        Ratings Rationale

The actions are as a result of the bonds not having sufficient
credit enhancement to maintain the current ratings compared to the
revised loss expectation on the pool of mortgages backing the
underlying certificate.  The resecuritization is backed by the
class A-1 (as the "Underlying Certificate") issued by Residential
Asset Securitization Trust 2006-A3CB.  The underlying certificate
is backed primarily by first-lien, Alt-A residential mortgage
loans.

The Classes A-1 and A-2 issued in the resecuritization transaction
receive principal payments and absorb losses on a pro-rata basis.

Moody's ratings on the resecuritization certificates are based on:

     (i) The updated expected loss on the pool of loans backing
         the underlying certificate and the updated rating on the
         underlying certificate.  Moody's current loss expectation
         on the pool backing underlying certificates is 32%
         expressed as a percentage of remaining pool balance.  The
         current rating of both the underlying certificates is
         Caa3.

    (ii) The credit enhancement available to the underlying
         certificates, and

   (iii) The structure of the resecuritization transaction.

Moody's first updated its loss assumption on the underlying pool
of mortgage loans (backing the underlying certificates) and then
arrived at updated ratings on the underlying certificates.  The
ratings on the underlying certificates are based on expected
recoveries on the bonds under ninety-six different combinations of
six loss levels, four loss timing curves and four prepayment
curves.  The volatility in losses experienced by a tranche due to
small increments in losses on the underlying mortgage pool is
taken into consideration when assigning ratings.  For details
regarding Moody's approach to estimating losses on Alt-A pools,
please refer to the methodology publications " Alt-A RMBS Loss
Projection Update: February 2010 ", available on Moodys.com.

In order to determine the ratings of the resecuritized bonds, the
loss on the underlying certificates were ascribed to the
resecuritized classes, A-1 and A-2, on a pro-rata basis.  The
principal payments on the resecuritized certificates were also
allocated on a pro-rata basis to classes A-1 and A-2.

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.

As part of the sensitivity analysis, Moody's stressed the updated
expected loss on the pool of loans backing the underlying
certificates by an additional 10% and found that the implied
rating of A-1 changes to Ca.

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


RFC CDO: Fitch Downgrades Ratings on Various Classes of Notes
-------------------------------------------------------------
Fitch Ratings has downgraded five classes of RFC CDO I, Ltd., due
to continued credit deterioration in the underlying portfolio
since Fitch's last rating action in February 2010.  Rating
Outlooks and Loss Severity Ratings have also been revised or
removed:

  -- $34,089,587 class A to 'BBBsf/LS4' from 'A/LS3'; Outlook
     Negative;

  -- $22,500,000 class B1 to 'Bsf/LS5' from 'BB/LS4'; Outlook
     Negative;

  -- $2,000,000 class B2 to 'Bsf/LS5' from 'BB/LS4'; Outlook
     Negative;

  -- $16,200,000 class C to 'CCsf' from 'B/LS5';

  -- $7,288,634 class D to 'CCsf' from 'CCC'.

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'.  The results of
this analysis are in line with the rating downgrades of the class
A and class B1 and B2 notes.

Since the last rating action in February 2010, approximately 43.4%
of the portfolio has been downgraded a weighted average of 6.7
notches.  Approximately 67.8% of the portfolio has a Fitch derived
rating below investment grade and 49.6% has a rating in the 'CCC'
rating category or below, compared to 50.3% and 23.1%,
respectively, at last review.

The class A notes have been receiving excess spread in addition to
normal principal amortization since April 2010 because the class C
overcollateralization ratio declined below its covenant causing
interest proceeds to redeem the class A notes after paying class C
accrued interest.  However, the increase in credit enhancement to
the class A and class B notes is not sufficient to offset the
extent of deterioration in the portfolio.

Fitch maintains a Negative Outlook for the class A and class B
notes due to the potential for additional negative migration in
the underlying portfolio.  Fitch does not maintain outlooks for
tranches rated 'CCC' and below.

The Loss Severity ratings of 'LS4' and 'LS5' for the class A and
class B notes, respectively, indicate the tranches' potential loss
severity given default, as evidenced by the ratio of tranche size
to the base-case loss expectation for the collateral, as explained
in Fitch's 'Criteria for Structured Finance Loss Severity
Ratings'.  The LS rating should always be considered in
conjunction with the notes' long-term credit rating.  Fitch does
not assign LS ratings to tranches rated 'CCC' and below.

The class C notes are receiving current interest distributions
while the class D notes are not due to the failing class C OC
test.  Breakevens for the class C and class D notes were below the
SF PCM's 'CCC' default level, the lowest level of defaults
projected by SF PCM.  For these classes, Fitch compared the
respective credit enhancement levels to expected losses from the
distressed and defaulted assets in the portfolio (rated 'CCsf' or
lower).  The credit enhancement levels of the class C and class D
notes exceed the portfolio's expected loss, therefore the notes
are downgraded to 'CCsf', indicating default is probable at or
prior to maturity.

RFC CDO I is a structured finance collateralized debt obligation
that closed on June 30, 2004.  The portfolio of collateral was
originally selected by Residential Funding Corporation and is now
monitored by Castle Peak Capital Advisors.  The portfolio is
composed of residential mortgage-backed securities (92.9%), SF
CDOs (4.7%), and commercial mortgage-backed securities (2.4%).


SAINT BARNABAS: Moody's Ups Rating on $864MM Bonds From 'Ba1'
-------------------------------------------------------------
Moody's Investors Service has upgraded to Baa3 from Ba1 the long-
term ratings assigned to Saint Barnabas Health Care System's
$864 million of outstanding bonds.  The outlook remains positive
at the higher rating level.

Rating Rationale: The upgrade to Baa3 from Ba1 reflects Saint
Barnabas's turnaround under new management, demonstrated by
material improvement in financial performance and growth in
liquidity in FY 2010, as well as the favorable resolution of the
$107 million Wachovia line of credit and outstanding Forbearance
Agreement.  Saint Barnabas repaid $60 million of the line with
internal resources and proceeds from a three-year term loan with
JP Morgan Chase for $47.3 million.  Offsetting these attributes
are unfavorable debt metrics when including operating leases and
pension obligations, patient volume declines at most of the
facilities and anticipated reductions in charity care funding from
the State of New Jersey.  Nonetheless, Moody's are maintaining the
positive outlook as the organization now has the fiscal discipline
and management rigor that should enable Saint Barnabas to sustain
its improved financial performance over the next two years.

Legal Security: Gross revenue pledge of the obligated group;
mortgage on Saint Barnabas Medical Center, Monmouth Medical
Center, Clara Maass Medical Center, Community Medical Center,
Kimball Medical Center and Newark Beth Israel Medical Center.
Bond covenants are these: a) 75 days cash on hand (measured semi-
annually) and b) 1.25 times debt service coverage ratio (measured
quarterly).

Interest Rate Derivatives: None

Strengths:

* Significant improvement in unaudited FY 2010 performance with
  2.9% operating margin and 8.9% operating cash flow margin, well
  ahead of FY 2009 results of 0.1% and 6.8, respectively, and
  squarely on budget

* Resolution and repayment of the onerous Wachovia line of credit
  ($107 million outstanding at the end of FY 2009); $60 million
  of the line was paid down with cash and the balance refinanced
  into a new $47 million three-year term loan with JP Morgan Chase
  Bank; another $20 million of long-term debt will be paid off in
  the first quarter of 2011 with some of the proceeds from the
  December 2010 sale of four nursing home, further de-leveraging
  the balance sheet

* Improvement in liquidity to 105 days at the end of FY 2010 due
  to growth in cash flow, receivables management, reduction in
  capital spending and asset sales; a noted improvement from 78
  days at the end of FY 2009 (Moody's excludes the $107 million
  line of credit from FY 2009 computations); Saint Barnabas also
  has a new $15 million working line of credit with no funds drawn
  to date

* Continued progress to a more centralized system from a holding
  company model; financial improvement achieved under the auspices
  of a new CFO with turnaround experience; many financial and
  treasury systems now centralized

* Largely fixed rate debt structure with no interest rate
  derivatives

Challenges:

* Continued volume declines at five of the six hospitals; total
  system volumes were down 3.5% in FY 2010 with the declines at
  the hospitals ranging from 1% to 6%

* Uncertainties regarding the future of charity care funds given
  the state's large budget deficit; $94 million received in FY
  2010 (4% of total revenues; 46% of operating cash flow)

* Debt measures, while improved, remain below average with 95%
  debt to capitalization; 5.07 times debt to cash flow and 3.71
  maximum annual debt service coverage; although recently frozen,
  the pension obligation is large, $188 million estimated for FY
  2010; operating leases are material as well and have increased
  in recent years given the system's debt capacity limit

* After a two-year temporary reduction in payments on the DOJ
  settlement, repayments will increase in FY 2012 and FY 2013

* Location in competitive New Jersey local markets, particularly
  in northern New Jersey

* Kimball Medical Center continues to post losses; management
  remains committed to this facility

                    Recent Developments/Results

The upgrade to Baa3 from Ba1 and the maintenance of the positive
outlook reflect the material improvement in unaudited FY 2010
financial performance.  After a material $161 million loss in FY
2008 and improved $3 million gain in FY 2009, Saint Barnabas is
posting $69 million in operating income in FY 2010.  The
improvement is due to 3.6% increase in total operating revenues,
largely driven by improved managed care rates and improved revenue
cycle management, compared to only a 1.6% increase in expenses as
management reduced FTEs, reviewed supply management strategies and
enacted several cost reduction efforts.

As a result, the operating margin grew to 2.9% in FY 2010 compared
to 0.1% in FY 2009, while the operating cash flow margin increased
to 8.6%, up from 6.8%, respectively.  FY 2010 results were
squarely on budget, improving the system's credibility after
several years of missing budget.  Each hospital showed improved
results; only Kimball Medical Center continues to post losses
($4 million in FY 2010, although down from $12 million in FY
2009).  Management remains committed to this facility.  Given the
improvement, the consultants hired to oversee the turnaround have
left the organization, removing $7 million of expenses incurred in
FY 2010 going forward.  Debt coverage measures improved to 5.07
times debt to cash flow and 3.71 times maximum annual debt service
coverage, from a high 8.07 times and 3.25 times, respectively, in
FY 2009 (Moody's MADS computation excludes the DOJ settlement).
Saint Barnabas will meet its debt covenants in FY 2010 and no
material adjustments are expected with the final FY 2010 audit.

Projections show the continuation of steady, stable results.
Moody's sees two potential challenges to Saint Barnabas's ability
to achieve these results.  Firstly, volumes were down at five of
the six facilities, ranging from a 1% decline to a 6% decline.
Only Clara Maass Medical Center showed volume increases.  Volumes
at most of the Moody's-rated New Jersey facilities are showing
flat to declining volumes.  The FY 2011 budget, which shows a 3.2%
operating margin and 8.5% operating cash flow margin, assumes a
1.5% increase in volumes reflecting new programmatic additions and
physician recruitments at some of the facilities.  Secondly,
uncertainty regarding the state's charity care funds remains an
issue.  In FY 2010, Saint Barnabas received $94 million which
represented nearly half of the system's cash flow.  Management
does not budget for investment income, which could theoretically
replace some reductions in charity care.  $22 million in realized
investment income was reported in FY 2010.

Unrestricted cash and investments improved to $644 million at the
end of FY 2010, compared to $470 million at FY end 2009 (Moody's
removed $107 million of the line of credit from FY 2009
unrestricted cash and investments).  Cash grew mainly through
improved cash flow, along with asset sales (four nursing homes and
Union Hospital), the use of the $47 million term loan to pay the
balance on the line of credit and limited capital expenditures
(0.6x capex ratio).  Capital spending will increase in FY 2011 to
1.0x and will help address the high average age of plant, 17.4
years (compares to national median of 10.0 years).  Limited
capital spending has put some of the system's facilities at a
competitive disadvantage.  Cash is very liquid with 93% available
on a monthly basis.  The system is facing a large pension
liability of $188 million at the end of FY 2010.  While the plan
was recently frozen, the pension remains another obligation of the
system.  Management estimates $23 million in funding above the
pension expense in FY 2011.  Likewise, operating leases have
increased with $164 million in FY 2009 when using a 6x multiplier
equivalent and $92 million on a net present value basis.

In addition to financial improvement, Saint Barnabas was able to
restructure the onerous $107 million 364-day line of credit and
Forbearance Agreement with Wachovia after months of negotiations
with all creditors.  The April 6, 2010 expiration date was a
material credit concern at the time of Moody's last review (March
2010) as the system was endeavoring to rebuild its liquidity and
de-leverage.  Saint Barnabas chose to repay $60 million of the
line in several installments and enter into a more favorable $47
million three year term loan with JP Morgan Chase Bank to repay
the balance of the line.  The line was completely paid off by
November 2010.  Moody's also note that Saint Barnabas negotiated a
three-year extension on the Series 2001A bonds, now expiring in
November 2013, with a three-year term out.  Finally, Saint
Barnabas established a $15 million working line of credit with JP
Morgan Chase Bank with no draws to date.

Saint Barnabas continues to centralize many of its business and
financial functions and outsourcing various services under the
direction of new financial leadership.  Supply management is under
the direction of new management; clinical systems have been merged
into one IT system and one financial planning system has been
installed.  All treasury management functions have been
centralized; payroll has been consolidated to one system.
Likewise, a new senior position was established to create clearer
reporting lines to system headquarters for the six hospital CEOs.
Moody's expect a smooth transition in senior leadership as the CEO
steps down in 2011 and the long-standing Executive Vice President
becomes CEO.  Finally, the system board has established a new
investment committee; Moody's do not anticipate wide-spread
changes to the current asset allocation (39% cash; 45% fixed
income; 9% equity and 7% hedge funds).

Management is currently in discussions with A1-rated Atlantic
Health System for a potential merger.  Moody's have not
incorporated these discussions in Moody's analysis at this time.

                              Outlook

The positive outlook reflects Moody's expectation that Saint
Barnabas's financial profile will show continued improvement over
the next two years and provide improved debt service coverage.

                What could change the rating -- Up

Sustainability of financial performance and liquidity growth; no
decrease in market share in its local markets

               What could change the rating -- Down

Departure from current results; erosion of liquidity

                          Key Indicators

Assumptions & Adjustments:

-- Based on financial statements for Saint Barnabas Health Care
    System

-- First number reflects audit year ended December 31, 2009

-- Second number reflects unaudited year end December 31, 2010

-- $9 million of investment gains have been restated as non-
    operating income in FY 2009; investment income is presented as
    non-operating revenue in FY 2010

-- Moody's removed $107.6 million of the line of credit agreement
    from FY 2009 cash position

-- Interest expense on DOJ settlement is included in interest
    expense

-- Investment returns normalized at 6% unless otherwise noted

-- FY 2009 and FY 2010 total expenses include consulting fees

* Total operating revenues: $2.297 million; $2.380 million

* Moody's-adjusted net revenue available for debt service:
  $187.7 million; $246.7 million

* Total debt outstanding: $1.072 million; $993 million

* Maximum annual debt service (MADS): $57.7 million; $66.5 million
  (excludes DOJ payments)

* MADS Coverage with reported investment income: 3.23 times; 3.45
  times

* Moody's-adjusted MADS Coverage with normalized investment
  income: 3.25 times; 3.71 times

* Debt-to-cash flow: 8.07 times; 5.07 times

* Days cash on hand: 78.3 days; 105.5 days

* Cash-to-debt: 43.9%; 64.8%

* Operating margin: 0.1%; 2.9%

* Operating cash flow margin: 6.8%; 8.6%

Rated Debt (debt outstanding as of December 31, 2009; all debt is
fixed rate unless stated otherwise):

* Series 2006A: 63.1 million; Baa3 rating

* Series 2006B: $153.7 million; Baa3 rating

* Series 2001A: $31.6 million outstanding; Aa1/VMIG1 with LOC from
  JP Morgan Chase Bank, N.A.; expiration date of November 23, 2013

* Series 2001B: $64.6 million; Baa3 underlying (also insured by
  Assured Guaranty)

* Series 1998 (Community Medical Center/Kimball Medical Center,
  Kensington Manor Care Center): $20.1 million, Baa3 underlying
  (also insured by Assured Guaranty)

* Series 1998A (Saint Barnabas/West Hudson Hospital), $30.2
  million, Baa3 underlying, (also MBIA insured)

* Series 1998B: $367.8 million, Baa3 underlying (also MBIA
  insured)

* Series 1998C: $9.0 million, Baa3 underlying (also MBIA insured)

* Series 1997: (Shoreline) $11.1 million outstanding, Baa3
  underlying, (also MBIA insured)

* Series 1997A: (NJ Economic Development Authority):
  $77.3 million, Baa3 underlying, (also MBIA insured)

* Series 1996C (NJ Economic Development Authority - Clara Maass):
  $35.7 million outstanding, Baa3 underlying (also insured by
  Assured Guaranty)

The last rating action with respect to Saint Barnabas Health Care
System was on March 26, 2010 when the rating was confirmed at Ba1
and a positive outlook was assigned.  That rating was subsequently
recalibrated to A3 on May 7, 2010.

The last rating action with respect to Saint Barnabas Health Care
System was on March 26, 2010, when the rating was confirmed at Ba1
and a positive outlook was assigned.  That rating was subsequently
recalibrated to A3 on May 7, 2010.


SALOMON BROTHERS: Moody's Upgrades Rating on 2002-KEY2 Certs.
-------------------------------------------------------------
Moody's Investors Service upgraded the rating of one class,
downgraded two classes and affirmed eight classes of Salomon
Brothers Mortgage Securities VII, Inc., Commercial Mortgage Pass-
Through Certificates, Series 2002-KEY2:

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

  -- Cl. F, Affirmed at Aa2 (sf); previously on April 30, 2009
     Upgraded to Aa2 (sf)

  -- Cl. H, Affirmed at A1 (sf); previously on April 30, 2009
     Upgraded to A1 (sf)

  -- Cl. J, Affirmed at A3 (sf); previously on April 30, 2009
     Upgraded to A3 (sf)

  -- Cl. K, Affirmed at Baa2 (sf); previously on April 30, 2009
     Upgraded to Baa2 (sf)

  -- Cl. L, Affirmed at Ba1 (sf); previously on Sept. 26, 2002
     Definitive Rating Assigned Ba1 (sf)

  -- Cl. M, Affirmed at Ba2 (sf); previously on Sept. 26, 2002
     Assigned Ba2 (sf)

  -- Cl. N, Affirmed at Ba3 (sf); previously on Sept. 26, 2002
     Definitive Rating Assigned Ba3 (sf)

  -- Cl. P, Affirmed at B1 (sf); previously on Sept. 26, 2002
     Definitive Rating Assigned B1 (sf)

  -- Cl. Q, Downgraded to Caa1 (sf); previously on Sept. 26, 2002
     Definitive Rating Assigned B2 (sf)

  -- Cl. S, Downgraded to Caa3 (sf); previously on Sept. 26, 2002
     Definitive Rating Assigned B3 (sf)

                        Ratings Rationale

Moody's rating action did not address the ratings of Classes A-2,
A-3, B, C, D and X-1, 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.

The upgrade of Class E is due to the significant increase in
subordination due to loan payoffs and amortization.  The pool has
paid down by approximately 6% since Moody's last review and 40%
since securitization.  Class E remains on review for possible
downgrade pending the resolution of the KeyBank issue.

The downgrades are due to higher expected losses for the pool
resulting from anticipated losses from specially serviced loans.

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

Moody's rating action reflects a cumulative base expected loss of
3.1% of the current balance.  At last review, Moody's cumulative
base expected loss was 1.1%.  Moody's stressed scenario loss is
6.0% 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 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 18 compared to 21 at Moody's prior full 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 April 30, 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 40% to
$561.6 million from $932.8 billion at securitization.  The
Certificates are collateralized by 51 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 contains two loans with
investment grade credit estimates that represent 19% of the pool.
At last review, two additional loans also had credit estimates.
However, these loans are now in the conduit pool due to increased
leverage.  Eleven loans, representing 19% of the pool, have
defeased and are collateralized with U.S. Government securities.

Five loans, representing 4% 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 $2.76 million loss (21% loss severity on
average).  Currently, there are three loans, representing 4% of
the pool in special servicing.  The master servicer has recognized
an aggregate $11.3 million for the loans in special servicing.
Moody's has estimated an aggregate $11.8 million loss (48%
expected loss on average) for the specially serviced loans.

Moody's was provided with full year 2009 and partial year 2010
operating results for 100% and 96%, respectively, of the non-
defeased pool.  Excluding specially serviced loans, Moody's
weighted average LTV is 83%, essentially the same as at Moody's
prior review.  Moody's net cash flow reflects a weighted average
haircut of 17% to the most recently available net operating
income.  Moody's value reflects a weighted average capitalization
rate of 9.5%.

Excluding specially serviced loans, Moody's actual and stressed
DSCRs are 1.29X and 1.34X, respectively, compared to 1.36X and
1.35X 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 Westfarms Mall Loan
($69.5 million -- 12.4% of the pool), which represents a 50%
participation interest in a $139.0 million first mortgage loan.
The loan is also encumbered with $45.7 million in subordinate
debt.  The loan is secured by the borrower's interest in a 1.3
million square foot super-regional mall located in Farmington,
Connecticut.  The property is anchored by Filene's (two stores),
J.C. Penney, Lord & Taylor and Nordstrom.  As of September 2010,
in-line space was 100% leased compared to 96% at last review.
For full year 2009, actual net operating income was 15% higher
than in 2008.  The loan is benefiting from an additional 3% in
amortization since last review.  The loan sponsor is Taubman
Centers Inc. Moody's current credit estimate and stressed DSCR are
Aa2 and 1.98X, respectively, compared to Aa3 and 1.64x at last
review.

The second loan with a credit estimate is the Jefferson Mall Loan
($37.2 million -- 6.6% of the pool), which is secured by the
borrower's interest in a 875,000 square foot regional mall located
in Louisville, Kentucky.  The property is anchored by Sears,
Macy's, J.C. Penney and Dillard's.  All the anchors own their own
land and improvements.  The collateral for the loan consists of
270,000 square feet of in-line space.  As of September 2010, the
in-line space was 90% leased; the same as at last review.
Performance is in-line with last review.  The loan is structured
on a 25-year amortization schedule and has amortized by
approximately 5% since last review.  The loan sponsor is CBL &
Associates Properties.  Moody's current credit estimate and
stressed DSCR are Baa1 and 1.74X, respectively, compared to Baa2
and 1.64x at last review.

The top three performing conduit loans represent 20% of the pool
balance.  The largest conduit loan is the Westgate Mall Loan
($46.2 million -- 8.2% of the pool), which is secured by the
borrower's interest in a 1.1 million square foot regional mall
located in Spartanburg, South Carolina.  The property is anchored
by Sears, Belk, Dillard's and J.C. Penney.  As of September 2010,
the in-line stores were 90% leased compared to 94% at last review.
The property's performance has declined since last review due to a
decline in rental income and increased operating expenses.  Actual
2009 NOI was 9% lower than in 2008.  The loan is structured on a
25-year amortization schedule and has amortized by approximately
5% since last review.  The loan sponsor is CBL & Associates
Properties.  Moody's current LTV and stressed DSCR are 95% and
1.11X, respectively, compared to 82% and 1.31X.

The second largest conduit loan is the Northland Multifamily
Portfolio Loan ($36.3 million -- 6.5% of the pool), which is
secured by five Class B garden style apartment complexes totaling
1,056 units.  The properties are located in Florida (3) and Texas
(2).  As of September 2010, the portfolio was 94% leased compared
to 90% at last review.  Performance remains stable.  The loan has
amortized an additional 3% since last review.  Moody's LTV and
stressed DSCR are 82% and 1.23X,respectively, compared to 85% and
1.22X at last review.

The third largest conduit loan is the Regency Mall Loan
($29.2 million -- 5.2% of the pool), which is secured by the
borrower's interest in a 924,000 square foot regional mall located
in Racine, Wisconsin.  The property is anchored by J.C. Penney,
Boston Store, Burlington Coat Factory, Sears and Target.  All the
anchors own their respective land and improvements.  The
collateral for the loan consists of 269,000 square feet of in-line
space.  As of September 2010, the in-line space was 77% leased
compared to 90% at last review.  Performance has been declining
since 2007 due to a decrease in rental income and increased
expenses.  Annualized 2010 NOI was 22% lower than in 2007.  The
loan is structured with a 25-year amortization schedule and has
amortized by 5% since last review.  The loan sponsor is CBL &
Associates Properties.  Moody's current LTV and stressed DSCR are
112% and 0.95X, respectively, compared to 87% and 1.25X at last
review.


SAPPHIRE VALLEY: Moody's Upgrades Ratings on Various Classes
------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of these notes issued by Sapphire Valley CDO I, Ltd.:

  -- US$5,000,000 Class X Notes Due 2013 (current balance of
     $1,819,519), Upgraded to Aaa (sf); previously on October 16,
     2009 Downgraded to Aa3 (sf);

  -- US$418,500,000 Class A Senior Notes Due 2022 (current balance
     of $356,047,464), Upgraded to Baa2 (sf); previously on
     October 16, 2009 Downgraded to Ba1 (sf);

  -- US$73,000,000 Class B Senior Notes Due 2022, Upgraded to Ba2
     (sf); previously on October 16, 2009 Downgraded to B1 (sf);

  -- US$20,000,000 Class C Deferrable Mezzanine Notes Due 2022,
     Upgraded to B3 (sf); previously on November 23, 2010 Ca (sf)
     Placed Under Review for Possible Upgrade;

  -- US$20,000,000 Class D Deferrable Mezzanine Notes Due 2022,
     Upgraded to Caa3 (sf); previously on March 25, 2009
     Downgraded to Ca (sf).

                         Ratings Rationale

According to Moody's, the rating actions taken on the notes result
primarily from an increase in the overcollateralization ratios of
the rated notes since the rating action in October 2009.  Moody's
notes that the overcollateralization ratios of the rated notes
have improved in part due to delevering of the Class A Notes,
which have been paid down by approximately 11.8% or $47.6 million
since the rating action in October 2009.  Available principal
proceeds are being diverted to pay down the Class A Notes as a
result of continued failure of the Class E overcollateralization
ratio test.  The Class E overcollateralization ratio has increased
in part due to a turbo feature in the deal whereby excess interest
is diverted to delever the Class E Notes in the event of a Class E
overcollateralization ratio test failure.  Furthermore, the
overcollateralization ratios have also improved due to a decrease
in the number of defaulted CLO tranches.  A number of CLO tranches
were defaulted and carried at depressed market values in the
rating action in October 2009 but are currently treated as
performing securities due to improved credit qualities.  As of the
latest trustee report dated January 5, 2011, the Class A/B, Class
C, Class D, and Class E overcollateralization ratios are reported
at 114.15%, 109.14%, 104.54%, and 100.73%, respectively, versus
September 2009 levels of 102.83%, 98.69%, 94.87%, and 91.67%,
respectively.

The transaction is exposed to a significant concentration in
mezzanine and junior CLO tranches in the underlying portfolio.
Based on the latest trustee report, CLO Securities currently held
in the portfolio total about $142.6 million, accounting for
approximately 26.4% of the collateral balance.  Moody's observes
that recent credit qualities in mezzanine and junior CLO tranches
in the underlying portfolio have stabilized or improved.

The rating action on the Class X Notes in October 2009 took into
consideration the increased risk of an event of default, which has
been mitigated since then.  This is reflected in part in the
upgrade rating action on the Class X Notes.

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 $541 million, defaulted par of $2.5 million, a
weighted average default probability of 45.2% (implying a WARF of
5505), a weighted average recovery rate upon default of 33.9%, and
a diversity score of 56.  These default and recovery properties of
the collateral pool are incorporated in Moody's 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.

Sapphire Valley CLO I, Ltd. issued on December 14, 2006, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans and CLO securities.

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% (4404)

  -- Class X: 0
  -- Class A: +3
  -- Class B: +3
  -- Class C: +3
  -- Class D: +4
  -- Class E: +2

Moody's Adjusted WARF + 20% (6606)

  -- Class X: 0
  -- Class A: -2
  -- Class B: -2
  -- Class C: -4
  -- Class D: -2
  -- 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) 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) 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.  In addition, as part of the base case,
   Moody's considered a lower diversity score due to the large
   concentration of CLO tranches.

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.


SEQUOIA MORTGAGE: Fitch Issuer Presale Report on Various Notes
--------------------------------------------------------------
Fitch Ratings has issued a presale report for Sequoia Mortgage
Trust 2011-1:

Expected ratings are:

  -- Class A-1 'AAAsf' (Credit Enhancement%: 7.5%); Outlook
     Stable;

  -- Class A-IO 'AAAsf' (Credit Enhancement%: n/a); Outlook
     Stable;

  -- Class B-1 'AAsf' (Credit Enhancement%: 5%); Outlook Stable;

  -- Class B-2 'Asf' (Credit Enhancement%: 3.25%); Outlook Stable;

  -- Class B-3 'BBBsf' (Credit Enhancement%: 2%); Outlook Stable;

  -- Class B-4 'BBsf' (Credit Enhancement%: 1.25%); Outlook
     Stable;

  -- Class B-5 'NR' (Credit Enhancement%: n/a).


SLM STUDENT: Fitch Affirms 'BBsf' Rating on 2005-7 Student Loans
----------------------------------------------------------------
Fitch Ratings affirms the senior notes issued by SLM Student Loan
Trust Series 2005-7 at 'AAAsf' and subordinate student loan note
are affirmed at 'BBsf'.  The Rating Outlook remains Stable for
both the senior and subordinate bonds.

The ratings on the senior and subordinate notes are affirmed based
on the sufficient level of credit enhancement to cover the
applicable basis factor stress.

Credit enhancement consists of subordination,
overcollateralization, the projected minimum excess spread.
Additionally, the class A notes benefit from subordination
provided by the lower priority notes.

The loans are serviced and originated by SLM Corp. SLM Corp.
provides funds for educational loans, primarily federal guaranteed
student loans originated under the FFELP.  SLM Corp. and its
subsidiaries are not sponsored by or are agencies of the U.S.
government.  Fitch has assigned SLM Corp. a long- and short-term
Issuer Default Ratings of 'BBB-' and 'F3', respectively.

SLM Student Loan Trust Series 2005-7:

  -- Class A-2 affirmed at 'AAAsf/LS1'; Outlook Stable;
  -- Class A-3 affirmed at 'AAAsf/LS1'; Outlook Stable;
  -- Class A-4 affirmed at 'AAAsf/LS1'; Outlook Stable;
  -- Class A-5 affirmed at 'AAAsf/LS1'; Outlook Stable;
  -- Class B affirmed at 'BBsf/LS3'; Outlook Stable.


SONOMA VALLEY: Moody's Downgrades Ratings on Two Classes of Notes
-----------------------------------------------------------------
Moody's has downgraded two classes of Notes issued by Sonoma
Valley 2007-4 Synthetic CDO of CMBS Variable Rate Notes Due 2051
due to the deterioration in the credit quality of the underlying
portfolio of reference obligations as evidenced by an increase in
the weighted average rating factor.  The rating action is the
result of Moody's on-going surveillance of commercial real estate
collateralized debt obligation transactions.

Moody's rating action is:

  -- Series 114/2007, Downgraded to B3 (sf); previously on
     July 16, 2010 Downgraded to B1 (sf)

  -- Series 115/2007, Downgraded to B2 (sf); previously on
     July 16, 2010 Downgraded to Ba3 (sf)

                        Ratings Rationale

Sonoma Valley 2007-4 Synthetic CDO of CMBS Variable Rate Notes Due
2051 is a static synthetic CRE CDO transaction backed by a
portfolio of credit linked notes referencing $2.3 billion notional
amount of commercial mortgage backed securities.  All of the CMBS
reference obligations were securitized in 2006 (45%) and 2007
(55%).  And all reference obligations are currently rated by
Moody's.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
The bottom-dollar WARF is a measure of the default probability
within a collateral pool.  Moody's modeled a bottom-dollar WARF of
81 compared to 32 at last review.  The distribution of current
ratings is: Aaa (38.3% compared to 65.2% at last review), Aa1-Aa3
(33.9% compared to 20.0% at last review), A1-A3 (7.8% compared to
13.1% at last review), and Baa1-Baa3 (20.0% compared to 1.7% at
last review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time.  Moody's modeled to a WAL of 5.7
years compared to 6.3 years at last review.

WARR is the par-weighted average of the mean recovery values for
the reference obligations in the pool.  Moody's modeled a variable
WARR with a mean of 63.9%, compared to 69.1% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the reference obligations pool (i.e. the measure of
diversity).  Moody's modeled a MAC of 50.0%, compared to 53.3% at
last review.

Moody's review incorporated CDOROM(R) v2.8, one of Moody's CDO
rating models, which was released on January 24, 2011.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes.  However,
in many instances, a change in key parameter assumptions in
certain stress scenarios may be offset by a change in one or more
of the other key parameters.  In general, the rated Notes are
particularly sensitive to rating changes within the collateral
pool.  Holding all other key parameters static; stressing all
underlying CMBS assets currently under review for possible
downgrade: three Aaa rated assets were downgraded by two notches
and one Aa1-rated assets was downgraded by three notches; the
model results did not change.

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 sluggish macroeconomic environment and
varying performance in the commercial real estate property
markets.  However, Moody's expects to see increasing or
stabilizing property values, higher transaction volumes, a slowing
in the pace of loan delinquencies and greater liquidity for
commercial real estate in 2011 The hotel and multifamily sectors
are continuing to show signs of recovery, while recovery in the
office and retail sectors will be tied to recovery of the broader
economy.  The availability of debt capital continues to improve
with terms returning toward market norms.  Moody's central global
macroeconomic scenario reflects an overall sluggish recovery
through 2012, amidst ongoing individual, corporate and
governmental deleveraging, persistent unemployment, and government
budget considerations.

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.


SORIN REAL: Moody's Takes Rating Actions on Various Classes
-----------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
rating of one and affirmed nine CRE CDO Classes of Sorin Real
Estate CDO II, Ltd.  The class affected by the action is a result
of an Event of Default and the subsequent direction of the Trustee
to liquidate the pool of reference obligations as a post-event-of-
default remedy.  Moody's has been notified by the Trustee that a
final distribution of liquidation proceeds has taken place; with
the exception of retention of a small amount of residual funds.
The ratings on the transaction will be subsequently withdrawn.

  -- Investor Swap, Downgraded to C (sf); previously on Feb. 2,
     2010 Downgraded to Ca (sf)

  -- Cl. A, Affirmed at C (sf); previously on Sept. 23, 2009
     Downgraded to C (sf)

  -- Cl. X, Affirmed at C (sf); previously on Sept. 23, 2009
     Downgraded to C (sf)

  -- Cl. B, Affirmed at C (sf); previously on Sept. 23, 2009
     Downgraded to C (sf)

  -- Cl. C, Affirmed at C (sf); previously on Sept. 23, 2009
     Downgraded to C (sf)

  -- Cl. D, Affirmed at C (sf); previously on Sept. 23, 2009
     Downgraded to C (sf)

  -- Cl. E, Affirmed at C (sf); previously on Sept. 23, 2009
     Downgraded to C (sf)

  -- Cl. F, Affirmed at C (sf); previously on Sept. 23, 2009
     Downgraded to C (sf)

  -- Cl. G, Affirmed at C (sf); previously on Sept. 23, 2009
     Downgraded to C (sf)

  -- Cl. H, Affirmed at C (sf); previously on Sept. 23, 2009
     Downgraded to C (sf)

                        Ratings Rationale

The rating action taken reflects the changes in severity of loss
associated with certain tranches and reflect the final liquidation
distribution.

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.


SUSSEX COUNTY: S&P Downgrades Ratings on Various Revenue Bonds
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on Sussex
County, Delaware's series 1997A and 1997B variable-rate demand
revenue bonds to B/Watch Pos/B from BBB-/Watch Pos/A-3.  The
ratings remain on CreditWatch with positive implications, where
S&P had placed them on Nov. 3, 2010.

The long- and short-term components of S&P's ratings on the two
affected issues are based on its long- and short-term issuer
credit ratings on Wilmington Trust Co., Del. (B/Watch Pos/B) and
address the full and timely payment of the bonds' regularly
scheduled interest, principal, and purchase price upon an optional
or mandatory tender, according to the transaction's terms.
Wilmington Trust Co., Del., provides credit and liquidity support
for the bonds in the form of a letter of credit.

The rating actions reflect the Feb. 16, 2011, lowering of S&P's
long-term issuer credit rating on Wilmington Trust Co., Del., to
'B' from 'BBB-' and its short-term rating to 'B' from 'A-3'.
These ratings remain on CreditWatch positive, where S&P had placed
them on Nov. 1, 2010.

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

      Ratings Lowered And Remaining On Creditwatch Positive

                        Sussex County, Del.
          $2.4 million variable-rate demand revenue bonds
                    series 1997A due 11/01/2027

                              Rating
                              ------
     CUSIP           To                    From
     -----           --                    ----
     86926RBH2       B/Watch Pos/B         BBB-/Watch Pos/A-3

          $3 million variable-rate demand revenue bonds
                   series 1997B due 11/01/2027

                              Rating
                              ------
     CUSIP           To                    From
     -----           --                    ----
     86926RBJ8       B/Watch Pos/B         BBB-/Watch Pos/A-3



TIERS CORPORATE: S&P Corrects Ratings on $42 Mil. Certs. to 'D'
---------------------------------------------------------------
Standard & Poor's Ratings Services corrected its ratings on TIERS
Corporate Bond-Backed Certs Trust LUMB 1997-12's $42 million
amortizing (interest only) and ZTF (principal) certificates by
lowering them to 'D (sf)' from 'BBB+ (sf).

S&P's ratings on the two certificate classes from the transaction
are dependent on its rating on the underlying security, Lumbermens
Mutual Casualty Co.'s 8.45% surplus notes due Dec. 1, 2097 (not
rated).

The rating actions follow a number of downgrades to the underlying
security that resulted in the June 10, 2003, lowering of S&P's
rating on the underlying security to 'D' from 'C' and its removal
from CreditWatch with negative implications.  Due to an error, S&P
did not contemporaneously change its ratings on the certificates
with its rating actions on the underlying security.


TRICADIA CDO: S&P Downgrades Ratings on 13 Classes of Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 13
classes of notes from Tricadia CDO 2005-3 Ltd., Montrose Harbor
CDO I Ltd., and Summer Street 2007-1 Ltd. to 'D (sf)'.  At the
same time, S&P withdrew its ratings on two classes from Tricadia
CDO 2005-3 Ltd. Additionally, S&P affirmed its 'D (sf)' rating on
three classes from Montrose Harbor CDO I Ltd..

The rating actions reflect the implementation of S&P's criteria
for ratings on collateralized debt obligation transactions that
have triggered an event of default and may be subject to
acceleration or liquidation.

S&P withdrew its ratings on the class A-1L and A-2L notes from
Tricadia CDO 2005-3 Ltd., a cash flow CDO transaction, because the
notes were paid in full.

S&P lowered its ratings on Tricadia CDO 2005-3 Ltd., Montrose
Harbor CDO I Ltd., and Summer Street 2007-1 Ltd. because the
transactions did not have proceeds to pay the noteholders in full,
after the liquidation of the portfolio assets.

                         Ratings Lowered

                     Tricadia CDO 2005-3 Ltd.

                                Rating
                                ------
                   Class    To          From
                   -----    --          ----
                   A-3L     D (sf)      CC (sf)
                   B-1L     D (sf)      CC (sf)

                     Montrose Harbor CDO I Ltd.

                                Rating
                                ------
                   Class    To          From
                   -----    --          ----
                   A-1      D (sf)      CC (sf)
                   C        D (sf)      CC (sf)
                   D        D (sf)      CC (sf)

                     Summer Street 2007-1 Ltd.

                                Rating
                                ------
                   Class    To          From
                   -----    --          ----
                   A-1A     D (sf)      CC (sf)
                   A-1B     D (sf)      CC (sf)
                   A-2      D (sf)      CC (sf)
                   B        D (sf)      CC (sf)
                   C        D (sf)      CC (sf)
                   D        D (sf)      CC (sf)
                   A-1SA    D (sf)      CC (sf)
                   A-1SB    D (sf)      CC (sf)

                        Ratings Withdrawn

                     Tricadia CDO 2005-3 Ltd.

                                Rating
                                ------
                   Class    To          From
                   -----    --          ----
                   A-1L     NR (sf)     CC (sf)
                   A-2L     NR (sf)     D (sf)

                         Ratings Affirmed

                     Montrose Harbor CDO I Ltd.

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

                         NR - Not rated.


WASATCH 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 Wasatch CLO Ltd.:

  -- US$29,000,000 Class C Senior Secured Deferrable Floating Rate
     Notes due 2022, Upgraded to B3 (sf); previously on
     November 23, 2010 Caa2 (sf) Placed Under Review for Possible
     Upgrade;

  -- US$13,000,000 Class D Secured Deferrable Floating Rate Notes
     due 2022, Upgraded to Caa3 (sf); previously on November 23,
     2010 C (sf) Placed Under Review for Possible Upgrade;

  -- US$7,400,000 Type I Composite Notes due 2022 (current Rated
     Balance of 4,588,096), Upgraded to B1 (sf); previously on
     October 5, 2009 Downgraded to B2 (sf);

  -- US$10,000,000 Type III Composite Notes due 2022 (current
     Rated Balance of 5,494,833), Upgraded to B1 (sf); previously
     on October 5, 2009 Downgraded to B3 (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 overcollateralization ratios of
the notes since the rating action in October 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 defaults.  In
particular, as of the latest trustee report dated January 2011,
the weighted average rating factor is currently 2781 compared to
2868 in the August 2009 report.  Defaulted securities total about
3 million of the underlying portfolio compared to 61 million in
August 2009.  In addition, the proportion of securities from
issuers rated Caa1 and below is 6.42% currently, compared to 8.64%
in August 2009.

The overcollateralization ratios of the rated notes have also
improved since the last rating action.  The Class A, B, C and D OC
levels are 123.56%, 114.01%, 108.29% and 105.91% respectively,
versus August 2009 levels of 117.48%, 108.40%, 102.97% and 100.66%
respectively, and all related overcollateralization tests are
currently in compliance.  In addition, the Class D notes are no
longer PIKing, and all deferred interest has been repaid.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" and "Annual Sector Review (2009): Global CLOs," key
model inputs used by Moody's in its analysis, such as par,
weighted average rating factor, diversity score, and weighted
average recovery rate, may be different from the trustee's
reported numbers.  In its base case, Moody's analyzed the
underlying collateral pool to have a performing par balance,
including principal proceeds, of $620.5 million, defaulted par of
$9.2 million, weighted average default probability of
34.2%(implying a WARF of 4165), a weighted average recovery rate
upon default of 41.57%, and a diversity score of 70.  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.

Wasatch CLO Ltd., issued in May 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.

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% (4998)

  -- Class A-1a: -3
  -- Class A-1b: -3
  -- Class A2: -2
  -- Class B: -2
  -- Class C: -5
  -- Class D: -1
  -- Type I composite: -2
  -- Type III composite: -2

Moody's Adjusted WARF - 20% (3332)

  -- Class A-1a: +2
  -- Class A-1b: +2
  -- Class A2: +3
  -- Class B: +2
  -- Class C: +2
  -- Class D: +3
  -- Type I composite: +2
  -- Type III composite: +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, 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) Recovery of defaulted assets: Market value fluctuations in
   defaulted assets reported by the trustee and those assumed to
   be defaulted by Moody's may create volatility in the deal's
   overcollateralization levels.  Further, the timing of
   recoveries and the manager's decision to work out versus
   selling defaulted assets create additional uncertainties.
   Moody's analyzed defaulted recoveries assuming the lower of the
   market price and the recovery rate in order to account for
   potential volatility in market prices.

3) Other collateral quality metrics: The deal is allowed to
   reinvest and the manager has the ability to deteriorate the
   collateral quality metrics' existing cushions against the
   covenant levels.  Moody's analyzed the impact of assuming 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.


WMALT SERIES: Moody's Downgrades Ratings on 11 2007-OA3 Tranches
----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 11
tranches, and confirmed ratings of five tranches from WaMu
Mortgage Pass-Through Certificates, WMALT Series 2007-OA3 Trust.

                        Ratings Rationale

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

In addition, the previous rating action on Class FX from WALT
Series 2007-OA3 assumed that the tranche was a combination of
Interest Only component and Principal Only component.  Class FX is
in fact an Interest Only tranche, which is linked to Group 4 and
Group 5 certificates.  The updated rating action corrects this
oversight.

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

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

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

Complete rating actions are:

Issuer: WaMu Mortgage Pass-Through Certificates, WMALT Series
2007-OA3 Trust

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

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

  -- Cl. 3A, Downgraded to Ca (sf); previously on Jan. 27, 2010
     Caa2 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 4A-1, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

  -- Cl. 4A-2, Downgraded to Caa3 (sf); previously on Jan. 27,
     2010 Caa1 (sf) Placed Under Review for Possible Downgrade

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

  -- Cl. 5A, Downgraded to Caa3 (sf); previously on Jan. 27, 2010
     Caa1 (sf) Placed Under Review for Possible Downgrade

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

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

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

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

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

  -- Cl. CX-2-PPP, Confirmed at Ca (sf); previously on Jan. 27,
     2010 Ca (sf) Placed Under Review for Possible Downgrade

  -- Cl. EX-PPP, Confirmed at Ca (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade

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

  -- Cl. 5X-PPP, Confirmed at Ca (sf); previously on Jan. 27, 2010
     Ca (sf) Placed Under Review for Possible Downgrade


ZOO HF3: Fitch Takes Various Rating Actions on Five Notes
---------------------------------------------------------
Fitch Ratings has taken these rating actions on floating rate
notes issued by Zoo HF3 Plc, a limited liability company
incorporated in Ireland that invests in a portfolio of hedge fund
assets and is managed by P&G SGR S.p.A.:

  -- EUR17,737,294 Class A senior floating rate notes due 2016
     upgraded to 'Asf' from 'BBBsf'; Outlook Stable;

  -- EUR8,604,932 Class B mezzanine deferrable floating rate notes
     due 2016 affirmed at 'BBsf'; Outlook Stable;

  -- EUR7,088,252 Class C mezzanine deferrable floating rate notes
     due 2016 affirmed at 'CCCsf';

  -- EUR14,026,918 Class D mezzanine deferrable floating rate
     notes due 2016 affirmed at 'CCsf';

  -- EUR6,726,712 Class E mezzanine deferrable floating rate notes
     due 2016 affirmed at 'Csf'.

The rating actions follow Fitch's annual review of Zoo, and are
based on the asset coverage provided to the floating rate notes by
Zoo's underlying portfolio of hedge fund investments and the
capabilities of P&G as investment adviser.  Fitch's rating on
Class A notes addresses timely repayment of interest and ultimate
repayment of principal on or before final maturity in accordance
with the governing documents.  Fitch's ratings on all other
classes of notes address ultimate repayment of interest and
principal on or before final maturity in accordance with the
governing documents.  Fitch's ratings do not address potential
liquidity in the secondary market.

Zoo triggered a mandatory redemption event in October 2008, by
breaching and failing to cure several of its portfolio tests
following significant net asset value declines of its hedge fund
assets.  The breach did not constitute an event of default per the
governing documents but required P&G to form and carry out a
liquidation plan, which requires the liquidation of Zoo's
underlying portfolio on or before the scheduled maturity date, at
P&G's discretion.  The liquidation plan is updated and provided to
investors on a monthly basis.  Since 2008, the liquidation plan
has been modified significantly due to changing market conditions
and changed exit dates of its hedge fund assets.  Fitch notes that
to date, P&G has executed redemptions at a slower pace relative to
the redemption capacity offered by the hedge fund assets, which
may serve to preserve the diversified nature of the portfolio so
as to mitigate adverse selection for the junior note classes.

Zoo's portfolio experienced less price declines and less
volatility during the 2008-2009 market dislocation in comparison
to other similar Fitch-rated structures and the HFRX EUR Global
Hedge Fund Index (HFRX Index), which Fitch's views as a reasonable
proxy index for Zoo's underlying portfolio.

Fitch's ratings methodology for Zoo is based on published criteria
for market value structures, including closed-end funds.
Specifically, Fitch applied various market value stress scenarios
to Zoo's current NAV levels as well as assuming a stressed
liquidity profile.  The initial NAV shock is based on fourth-
quarter 2008 loss levels for the fund and the HFRX Index, which
Fitch deemed to be a 'BBB' stress event for Zoo's portfolio of
hedge fund holdings.  Fitch scaled this base case loss through the
rating scale using the multiples derived from its published market
value criteria report.  Additionally, certain scenarios assumed
that the portfolio's liquidity/redemption profile was pushed out
an additional six months as the majority of the funds in the
portfolio imposed restrictions on redemptions.  At each liquidity
period, additional NAV stresses were applied with these serial
stresses derived from the top six historical losses observed
historically, going back to 1998.

The upgrade of the Class A notes to 'Asf' from 'BBBsf' reflects
the de-leveraging of the structure and the stable performance
of the portfolio in 2009 and 2010.  As of Feb 17, 2011, the
notes had an outstanding balance of EUR17.7 million, down from
EUR94.5 million at issuance.  This compares with a NAV of
EUR39.8 million for Zoo's portfolio of hedge fund holdings, which
results in 2.2 times coverage based on current NAV.  Based on
P&G's estimates, the Class A notes could be redeemed in full by
Aug. 14, 2012 given the current market environment and redemption
profile of the portfolio.

The Class B notes have benefited from stable performance of the
portfolio, but are much more exposed to market value declines in
the Zoo's portfolio given their subordination to the Class A
notes.  As such the 'BBsf' rating reflects the risk of full or
partial loss in the event of increased NAV stress, particularly as
the note balance continues to increase as interest payments are
deferred.

The rating for the Class C notes reflects Fitch's expectation that
the notes face a material level of default risk.  The tranche is
not expected to receive cash flows for approximately two more
years due to the long redemption timeline of the portfolio.
Further, any repayment on the notes will depend on the remaining
portfolio, which is likely to be concentrated and dependent on
less liquid assets.

The Class D notes have insufficient coverage at current NAV levels
and it appears probable that the class will suffer some level of
losses by the legal final date of the transaction.  For this
reason, the rating is affirmed at 'CCsf'.

Class E is affirmed at 'Csf' due to the expectation that this
class will see no cash flows going forward and a default appears
inevitable.

P&G is an Italian asset management company with registered office
in Rome, Italy.  P&G's professionals have been involved in the
management of hedge funds and EURopean asset-backed security
portfolios since 2001.  As of Dec. 31, 2010, total firm assets
under management were approximately EUR1 billion, of which
EUR100 million were in hedge funds.

The ratings may be sensitive to material changes in the liquidity
and market risk profiles of the fund investments.  Specifically,
further deterioration in the market value, reduced liquidity, or
increased risk associated with the hedge fund assets could result
in a further downgrade of the notes.  Conversely, material
improvement in the market value, increased liquidity and reduced
risk profiles could result in an upgrade of the notes.  A material
adverse deviation from Fitch guidelines for any key rating driver
could cause the rating to be lowered by Fitch.  For additional
information about Fitch market value structure ratings guidelines,
please review the criteria referenced below, which can be found on
Fitch's Web site.

Fitch does not maintain Recovery Ratings for distressed or
defaulted tranches of market value structures.  This is based on
the fact that RRs are derived based on a present value of future
cash flows, while market value structures are subject to
acceleration/liquidation triggers which may invalidate such a cash
flow analysis.


* S&P Downgrades Ratings on Nine Classes From Four RMBS Deals
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on nine
classes from four U.S. residential mortgage-backed securities
transactions issued from 1988-2006.  In addition, S&P affirmed its
ratings on 22 classes from two of the same transactions, as well
as eight additional transactions.

The downgrades reflect S&P's opinion that projected credit support
for the affected classes is insufficient to maintain the previous
ratings, given its current projected losses in light of increased
delinquencies.  In some cases, because the remaining pool balances
for transactions with lowered ratings are becoming smaller, S&P
believes the potential losses from delinquent loans could have a
more significant impact on the credit support available for the
remaining classes as the risk of default is increased in pools
with small numbers of remaining loans.

The affirmed ratings reflect S&P's belief that the amount of
credit enhancement available for these classes is sufficient to
cover projected losses associated with these rating levels.

Subordination provides credit support for the affected
transactions.  In addition, some classes also benefit from
overcollateralization, prior to its depletion, excess spread, and
additional enhancement in the form of mortgage pool insurance or a
guaranty.  The underlying pool of loans backing these transactions
consists of fixed- and adjustable-rate U.S. subprime, Alt-A, and
prime jumbo mortgage loans that are secured by first and second
liens on one- to four-family residential properties.

                          Ratings Lowered

       Credit Suisse First Boston Mortgage Securities Corp.
                           Series 2001-2

                                     Rating
                                     ------
       Class      CUSIP       To                   From
       -----      -----       --                   ----
       I-B-3      30253MAT9   B (sf)               A (sf)

   Salomon Brothers Mortgage Securities VII Inc. Union Planters
                   Mortgage Loan Trust 2003-UP1

                                      Rating
                                      ------
       Class      CUSIP       To                   From
       -----      -----       --                   ----
       A          79549ASK6   AA (sf)              AAA (sf)
       M-1        79549ASM2   CCC (sf)             AAA (sf)
       M-2        79549ASN0   CC (sf)              B (sf)

                 Structured Asset Securities Corp.
                         Series 2001-11

                                      Rating
                                      ------
       Class      CUSIP       To                   From
       -----      -----       --                   ----
       2-AP       86358RGX9   BB (sf)              AAA (sf)
       B1         86358RGZ4   B (sf)               AAA (sf)

                 Terwin Mortgage Trust 2004-15ALT
                        Series 2004-15ALT

                                      Rating
                                      ------
       Class      CUSIP       To                   From
       -----      -----       --                   ----
       B-1        881561GS7   CCC (sf)             AA (sf)
       B-2        881561GT5   CC (sf)              B- (sf)
       B-3        881561GU2   CC (sf)              CCC (sf)

                        Ratings Affirmed

                     American Housing Trust IV
                 Mortgage pass-through certificates

                  Class      CUSIP       Rating
                  -----      -----       ------
                  II         026711AJ0   A (sf)

          Conseco Finance Home Equity Loan Trust 2002-A
                          Series 2002-A

                  Class      CUSIP       Rating
                  -----      -----       ------
                  A-5        20846QJJ8   AAA (sf)
                  M-1        20846QJL3   AA (sf)
                  M-2        20846QJM1   A- (sf)
                  B-1        20846QJN9   CCC (sf)

             First Alliance Mortgage Loan Trust 1998-2
                          Series 1998-2F

                  Class      CUSIP       Rating
                  -----      -----       ------
                  FXD-NTS    31846LBW5   AA+ (sf)

            First Alliance Mortgage Loan Trust 1998-2
                          Series 1998-2A

                  Class      CUSIP       Rating
                  -----      -----       ------
                  ARM-NTS    31846LBV7   AA+ (sf)

                 Morgan Stanley Mortgage Trust 30
                             Series 30

                  Class      CUSIP       Rating
                  -----      -----       ------
                  30-6       61790RAG1   AAA (sf)
                  30-7       61790RAF3   AAA (sf)

             Popular Securities-Mortgage Trust 2004-1
                          Series 2004-1

                  Class      CUSIP       Rating
                  -----      -----       ------
                  A-3        733194AC8   AAA (sf)
                  A-4        733194AD6   AAA (sf)
                  A-5        733194AE4   AAA (sf)

                 Structured Asset Securities Corp.
                          Series 2001-11

                  Class      CUSIP       Rating
                  -----      -----       ------
                  B2         86358RHA8   CC (sf)

Structured Asset Securities Corporation Mortgage Loan Trust 2002-9
                           Series 2002-9

                  Class      CUSIP       Rating
                  -----      -----       ------
                  A1         86358RB55   AAA (sf)
                  A2         86358RC21   AAA (sf)

                 Terwin Mortgage Trust 2004-15ALT
                        Series 2004-15ALT

                  Class      CUSIP       Rating
                  -----      -----       ------
                  A-1        881561GQ1   AAA (sf)
                  A-X        881561GR9   AAA (sf)
                  B-4        881561GV0   CC (sf)
                  B-5        881561GW8   CC (sf)

            Truman Capital Mortgage Loan Trust 2006-1
                          Series 2006-1

                  Class      CUSIP       Rating
                  -----      -----       ------
                  A          89789KAA3   B (sf)
                  M-1        89789KAB1   CCC (sf)
                  M-2        89789KAC9   CC (sf)


* S&P Withdraws Ratings on 11 Classes of Notes From Six CDO Deals
-----------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on 11
classes of notes from six U.S. cash flow collateralized debt
obligation transactions.

The rating actions on ACAS Business Loan Trust 2004-1, Muzinich
CBO II Ltd., Niagara CDO Ltd., Parkridge Lane Structured Finance
Special Opportunities CDO I Ltd., Symphony Credit Partners I Ltd.,
and Symphony Credit Partners III Ltd. follow the complete paydowns
of the notes on their respective payment dates.

                        Ratings Withdrawn

                  ACAS Business Loan Trust 2004-1

                                   Rating
                                   ------
                Class           To         From
                -----           --         ----
                A               NR (sf)    AAA (sf)

                       Muzinich CBO II Ltd.

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

                         Niagara CDO Ltd.

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

Parkridge Lane Structured Finance Special Opportunities CDO I Ltd.

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

                  Symphony Credit Partners I Ltd.

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

                 Symphony Credit Partners III Ltd.

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

                          NR - Not rated.

                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com by e-mail.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases by individuals and business entities estimating
assets and debts or disclosing assets and liabilities at less than
$1,000,000.  The list includes links to freely downloadable images
of the small-dollar business-related petitions in Acrobat PDF
format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                          *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Howard
C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez,
Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2011.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


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